0001193125-23-007007.txt : 20230112 0001193125-23-007007.hdr.sgml : 20230112 20230112105858 ACCESSION NUMBER: 0001193125-23-007007 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230112 DATE AS OF CHANGE: 20230112 GROUP MEMBERS: APG ASSET MANAGEMENT, N.V. GROUP MEMBERS: APG GROEP, N.V. GROUP MEMBERS: STICHTING PENSIOENFONDS ABP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BALCHEM CORP CENTRAL INDEX KEY: 0000009326 STANDARD INDUSTRIAL CLASSIFICATION: CHEMICALS & ALLIED PRODUCTS [2800] IRS NUMBER: 132578432 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39235 FILM NUMBER: 23525254 BUSINESS ADDRESS: STREET 1: 5 PARAGON DRIVE CITY: MONTVALE STATE: NJ ZIP: 07645 BUSINESS PHONE: (845) 326-5600 MAIL ADDRESS: STREET 1: 5 PARAGON DRIVE CITY: MONTVALE STATE: NJ ZIP: 07645 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: APG Asset Management US Inc. CENTRAL INDEX KEY: 0001323255 IRS NUMBER: 061285941 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: (917) 368-3500 MAIL ADDRESS: STREET 1: 666 THIRD AVENUE STREET 2: 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: APG Investments US Inc. DATE OF NAME CHANGE: 20080509 FORMER COMPANY: FORMER CONFORMED NAME: ABP Investments US, Inc. DATE OF NAME CHANGE: 20050407 SC 13G/A 1 d270332dsc13ga.htm SC 13G/A SC 13G/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)

 

 

Balchem Corporation

(Name of Issuer)

Common Stock, $0.06 2/3 par value

(Title of Class of Securities)

057665200

(CUSIP Number)

December 31, 2022

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒ Rule 13d-1(b)

☐ Rule 13d-1(c)

☐ Rule 13d-1(d)

 

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in 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 (“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. 057665200

 

  1    

  NAME OF REPORTING PERSON

  I.R.S. IDENTIFICATION NO. OF REPORTING PERSON (VOLUNTARY) (ENTITIES ONLY):

 

  APG Asset Management US Inc.

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

  (a)  ☐        (b)  ☒

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Delaware, United States of America

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5     

  SOLE VOTING POWER

 

  0

   6   

  SHARED VOTING POWER

 

  2,719,969

   7   

  SOLE DISPOSITIVE POWER

 

  0

   8   

  SHARED DISPOSITIVE POWER

 

  2,719,969

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  2,719,969

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  8.5%*

12  

  TYPE OF REPORTING PERSON

 

  CO, IA

 

*

Based on 32,135,122 shares of Common Stock outstanding as of October 27, 2022, as reported in the Issuer’s Report on Form 10-Q for the period ended September 30, 2022 filed with the Securities and Exchange Commission on November 4, 2022.

 

2

CUSIP No. 057665200

 

  1    

  NAME OF REPORTING PERSON

  I.R.S. IDENTIFICATION NO. OF REPORTING PERSON (VOLUNTARY) (ENTITIES ONLY):

 

  APG Asset Management, N.V.

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 

  (a)  ☐        (b)  ☒

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Kingdom of the Netherlands

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5     

  SOLE VOTING POWER

 

  0

   6   

  SHARED VOTING POWER

 

  2,719,969

   7   

  SOLE DISPOSITIVE POWER

 

  0

   8   

  SHARED DISPOSITIVE POWER

 

  2,719,969

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  2,719,969

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  8.5%*

12  

  TYPE OF REPORTING PERSON

 

  CO

 

*

Based on 32,135,122 shares of Common Stock outstanding as of October 27, 2022, as reported in the Issuer’s Report on Form 10-Q for the period ended September 30, 2022 filed with the Securities and Exchange Commission on November 4, 2022.

 

3

CUSIP No. 057665200

 

  1    

  NAME OF REPORTING PERSON

  I.R.S. IDENTIFICATION NO. OF REPORTING PERSON (VOLUNTARY) (ENTITIES ONLY):

 

  APG Groep, N.V.

