Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
23 Outubro 2023 - 6:09PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of October 2023
Commission File Number 001-40996
MDXHEALTH SA
(Translation of registrant’s name into English)
CAP Business Center
Zone Industrielle des Hauts-Sarts
4040 Herstal, Belgium
+32 4 257 70 21
(Address of principal executive office)
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 ☒ Form 40-F ☐
MDXHEALTH SA
On October 20, 2023, MDxHealth SA (the “Company”) issued
a press release, a copy of which is attached hereto as Exhibit 99.1.
The information in the attached
Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed
incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except
as otherwise set forth herein or as shall be expressly set forth by specific reference in such a filing.
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.
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MDXHEALTH SA |
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Date: October 23, 2023 |
By: |
/s/ Michael McGarrity |
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Name: |
Michael McGarrity |
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Title: |
Chief Executive Officer |
2
Exhibit 99.1
NEWS RELEASE - REGULATED
INFORMATION
October 20, 2023, 4:00 PM EDT / 22:00 CET
Mdxhealth’s New Share Capital Amount
and New Number of Shares
IRVINE, CA, and HERSTAL, BELGIUM –
October 20, 2023 – MDxHealth SA (NASDAQ/Euronext: MDXH) (“mdxhealth” or the “Company”), a commercial-stage
precision diagnostics company, today a announces, in accordance with Article 15 of the Belgian Act of May 2, 2007 on the disclosure of
major participations in issuers of which shares are admitted to trading on a regulated market and regarding miscellaneous provisions,
that in the context of a capital increase completed on October 20, 2023, the Company’s share capital has increased from EUR 163,471,629.58
to EUR 164,302,752.89 and the number of issued and outstanding shares has increased from 270,380,936 to 272,880,936 ordinary shares, through
the issuance of a total of 2,500,000 new shares. The new shares were issued pursuant to the amendment, announced on August 23, 2023, to
the asset purchase agreement for the acquisition by the Company of the Oncotype DX® GPS (Genomic Prostate Score®) test from Genomic
Health, Inc. (a subsidiary of Exact Sciences Corporation).
In addition to the outstanding shares of the Company:
● | a
total of 18,560,124 subscription rights of the Company are outstanding, which entitles their
holders (assuming all subscription rights are granted and exercised) to subscribe to a total
of 18,560,124 new shares with voting rights; and |
● | under
the loan and security agreement
entered into by the Company and Innovatus Capital Partners in August 2022, Innovatus has
the right to convert, prior to August 2, 2025, up to 15% of the outstanding principal amount
of the loans (by means of a contribution in kind of the relevant payables due by the Company
under the loans) into American Depositary Shares (“ADSs”) of the Company
(each representing 10 ordinary shares of the Company) at a conversion price per ADS equal
to USD 11.21 (i.e., USD 1.121 per share on the basis of the ratio of 1 ADS per 10 shares). |
About mdxhealth®
mdxhealth is a commercial-stage precision diagnostics
company that provides actionable molecular information to personalize patient diagnosis and treatment. The Company’s tests are based
on proprietary genomic, epigenetic (methylation) and other molecular technologies and assist physicians with the diagnosis and prognosis
of urologic cancers and other urologic diseases. The Company’s U.S. headquarters and laboratory operations are in Irvine, California,
with additional laboratory operations in Plano, Texas. European headquarters are in Herstal, Belgium, with laboratory operations in Nijmegen,
The Netherlands. For more information, visit mdxhealth.com and follow us on social media at: twitter.com/mdxhealth, facebook.com/mdxhealth
and linkedin.com/company/mdxhealth.
For more information:
mdxhealth
info@mdxhealth.com
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LifeSci Advisors (IR & PR)
US: +1-949-271-9223
ir@mdxhealth.com |
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NOTE: The mdxhealth logo, mdxhealth,
Confirm mdx, Select mdx, Resolve mdx, Genomic Prostate Score, GPS and Monitor mdx are trademarks or registered trademarks of MDxHealth
SA. All other trademarks and service marks are the property of their respective owners.
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