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Galapagos NV's February 2025 Form 6-K: Key Separation Agreement Details Revealed

$GLPG
Form 6-K
Filed on: 2025-02-12
Source
Galapagos NV's February 2025 Form 6-K: Key Separation Agreement Details Revealed

Here are the key points extracted from the financial report (Form 6-K) submitted by Galapagos NV:

  1. Company Overview:
  • Name: Galapagos NV
  • Location: Generaal De Wittelaan L11 A3, 2800 Mechelen, Belgium
  • Filing Type: Form 6-K for the month of February 2025.
  1. Separation Agreement:
  • On January 7, 2025, Galapagos NV entered into a Separation Agreement with Gilead Sciences, Inc. and Gilead Therapeutics A1 Unlimited Company.
  • The agreement involves the transfer of certain cash balances, assets, and liabilities into a new entity referred to as SpinCo.
  • Existing shareholders of Galapagos will receive shares in SpinCo proportionate to their current shareholdings in Galapagos.
  • This transaction is subject to Belgian law and requires approval from the company's shareholders at an Extraordinary Shareholders' Meeting.
  1. Risk Factors:
  • The proposed transaction is contingent upon various approvals including regulatory and shareholder approvals.
  • There are risks associated with the successful separation of the company into two public entities and achieving the anticipated benefits.
  • Forward-looking statements are made with the understanding that actual results may differ due to various uncertainties.
  1. Forward-Looking Statements:
  • The report contains forward-looking statements regarding the intended separation and corporate reorganization.
  • Such statements are based on current management expectations and include disclaimers about the risks and uncertainties involved.
  1. Press Release:
  • A press release dated February 12, 2025, is included as Exhibit 99.2, which may contain additional information regarding the Separation Agreement or other company updates.
  1. Exhibits:
  • Exhibit 99.1: Full text of the Separation Agreement.
  • Exhibit 99.2: Copy of the press release issued on February 12, 2025.
  1. Management Certification:
  • The report is signed by Annelies Denecker, Company Secretary, confirming the contents of the report.

This summary encapsulates the essential components of the 6-K filing, focusing on the significant corporate actions, potential impacts on shareholders, and the associated risks.