As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/04/14  uniQure N.V.                      F-1MEF      2/04/14    3:176K                                   Merrill Corp-MD/FA

Document/Exhibit                   Description                      Pages   Size 

 1: F-1MEF      Registration of Additional Securities               HTML     68K 
 2: EX-5.1      Opinion re: Legality                                HTML     49K 
 3: EX-23.1     Consent of Experts or Counsel                       HTML      8K 

 

As filed with the Securities and Exchange Commission on February 4, 2014

Registration No. 333-        

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM F-1

 

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

UNIQURE B.V.*

(Exact Name of Registrant as Specified in Its Charter)

 

N/A
(Translation of Registrant’s Name into English)

 

 

Jörn Aldag, Chief Executive Officer
Meibergdreef 61
Amsterdam 1105 BA, the Netherlands; Tel: +31 20 566 7394
(Address, Including ZIP Code, and Telephone Number,
Including Area Code, of Registrant’s Principal Executive Offices)

 

 

Philip Astley-Sparke, President U.S. Operations
uniQure, Inc.
113 Hartwell Avenue
Lexington, MA 02421
Tel: +31 20 566 7394
(Name, Address, Including ZIP Code, and Telephone Number,
Including Area Code, of Agent for Service)

 

 

 

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

 

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box.  o

 

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  x 333-193158

 

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o

 

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  o

 

CALCULATION OF REGISTRATION FEE

CLASS OF SECURITIES TO BE REGISTERED		AMOUNT TO BE REGISTERED(1)		PROPOSED MAXIMUM OFFERING PRICE PER ORDINARY  SHARE(2)			PROPOSED MAXIMUM AGGREGATE  OFFERING PRICE(1)(2)		AMOUNT OF REGISTRATION FEE
Ordinary shares, par value €0.05 per share		920,000		$	17.00		15,640,000		$	2,015

(1)                                  Represents only the additional number of ordinary shares being registered and includes 120,000 ordinary shares that may be purchased by the underwriters pursuant to their option to purchase additional shares.  Does not include the ordinary shares that the Registrant previously registered on the Registration Statement on Form F-1 (File No. 333-193158).

(2)                                  Based on the public offering price.

 

THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE UPON FILING WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH RULE 462(b) UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

 

 

* We intend to convert the legal form of our company under Dutch law from a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) to a public company with limited liability (naamloze vennootschap) and to change our name from uniQure B.V. to uniQure N.V. prior to the consummation of this offering.