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DBV Technologies Establishes an At-The-Market (ATM) Program on Nasdaq
DBV Technologies (TRQX:DBVp) (the "Company"), a clinical-stage biopharmaceutical company, today announced that it has filed a prospectus supplement with the U.S. Securities and Exchange Commission ("SEC") relating to an at-the-market offering (the "ATM Program"). Pursuant to this new financing program, the Company may offer and sell, including with unsolicited investors who have expressed an interest, a total gross amount of up to $150 million of American Depositary Shares ("ADS"), each ADS representing five ordinary shares of the Company, from time to time in sales deemed to be an "at the market offering" pursuant to the terms of a sales agreement (the "Sales Agreement") with Citizens JMP Securities, LLC ("Citizens"), acting as sales agent, subject to French regulatory limits. The timing of any sales will depend on a variety of factors. The ATM Program is presently intended to be effective unless terminated in accordance with the Sales Agreement or if ADSs representing the maximum gross amount have been sold thereunder. In connection with the establishment of the ATM Program, the Company has terminated the sales agreement dated as of May 2, 2022, relating to the at-the-market program previously implemented by the Company (the "Prior ATM Program"). The terms and conditions of the ATM Program remain similar to the Prior ATM Program.
The Company currently intends to use the net proceeds (after deduction of fees and expenses related to the financing), if any, of sales of ADSs issued under the program, together with its existing cash and cash equivalents, primarily for activities associated with the Biologics License Application ("BLA"), potential approval and launch of VIASKIN® Peanut patch in toddlers aged 1-3 years old, as well as to advance the development of the Company's product candidates using its proprietary technology platform, VIASKIN, and for working capital and other general corporate purposes, at the Company's discretion.
Pursuant to the Sales Agreement, Citizens, as sales agent, will use commercially reasonable efforts to arrange on the Company's behalf for the sale of all ADSs requested to be sold by the Company to eligible investors requesting it, consistent with Citizens' normal sales and trading practices. Sales prices may vary based on market prices and other factors. Only eligible investors (as described in greater detail below) may purchase ADSs under the ATM Program. In any case, the corresponding sales price of the new ordinary shares underlying the ADSs will not be less than (i) the last closing price of the Company's shares on the regulated market of Euronext in Paris ("Euronext Paris") preceding the setting of the issue price or (ii) the volume-weighted average of the Company's share price on Euronext Paris over a chosen period of between one and five consecutive trading sessions from among the last thirty trading sessions, preceding the setting of the issue price, in each case subject to a maximum discount of 15%.
The ADSs and the underlying ordinary shares will be issued, if any, through one or more share capital increases without shareholders' preferential subscription rights under the provisions of Article L. 225-138 of the French Commercial Code (Code de commerce) and pursuant to the 25th resolution adopted at the Annual General Meeting of Shareholders held on June 11, 2025 (the "2025 Annual General Meeting") (or any substitute resolutions, adopted from time to time), within the limit of a maximum number of 136,948,870 ordinary shares (being the maximum authorized by the shareholders for such resolution), representing a maximum potential dilution of approximately 50% based on the existing share capital of the Company, it being specified that the number of underlying ordinary shares to be admitted on the regulated market of Euronext Paris shall represent, over a rolling period of 12 months, less than 30% of the ordinary shares already admitted to trading on said market without a French listing prospectus or an exemption document.
The new ordinary shares to be sold in the form of ADSs would be issued in one or more offerings at market prices of the ADSs at the time of pricing of the considered capital increase.
Posted In: DBVT