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 

  (a)  ☐        (b)  ☒

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Kingdom of the Netherlands

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5     

  SOLE VOTING POWER

 

  0

   6   

  SHARED VOTING POWER

 

  2,719,969

   7   

  SOLE DISPOSITIVE POWER

 

  0

   8   

  SHARED DISPOSITIVE POWER

 

  2,719,969

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  2,719,969

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  8.5%*

12  

  TYPE OF REPORTING PERSON

 

  CO

 

*

Based on 32,135,122 shares of Common Stock outstanding as of October 27, 2022, as reported in the Issuer’s Report on Form 10-Q for the period ended September 30, 2022 filed with the Securities and Exchange Commission on November 4, 2022.

 

4

CUSIP No. 057665200

 

  1    

  NAME OF REPORTING PERSON

  I.R.S. IDENTIFICATION NO. OF REPORTING PERSON (VOLUNTARY) (ENTITIES ONLY):

 

  Stichting Pensioenfonds ABP

  2  

  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 

  (a)  ☐        (b)  ☒

  3  

  SEC USE ONLY

 

  4  

  CITIZENSHIP OR PLACE OF ORGANIZATION

 

  Kingdom of the Netherlands

NUMBER OF

SHARES

 BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

    5     

  SOLE VOTING POWER

 

  0

   6   

  SHARED VOTING POWER

 

  2,719,969

   7   

  SOLE DISPOSITIVE POWER

 

  0

   8   

  SHARED DISPOSITIVE POWER

 

  2,719,969

  9    

  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

  2,719,969

10  

  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

  ☐

11  

  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

  8.5%*

12  

  TYPE OF REPORTING PERSON

 

  EP

 

*

Based on 32,135,122 shares of Common Stock outstanding as of October 27, 2022, as reported in the Issuer’s Report on Form 10-Q for the period ended September 30, 2022 filed with the Securities and Exchange Commission on November 4, 2022.

 

5

CUSIP No. 057665200

 

AMENDMENT NO. 1 TO SCHEDULE 13G

Reference is hereby made to the statement on Schedule 13G filed with the Securities and Exchange Commission by the Reporting Persons with respect to the Common Stock of the Issuer on February 4, 2022 (the “Schedule 13G”). Terms defined in the Schedule 13G are used herein as so defined.

The following Items of the Schedule 13G are hereby amended and restated as follows:

 

ITEM 1(b) -   

ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:

 

5 Paragon Drive, Montvale, NJ 07645

ITEM 4 -   

OWNERSHIP:

 

The information requested in this item is incorporated herein by reference to the cover pages to this Amendment No. 1 to Schedule 13G.

   APG Asset Management, N.V. (“APG NL”) is wholly-owned by APG Groep, N.V. (“APG Groep”) and is the investment manager with respect to the securities to which this statement relates. Pursuant to an Investment Management Agreement, APG NL has delegated its investment and voting power with respect to such securities to APG Asset Management US, Inc. (“APG US”), which is its wholly-owned subsidiary. Stichting Pensioenfonds ABP is the majority owner of APG Groep. By virtue of the relationships described above, each of the Reporting Persons may be deemed to share beneficial ownership of the securities to which this statement relates and may be deemed to be a member of a “group” (within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended). However, each Reporting Person disclaims membership in any such group, and further, each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

 

6

CUSIP No. 057665200

 

SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Date: January 12, 2023

 

APG ASSET MANAGEMENT US, INC.

By:

  

/s/ Evan Gordon

Name:

  

Evan Gordon

Title:

  

Chief Compliance Officer

APG ASSET MANAGEMENT, N.V.

By:

  

/s/ Evan Gordon

Name:

  

Evan Gordon

Title:

  

Chief Compliance Officer

APG GROEP, N.V.

By:

  

/s/ Evan Gordon

Name:

  

Evan Gordon

Title:

  

Chief Compliance Officer

STICHTING PENSIOENFONDS ABP

By:

  

/s/ Evan Gordon

Name:

  

Evan Gordon

Title:

  

Chief Compliance Officer

 

7