Shareholders' equity |
6 Months Ended |
|---|---|
Jun. 30, 2025 | |
| Stockholders' Equity Note [Abstract] | |
| Shareholders' equity | Note 7: Shareholders’ equity The share capital as of June 30, 2025 is set at the sum of €13,697,370 ( $15,393 thousands converted to USD at historical rates). It is divided into 136,973,697 fully authorized, subscribed and paid-up ordinary shares with a par value of €0.10. Pursuant to the authorizations granted by the Combined General Meeting of Shareholders of June 11, 2025, DBV Technologies S.A.'s net income for the year ended December 31, 2024 was allocated to retained earnings, leaving a debit balance of 102,284,799.30 euros. The share premium account was cleared and its full amount (35,154,861.25 euros) was charged, leaving a debit balance of 67,129,938.05 euros on the retained earnings account. Pursuant to the delegations of authority granted by the Combined General Meeting of Shareholders of May 16, 2024 (“the 2024 Meeting”) under the terms of the 24th and 30th resolutions of the 2024 Meeting, the Board of Directors of the Company (“the Board”), at its meeting of March 27, 2025, for a maximum nominal amount of 28,929,000: •noted that the offering would consist of a capital increase with cancellation of preferential subscription rights, reserved exclusively for the beneficiaries defined in the 24th resolution of the 2024 Meeting, by way of an issue of: –ordinary shares (the “New Shares”) each with warrants attached (the “ABSA Warrants”, and together with the New Shares, the “ABSA”) to subscribe to 1.75 ordinary shares (the “ABSA Warrant Shares”); and –units (the “PFW-BS-PFW”) consisting of (i) one pre-funded warrant (each a “First Pre-Funded Warrant”) giving the right, in the event of exercise, to 1 ordinary share of the Company (each a “First PFW Share”) and (ii) 1 warrant (each a “BS Warrant”) to purchase 1 pre-funded warrant (each a “Second Pre-Funded Warrant”) giving the right, in the event of exercise, to 1.75 ordinary shares of the Company (the “Second PFW Shares”, together with the ABSA Warrant Shares and the First Pre-Funded Warrant Shares, the “Warrant Shares”, and together with the New Shares, the “Offered Shares”), (together, the “Offering”). •decided on the principle of: –a capital increase in cash with cancellation of the shareholders' preferential subscription right by way of an offer reserved to certain categories of investors by the issuance of ABSA; –issuing PFW-BS-PFW with cancellation of the shareholders' preferential subscription right by way of an offer reserved to certain categories of investors; – one or more capital increase(s) in cash with cancellation of the shareholders' preferential subscription right for the benefit of the holders of ABSA Warrants, First Pre-Funded Warrants, BS Warrants and Second Pre-Funded Warrants. •granted a number of authorizations for the purpose of carrying out the capital increase(s); •sub-delegated its authority to the Chief Executive Officer for the purpose of implementing the financing and record the final completion of the capital increase in respect of the New Shares and of all capital increases in respect of the Warrant Shares. On March 27, 2025, acting under the sub-delegation granted to it by the Board in its decisions of March 27, 2025, and after having noted that the volume average price of the Company’s shares on Euronext Paris, calculated over 5 consecutive trading sessions out of the last 30 trading sessions preceding the setting of the price (i.e. the sessions of March 13, 14, 17, 18 and 19, 2025 is 0.8989 euro (the “Reference Share Price”) and the Reference Share Price less a 15% discount is equal to 0.7641 euro, the Chief Executive Officer : •decided consequently to set the price of each ABSA at 1.1136 euros, corresponding to a premium of 23.89% compared to the Reference Share Price (the “ABSA Price”); •decided that the issue price of each PFW-BS-PFW is equal to the ABSA Price and corresponds to the price of the First Pre-Funded Warrants to be paid up on the date of issue of the PFW-BS-PFW and to the balance of the exercise price of the First Pre-Funded Warrants equal to 0.01 euro per First Pre-Funded Warrant; •decided, making use of the 24th resolution of the 2024 General Meeting, in accordance with Article L.225-138 of the French Commercial Code, to (i) increase the share capital of the Company in cash through the issuance, sale and delivery of 34,090,004 ABSA to be subscribed for at a subscription price of 1.1136 euros per ABSA (i.e. 0.10 par value and 1.0136 euros of issue premium), with cancellation of the shareholders' preferential subscription right within the framework of the Offering, to be fully paid up at the time of subscription, i.e. a capital increase of a nominal amount of 3,409,000.40 euros, and (ii) issue, sale and deliver 71,005,656 PFW-BS-PFW at an aggregate price of 1.1136 euros per PFW-BS-PFW with cancellation of the shareholders' preferential subscription right within the framework of the Offering, to be fully paid up at the time of subscription; On April 07, 2025, the Chief Executive Officer noted: (i) that the 34,090,004 new ordinary shares with a nominal amount of €0.10 have been fully subscribed and fully paid up, (ii) the final completion of the capital increase, and (iii) the share capital of the Company has consequently been increased from €10,285,886.80, divided into 102,858,868 shares, to €13,694,887.20, divided into 136,948,872 shares with a nominal value of €0.10.
|