argenx SE — Capital/Financing Update 2022

Nov 30, 2022

6-K 1 tm2231499d1_6k.htm FORM 6-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 6-K

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REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of November 2022

Commission File Number: 001-38097

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ARGENX SE

(Translation of registrant’s name into English)

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Laarderhoogtweg 25 1101 EB Amsterdam, the Netherlands

(Address of principal executive offices)

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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

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EXPLANATORY NOTE

On November 29, 2022, argenx BV (the “ Company ”) entered into an Asset Purchase Agreement (the “ Agreement ”) with bluebird bio, Inc. (“ Seller ”) pursuant to which the Company agreed to buy from Seller a rare pediatric disease priority review voucher (the “ PRV ”) issued by the U.S. Food and Drug Administration. Upon closing, the Company will pay Seller $102,000,000 in cash in consideration for the PRV. Closing of the transaction is subject to customary conditions, including the expiration or termination of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The Agreement contains customary representations, warranties, covenants and indemnification provisions.

The foregoing summary is qualified in its entirety by the full text of the Agreement, a copy of which is attached hereto as Exhibit 1.1 and incorporated herein by reference.

On November 30, 2022, the Company issued a press release announcing its entry into the Agreement, a copy of which is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information contained in this Current Report on Form 6-K, including Exhibit 1.1, is incorporated by reference into the Company’s Registration Statements on Forms F-3 ( File No. 333-258251 ) and S-8 (File Nos. 333-225375 and 333-258253 ).

Exhibit	Description
1.1	Asset Purchase Agreement, dated November 29, 2022, by and between bluebird bio, Inc. and argenx BV
99.1	Press release dated November 30, 2022

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

/s/ Hemamalini (Malini) Moorthy
Hemamalini (Malini) Moorthy
General Counsel

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