Biocartis Group NV: Disclosure of transparency notifications
PRESS RELEASE: REGULATED INFORMATION
29 May 2019, 07:00 CEST
Disclosure of transparency notifications
Mechelen, Belgium, 29 May 2019 - Biocartis Group NV (the 'Company' or 'Biocartis'), an innovative molecular diagnostics company (Euronext Brussels: BCART), announces today, in accordance with Article 14, paragraph 1 of the Belgian Act of 2 May 2007 on the disclosure of major shareholdings in issuers whose shares are admitted to trading on a regulated market (the 'Belgian Transparency Act'), that it received transparency notifications from both OppenheimerFunds, Inc. ('OFI') and Invesco Ltd. ('Invesco') following Invesco's acquisition of OFI. The transparency notification by OFI received on 25 May 2019 ('OppenheimerFunds Notification'), indicated that on 24 May 2019, OFI no longer has voting rights over Biocartis' securities, and the transparency notification by Invesco received on 28 May 2019 ('Invesco Notification'), indicated that on 24 May 2019, Invesco increased above the 10% notification threshold, now holding 12.36% of the voting rights in Biocartis.
The OppenheimerFunds Notification contains the following information:
- Reason for the Notification: Acquisition or disposal of voting rights or securities. Downwards crossing of the lowest threshold.
- Notification by: A person that notifies alone.
- Persons subject to the notification requirement: OppenheimerFunds, Inc., The Corporation Company / 1675 Broadway / Suite 1200, CO 80202 Denver, USA.
- Transaction date: 24 May 2019.
- Threshold that is crossed: 3%.
- Denominator: 56,382,088.
- Details of the Notification: OppenheimerFunds, Inc. holds 0 voting securities, corresponding to 0% of the voting rights.
- Chain of controlled undertakings through which the holding is effectively being held: OppenheimerFunds, Inc. is not a controlled entity.
- Additional information: Massachusetts Mutual Life Insurance Company ('MassMutual'), an indirect corporate parent of OppenheimerFunds, Inc. ('OFI') and its subsidiaries, sold OFI to Invesco Ltd. ('Invesco') in a transaction that closed on May 24, 2019. As a result, investment discretion and voting rights exercised by OFI over its various mutual funds and other accounts has been transferred to Invesco. OFI no longer holds any disclosable position in the issuer.
The Invesco Notification contains the following information:
- Reason for the Notification: Acquisition or disposal of voting securities or voting rights.
- Notification by: A parent undertaking or a controlling person.
- Persons subject to the notification requirement: Invesco Ltd, Two Peachtree Pointe, 1555 Peachtree St, Suite 1800, Atlanta GA, USA.
- Transaction date: 24 May 2019.
- Threshold that is crossed: 10%.
- Denominator: 56,382,088.
- Details of the Notification: Invesco Advisers, Inc. holds 6,068,385 voting securities, corresponding to 10.76% of the voting rights. Invesco Asset Management Limited holds 900,692 voting securities, corresponding to 1.60% of the voting rights. Together, both entities hold 12.36% of the voting rights.
- Chain of controlled undertakings through which the holding is effectively being held: This disclosure is made on behalf of Invesco Ltd. and relates to shares beneficially owned by various mutual and pension funds managed by Invesco Ltd. and its subsidiary companies, whereby Invesco Ltd. have discretion as to the acquisition and disposal of the shares and as to the exercise of the voting rights associated with the shares as at 24 May 2019. Invesco Ltd. is not a controlled entity. Invesco Ltd. is the parent company controlling the voting rights for the below; Invesco Advisers, Inc. 10.76% and Invesco Asset Management Limited 1.60%.
- Additional information: This disclosure is being made due to the acquisition and merger of OppenheimerFunds, Inc. For more information regarding the merger, please see the following link: https://ir.invesco.com/investor-relations/press-releases/default.aspx. The company, Invesco (on behalf of funds managed by affiliates of the group management companies) is not acting in concert with a third party and does not intend to take control of the company.
For further information, reference is made to both Notifications which are available here on the Biocartis website.
Pursuant to the Belgian Transparency Act and the articles of association of the Company, a notification to the Company and the Belgian Financial Services and Markets Authority (FSMA) is required by all natural and legal persons in each case where the percentage of voting rights in the Company held by such persons reaches, exceeds or falls below the threshold of 3%, 5%, 10%, and every subsequent multiple of 5%, of the total number of voting rights in the Company.
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Biocartis (Euronext Brussels: BCART) is an innovative molecular diagnostics (MDx) company providing next generation diagnostic solutions aimed at improving clinical practice for the benefit of patients, clinicians, payers and industry. Biocartis' proprietary MDx Idylla(TM) platform is a fully automated sample-to-result, real-time PCR (Polymerase Chain Reaction) system that offers accurate, highly reliable molecular information from virtually any biological sample in virtually any setting. Biocartis is developing and marketing a rapidly expanding test menu addressing key unmet clinical needs in oncology. This area represents the fastest growing segment of the MDx market worldwide. Today, Biocartis offers tests supporting melanoma, colorectal and lung cancer. More information: www.biocartis.com. Press Photo Library available here. Follow us on Twitter: @Biocartis_.
Biocartis and Idylla(TM) are registered trademarks in Europe, the United States and other countries. The Biocartis and Idylla(TM) trademark and logo are used trademarks owned by Biocartis. This press release is not for distribution, directly or indirectly, in any jurisdiction where to do so would be unlawful. Any persons reading this press release should inform themselves of and observe any such restrictions. Biocartis takes no responsibility for any violation of any such restrictions by any person. Please refer to the product labeling for applicable intended uses for each individual Biocartis product. This press release does not constitute an offer or invitation for the sale or purchase of securities in any jurisdiction. No securities of Biocartis may be offered or sold in the United States of America absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended.
Certain statements, beliefs and opinions in this press release are forward-looking, which reflect the Company's or, as appropriate, the Company directors' or managements' current expectations and projections concerning future events such as the Company's results of operations, financial condition, liquidity, performance, prospects, growth, strategies and the industry in which the Company operates. By their nature, forward-looking statements involve a number of risks, uncertainties, assumptions and other factors that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties, assumptions and factors could adversely affect the outcome and financial effects of the plans and events described herein. A multitude of factors including, but not limited to, changes in demand, competition and technology, can cause actual events, performance or results to differ significantly from any anticipated development. Forward-looking statements contained in this press release regarding past trends or activities are not guarantees of future performance and should not be taken as a representation that such trends or activities will continue in the future. In addition, even if actual results or developments are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in future periods. No representations and warranties are made as to the accuracy or fairness of such forward-looking statements. As a result, the Company expressly disclaims any obligation or undertaking to release any updates or revisions to any forward-looking statements in this press release as a result of any change in expectations or any change in events, conditions, assumptions or circumstances on which these forward-looking statements are based, except if specifically required to do so by law or regulation. Neither the Company nor its advisers or representatives nor any of its subsidiary undertakings or any such person's officers or employees guarantees that the assumptions underlying such forward-looking statements are free from errors nor does either accept any responsibility for the future accuracy of the forward-looking statements contained in this press release or the actual occurrence of the forecasted developments. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.