DBV Technologies sets up at-the-market program for up to $150 million of ADSs on Nasdaq

DBV Technologies SA (Nasdaq: DBVT; Euronext Paris: DBV) filed a prospectus supplement on September 5, 2025 for an at-the-market program to sell up to $150,000,000 of American Depositary Shares. Each ADS represents five ordinary shares. In an at-the-market program, the company sells shares into the market over time at prevailing prices rather than in one large transaction, and the sales agent is not required to sell any set amount.

The sales agent is Citizens JMP Securities, LLC. It earns a commission of 3.0% of the gross sales price of each ADS it sells. The supplement says there is no escrow, trust or similar arrangement for funds received. Paul Hastings LLP of New York represents the sales agent, and a Paris law firm passes on the validity of the ordinary shares under French law, according to the prospectus supplement. Deloitte & Associés and KPMG S.A. are named as the auditors. The program replaces an at-the-market agreement dated May 2, 2022, which the company terminated when it set up the new one.

On September 2, 2025, the last reported sale price of the ADSs on Nasdaq was $9.18 per ADS, and the ordinary shares on Euronext Paris last traded at €1.534 per share.

French rules on who can purchase

Under French rules and a shareholder resolution adopted at the June 11, 2025 annual general meeting, only certain investors may purchase the new shares. The release says that only eligible investors, described later in the release, may purchase ADSs under the program. Sale prices for the new shares may be set below the market price, but the discount is capped at 15%, and the shares can be issued in one or more share capital increases without preferential subscription rights for existing shareholders.

The program can issue up to 136,948,870 ordinary shares under the June 2025 authority. The supplement states that figure as the maximum number of ordinary shares for the program.

The dilution the prospectus shows

The prospectus supplement gives an example. If 16,339,869 ADSs were sold at $9.18 per ADS, for gross proceeds of $150.0 million, then after commissions and estimated offering expenses of $5.4 million, the as adjusted net tangible book value as of June 30, 2025 would have been $232.8 million, or $5.32 per ADS. An investor purchasing at the assumed price would face immediate dilution of $3.86 per ADS.

The supplement also points to further dilution. It notes warrants and pre-funded warrants issued in April 2025, representing 254,923,061 ordinary shares, or up to 50,984,612 ADSs, on exercise. It also lists 124,259,898 ordinary shares issuable on exercise of pre-funded warrants outstanding as of June 30, 2025.

What the proceeds are for

The company says it intends to use net proceeds, together with existing cash, mainly for the Biologics License Application for VIASKIN Peanut, the potential approval and launch of its patch in toddlers aged one to three, development of its product candidates, and working capital. It says the use is at its discretion. The release gives no cash balance.

The company's annual report, filed April 11, 2025, describes Viaskin as an epicutaneous patch, a skin-based immunotherapy for food allergies. Viaskin Peanut has been evaluated in eleven clinical trials, including four Phase 2 trials and four completed Phase 3 trials. An ongoing Phase 3 trial is testing children aged four to seven, and a planned Phase 3 supplementary safety study would test toddlers aged one to three.

Regulatory steps still ahead

The prospectus supplement says the FDA agreed that safety exposure data from the VITESSE Phase 3 study in children aged four to seven would be sufficient to support a BLA in that age group. As a result, the COMFORT Children supplemental safety study will no longer be required. The company says it will use safety data from that study. The toddler population, the age group the proceeds are meant to support, still depends on the planned supplementary safety study.

The annual report says the company is also developing Viaskin Milk and an earlier-stage eosinophilic esophagitis program. The filing gives no approval date and no commercial launch timetable, and the at-the-market program is therefore being set up before the company has a regulatory decision in hand.

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