DBV Technologies sells about $50 million of ADSs to RA Capital via Nasdaq ATM

The biopharmaceutical company plans to issue 3,657,644 ADSs at $13.67 each, with the underlying ordinary shares expected to settle on August 3, 2026.

Summary

DBV Technologies said it agreed to sell approximately $50 million of American Depositary Shares, or ADSs, to RA Capital Management, L.P. through its at-the-market program on Nasdaq. The sale covers 3,657,644 new ADSs, each representing five ordinary shares, at $13.67 per ADS, generating gross proceeds of about $50 million before commissions and offering expenses. The transaction will be carried out through Citizens JMP Securities, LLC as sales agent. To complete it, DBV will issue 18,288,220 new ordinary shares through a capital increase without preferential subscription rights under Article L.225-138 of the French Commercial Code and the 25th resolution approved at the June 3, 2026 Annual General Meeting. The subscription price per ordinary share was set at €2.3824 using a July 30, 2026 European Central Bank exchange rate of $1.1476 for €1. DBV said that implied a 0.15% discount to the last closing price of its ordinary shares on Euronext Paris of €2.39, reflecting trading fluctuations between Nasdaq and Euronext Paris as well as foreign exchange effects. Settlement is expected on August 3, 2026. The ADSs will trade on Nasdaq, while the new ordinary shares will be admitted to trading on Euronext Paris. The new ordinary shares will equal 6.18% of the shares already admitted to trading on Euronext Paris and, together with shares issued without a French listing prospectus or exemption document over a rolling 12-month period, remain below 30% of the ordinary shares already admitted there. DBV said the new shares would cause dilution of about 5.82% once the issuance is completed. The company said no prospectus will be submitted for approval to the AMF (French financial markets regulator) because the securities are being offered to qualified investors and fall within an exemption under the Prospectus Regulation. It also said no public offering of the ADSs will be made in Europe. DBV included a post-deal shareholder table showing RA Capital at 18,288,220 shares, or 5.82%, after the issuance. Total shares outstanding would rise to 314,375,382 from 296,087,162. The company also reiterated that detailed business, financial and risk information is available in its SEC and AMF filings, and cautioned that forward-looking statements about the offering, the ATM program and use of proceeds remain subject to market conditions and other risks.

Terms & Concepts
  • ADSs: U.S.-traded receipts for foreign shares
  • at-the-market program: Share sale program at market prices
  • AMF: France's financial markets regulator