On November 17, 2025 Inventiva (Euronext Paris and Nasdaq: IVA) ("Inventiva" or the "Company"), a clinical-stage biopharmaceutical company focused on the development of oral therapies for the treatment of metabolic dysfunction-associated steatohepatitis ("MASH"), reported that the underwriters of the previously announced public offering in the United States (the "Offering") of 38,961,038 American Depositary Shares ("ADSs"), each representing one ordinary share of the Company with a nominal value of €0.01, have exercised in full their option (the "Underwriters’ Option") to purchase 5,844,155 additional ADSs (the "Additional ADSs"). The additional ADSs are expected to be delivered on November 18, 2025.
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Following the exercise in full of the Underwriters’ Option, the total number of ADSs issued in the Offering will amount to 44,805,193, resulting in gross proceeds for the Company of approximately $172.5 million (€149.0 million1) and the estimated net proceeds of the Offering, after deducting underwriting fees, commissions and estimated expenses payable by the Company, will be approximately of $161.2 million (€139.3 million1).
The Company intends to apply the net proceeds from the sale of Additional ADSs on a pro rata basis to the use of proceeds identified with respect to the base offering.
The offering price of $3.85 per ADS and Additional ADS (corresponding to €3.33 per ordinary share based on the exchange rate of €1.00 = $1.1576 as published by the European Central Bank on November 12, 2025) is equal to the volume-weighted average price of the share of the Company on the regulated market of Euronext in Paris ("Euronext") for the last trading session preceding the pricing date of the Offering, less a discount of 0.89%. The offering price was determined by the Chief Executive Officer in accordance with a sub-delegation of powers from the Company’s Board of Directors (Conseil d’Administration) on October 27, 2025, pursuant to the 25th resolution of the Company’s combined shareholders’ meeting held on May 22, 2025
The Company’s ADSs are listed on the Nasdaq Global Market under the ticker symbol "IVA" and the Company’s ordinary shares are listed on Euronext under the symbol "IVA".
The exercise of the Underwriters’ Option is part of stabilization activities carried out since the announcement of the Offering. The stabilization period is now closed.
A shelf registration statement on Form F-3 (including a prospectus) relating to the Company’s securities was filed with the Securities and Exchange Commission (the "SEC") in the United States on October 14, 2025 and became effective on November 3, 2025. The Company has also filed with the SEC a final prospectus supplement (and accompanying prospectus) relating to and describing the terms of the Offering (the "Final Prospectus Supplement"). These documents may be obtained free of charge by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, a copy of the Final Prospectus Supplement (and accompanying prospectus) may be obtained from Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800) 808-7525, ext. 6105, or by email at [email protected]; or from Piper Sandler & Co., Attention: Prospectus Department, 350 North 5th Street, Suite 1000, Minneapolis, MN 55401 or by email at [email protected].
The Offering was not subject to a prospectus requiring an approval of the French Financial Markets Authority (Autorité des Marchés Financiers) (the "AMF"). In accordance with Article 1(5) (ba) of the Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017, as amended (the "Prospectus Regulation"), the Company has filed with the AMF a document containing the information set out in Annex IX of the Prospectus Regulation (the "Information Document") considering that the Offering represents a dilution above 30% of the current share capital of the Company. A copy of the Information Document is available on the Company’s website (www.inventivapharma.com).
(Press release, Inventiva Pharma, NOV 17, 2025, View Source [SID1234660021])