0000950103-23-015722.txt : 20231031
0000950103-23-015722.hdr.sgml : 20231031
20231031185926
ACCESSION NUMBER: 0000950103-23-015722
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231027
FILED AS OF DATE: 20231031
DATE AS OF CHANGE: 20231031
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Forbion Growth Sponsor FEAC I B.V.
CENTRAL INDEX KEY: 0001897943
STATE OF INCORPORATION: P7
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41148
FILM NUMBER: 231366107
BUSINESS ADDRESS:
STREET 1: GOOIMEER 2 35,
CITY: NAARDEN
STATE: P7
ZIP: 1411DC
BUSINESS PHONE: 31 35 6993015
MAIL ADDRESS:
STREET 1: GOOIMEER 2 35,
CITY: NAARDEN
STATE: P7
ZIP: 1411DC
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Forbion Growth Management B.V.
CENTRAL INDEX KEY: 0001918318
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41148
FILM NUMBER: 231366105
BUSINESS ADDRESS:
STREET 1: C/O FORBION EUROPEAN ACQUISITION CORP.
STREET 2: 4001 KENNETT PIKE, SUITE 302
CITY: WILMINGTON
STATE: DE
ZIP: 19807
BUSINESS PHONE: 0031356993015
MAIL ADDRESS:
STREET 1: C/O FORBION EUROPEAN ACQUISITION CORP.
STREET 2: 4001 KENNETT PIKE, SUITE 302
CITY: WILMINGTON
STATE: DE
ZIP: 19807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Forbion Growth Opportunities Fund I Cooperatief U.A.
CENTRAL INDEX KEY: 0001911047
STATE OF INCORPORATION: P7
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-41148
FILM NUMBER: 231366106
BUSINESS ADDRESS:
STREET 1: GOOIMEER 235, 1411 DC
CITY: NAARDEN
STATE: P7
ZIP: 00000
BUSINESS PHONE: 31 35 6993015
MAIL ADDRESS:
STREET 1: GOOIMEER 235, 1411 DC
CITY: NAARDEN
STATE: P7
ZIP: 00000
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Forbion European Acquisition Corp.
CENTRAL INDEX KEY: 0001874495
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 000000000
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: PO BOX 309, UGLAND HOUSE
CITY: GRAND CAYMAN
STATE: E9
ZIP: KYL-1104
BUSINESS PHONE: 31356993020
MAIL ADDRESS:
STREET 1: PO BOX 309, UGLAND HOUSE
CITY: GRAND CAYMAN
STATE: E9
ZIP: KYL-1104
4
1
dp202115_4-forbion2.xml
FORM 4
X0508
4
2023-10-27
0
0001874495
Forbion European Acquisition Corp.
FRBNU
0001897943
Forbion Growth Sponsor FEAC I B.V.
C/O FORBION EUROPEAN ACQUISITION CORP.
4001 KENNETT PIKE, SUITE 302
WILMINGTON
DE
19807
1
0
1
0
0001911047
Forbion Growth Opportunities Fund I Cooperatief U.A.
C/O FORBION EUROPEAN ACQUISITION CORP.
4001 KENNETT PIKE, SUITE 302
WILMINGTON
DE
19807
1
0
1
0
0001918318
Forbion Growth Management B.V.
C/O FORBION EUROPEAN ACQUISITION CORP.
4001 KENNETT PIKE, SUITE 302
WILMINGTON
DE
19807
1
0
1
0
0
Class A Ordinary Shares
2023-10-27
4
C
0
1373496
A
1373496
I
See Footnotes
Class A Ordinary Shares
2000000
I
See Footnotes
Class B Ordinary Shares
2023-10-27
4
C
0
1373496
D
Class A Ordinary Shares
1373496
0
I
See Footnotes
Warrant (Right to Buy)
11.50
2023-10-27
4
A
0
1000000
1.50
A
Class A Ordinary Shares
1000000
731619
I
See Footnotes
Reflects the conversion of Class B Ordinary Shares into a Class A Ordinary Share in accordance with its terms.
Reflects shares held by Forbion Growth Sponsor FEAC I B.V. (the "Sponsor"). The Sponsor is controlled by a four-person Board of Managers comprised of J.M Bos, C. Lesser, S. Slootweg and W.S.J. Joustra (the "Sponsor Board"). All voting and dispositive decisions with respect to the shares held by the Sponsor are made by a majority vote of the Sponsor Board.
Reflects shares held by Forbion Growth Opportunities Fund I cooperatief U.A. ("Forbion Cooperatief").
Forbion Cooperatief wholly owns the Sponsor. Forbion Growth Management B.V. is the sole director of Forbion Cooperatief and exercises voting and investment power through its investment committee (the "Management Investment Committee"), consisting of S. Slootweg, van Osch, G. J. Mulder, V. van Houten, D.A.F. Kersten, N.L. Luneborg, W.S.J. Joustra and J.M. Bos. None of the members of the Management Investment Committee has individual voting and investment power with respect to the securities reported herein.
Sponsor and Forbion Cooperatief may be deemed to have shared voting and investment power over the shares held by the Sponsor. Forbion Management may be deemed to share voting and investment power (i) with Forbion Cooperatief over the shares held by Forbion Cooperatief and (ii) with Forbion Cooperatief and, indirectly, the Sponsor, over the shares held by the Sponsor.
Under the so-called "rule of three," if voting and dispositive decisions regarding an entity's securities are made by three or more individuals, and a voting or dispositive decision requires the approval of a majority of those individuals, none of the individuals is deemed a beneficial owner of the entity's securities. Accordingly, because none of the members of the Sponsor Board or the Management Investment Committee has individual voting or investment control over any of the Class A Ordinary Shares or Class B Ordinary Shares reported herein, no member of the Sponsor Board or the Management Investment Committee is deemed to have or share beneficial ownership of such shares.
Each Reporting Person disclaims beneficial ownership of the shares reported herein, except to the extent of its pecuniary interest therein.
Reflects the cancellation, for no consideration, of 1,789,004 Class B Ordinary Shares and 5,463,381 warrants held by the Sponsor, in each case that is exempt pursuant to Rule 16b-6(d).
Each warrant entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, and first becomes exercisable 30 days after the consummation of the Issuer's initial business combination. The warrants expire five years following the Issuer's initial business combination. The warrants also expire if the Issuer fails to consummate the initial business combination within 24 months from the Issuer's initial public offering.
/s/ Fobion Growth Sponsor FEAC I B.V., By: Sander Slootweg, Director, and Wouter Joustra, its Director
2023-10-31
/s/ Forbion Growth Opportunities Fund I Cooperatief U.A., By: Sander Slootweg, on behalf of Forbion Growth Management B.V., Director and Wouter Joustra, on behalf of Forbion Growth Management B.V., Director
2023-10-31
/s/ Forbion Growth Management B.V., By: Sander Slootweg, Director, and Wouter Joustra, its Director
2023-10-31