Amended Statement of Beneficial Ownership (sc 13d/a)
August 10 2020 - 3:58PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Centogene
N.V.
(Name of Issuer)
Common Shares, 0.12 par value per share
(Title of Class of Securities)
N1976T109
(CUSIP Number)
Sadia Wern-Sukhera
DPE Deutsche Private Equity
Ludwigstrasse 7
80539
Munich, Germany
+49 89 200038-0
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
July 14, 2020
(Date
of Event Which Requires Filing of this Statement)
If the filing person has
previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7 for other parties to whom copies are to be sent.
*
|
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form
with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
|
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities
Exchange Act of 1934, as amended (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. N1976T109
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
DPE Deutsche Private Equity Gesellschaft mbH
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Germany
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
5,124,289
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
5,124,289
|
|
|
|
|
|
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
5,124,289
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
23.4%
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
CUSIP No. N1976T109
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
DPE Deutschland II A GmbH & Co. KG
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Germany
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
3,367,423
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
3,367,423
|
|
|
|
|
|
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,367,423
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
15.4%
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
CUSIP No. N1976T109
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
DPE Deutschland II B GmbH & Co. KG
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Germany
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
1,756,866
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
1,756,866
|
|
|
|
|
|
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,756,866
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
8.0%
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
CUSIP No. N1976T109
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Deutsche Private Equity Administration GmbH
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Germany
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
5,124,289
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
5,124,289
|
|
|
|
|
|
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
5,124,289
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
23.4%
|
14.
|
|
Type of Reporting Person (See
Instructions)
OO
|
CUSIP No. N1976T109
|
|
|
|
|
|
|
1.
|
|
Names of
Reporting Persons.
Marc Thiery
|
2.
|
|
Check the Appropriate Box if a Member
of a Group (See Instructions)
(a) ☐ (b) ☒
|
3.
|
|
SEC Use Only
|
4.
|
|
Source of Funds (See Instructions)
WC
|
5.
|
|
Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e)
☐
|
6.
|
|
Citizenship or Place of
Organization
Germany
|
|
|
|
|
|
|
|
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With
|
|
7.
|
|
Sole Voting Power
0
|
|
8.
|
|
Shared Voting Power
5,124,289
|
|
9.
|
|
Sole Dispositive Power
0
|
|
10.
|
|
Shared Dispositive Power
5,124,289
|
|
|
|
|
|
|
|
11.
|
|
Aggregate Amount Beneficially Owned by Each Reporting Person
5,124,289
|
12.
|
|
Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions)
☐
|
13.
|
|
Percent of Class Represented by
Amount in Row (11)
23.4%
|
14.
|
|
Type of Reporting Person (See
Instructions)
IN
|
Explanatory Note
This Amendment No. 1 (this Amendment) amends and supplements the Schedule 13D filed with the Securities and Exchange
Commission on November 22, 2019 by the Reporting Persons (as amended from time to time, the Schedule 13D), relating to their beneficial ownership of shares of Common Stock of Centogene N.V. (the Issuer). Except to the
extent set forth in this Amendment, all material information disclosed in the Schedule 13D remains unchanged. Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D.
Item 5.
|
Interest in Securities of the Issuer
|
Item 5 of the Schedule 13D is hereby amended as follows:
(a)-(b) The information set forth in rows 7 through 13 of the cover pages to this Schedule 13D is incorporated by reference. The percentage set
forth in row 13 is based on 21,861,340 outstanding shares of Common Stock immediately following the Issuers public offering, as reported in the Issuers prospectus filed on July 10, 2020.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: August 10, 2020
DPE
DEUTSCHE PRIVATE EQUITY GESELLSCHAFT MBH
|
|
|
By:
|
|
/s/ Marc Thiery
|
Name:
|
|
Marc Thiery
|
Title:
|
|
Managing Director
|
DPE DEUTSCHLAND II A GMBH & CO. KG
By its general partner Deutsche Private Equity Administration GmbH
|
|
|
By:
|
|
/s/ Marc Thiery
|
Name:
|
|
Marc Thiery
|
Title:
|
|
Managing Director
|
DPE DEUTSCHLAND II B GMBH & CO. KG
By its general partner Deutsche Private Equity Administration GmbH
|
|
|
By:
|
|
/s/ Marc Thiery
|
Name:
|
|
Marc Thiery
|
Title:
|
|
Managing Director
|
DEUTSCHE PRIVATE EQUITY ADMINISTRATION GMBH
|
|
|
By:
|
|
/s/ Marc Thiery
|
Name:
|
|
Marc Thiery
|
Title:
|
|
Managing Director
|
|
/s/ Marc Thiery
|
Marc Thiery
|
Centogene NV (NASDAQ:CNTG)
Historical Stock Chart
From Apr 2024 to May 2024
Centogene NV (NASDAQ:CNTG)
Historical Stock Chart
From May 2023 to May 2024