Inventiva raises €48 million in a successful initial

PRESS RELEASE
Inventiva raises €48 million in a successful initial public offering
on Euronext Paris
► Total demand of €53.1 million, of which €49.2 million from the Global Placement and
€3.9 million from the Open Price Offering (OPO)
► €48 million raised on Euronext Paris (after partial exercise of the Increase Option of 6.7%)
► Capital increase amount which can be increased to approximately €50.4 million if the
Over-allotment Option is fully exercised
► Offering price set at €8.50 per share
► Market capitalization of approximately €133.3 million
► Trading to begin on Wednesday, February 15, 20171
Daix (France), February 14, 2017 - Inventiva, a biopharmaceutical company developing innovative therapies,
particularly to treat fibrosis, today announces its successful initial public offering on Compartment C of
Euronext regulated market in Paris (“Euronext Paris”).
The initial public offering by way of an Open Price Offering (“OPO”) and a Global Placement (“Global
Placement”), enables the Company to raise €48 million by means of a capital increase (after partial exercise
of the Increase Option of 6.7% (the “Increase Option”)).
This amount can be increased to €50.4 million if the Over-allotment Option is exercised in full.
“We are very proud to be announcing today the success of our IPO on Compartment C of Euronext Paris,
backed up by a large number of new shareholders—based in the United States and in Europe, both individual
investors and major funds specialized in life sciences. We wish to thank them all for the trust they have placed
on us and for their decision to finance the development of our technology platforms, our collaborations, and
our drug candidates”, commented Frédéric Cren, CEO and Co-founder of Inventiva.
Pierre Broqua, Chief Scientific Officer and Co-founder of Inventiva, added: “The success of this IPO underlines
the hard work of our team of over 90 highly qualified scientific researchers, who have made Inventiva a major
player in the fight against fibrosis. By raising these funds, Inventiva will pursue the development of its various
pre-clinical and clinical programs— in particular IVA337 and IVA336—to help address diseases with high
unmet medical needs, such as NASH2, systemic sclerosis and Maroteaux-Lamy syndrome (MPS VI).”
1 On an “as if-and-when-issued” basis
2 Non-Alcoholic Steatotic Hepatitis
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PRESS RELEASE
The Global Placement, mainly intended for institutional investors, accounted for €44.1 million, ie. 91.8% of
the total number of shares allocated, while the OPO, mainly aimed at individual investors, accounted for
€3.9 million, ie. 8.2% of the total of shares allocated (without the Over-allotment Option).
The subscription commitments as mentioned in the Securities Note (Note d’Opération) have been fulfilled.
The final offer price for the Global Placement and the OPO is set at €8.50 per share, corresponding to the
low-range price of the Offering.
Based on the IPO price of €8.50 per share, Inventiva’s market capitalization will amount to approximately
€133.3 million upon completion of the offering.
The Increase Option, which represents 357,122 shares (ie. 6.7%), has been exercised,. The number of new
shares may be increased, where appropriate, by up to 282,562 additional new shares should the Overallotment Option granted to the Joint-Lead Managers and Joint-Bookrunners in connection with the Offering
be exercised between today’s date and March 16, 2017.
Trading of the shares will begin on February 15, 2017 in the form of “if-and-when-issued” shares on a trading
line entitled “Inventiva - Promesses” and continue up to and including the settlement-delivery date,
scheduled to occur on February 16, 2017, and will be subject to delivery of the custodian’s certificate relating
to the issuing of the new shares.
Subsequently, the shares will be traded on Compartment C of the Euronext Paris regulated market on a single
trading line entitled as “Inventiva” (ISIN code: FR0013233012, ticker: IVA) from the start of trading on
February 17, 2017.
Inventiva, a major player in the development of new therapies for fibrosis:
► Fibrosis, a major health priority implicated in 45%3 of deaths in developed countries
► Three late-stage projects in markets coveted by big pharma (NASH, systemic sclerosis , MPS)
► Research supported by two partnerships with reputable pharma companies —AbbVie and BoehringerIngelheim
► Results of large-scale clinical trials expected from mid-2018
► Revenues of €4.1 million in the first half of 2016, an increase of 123% compared to the first half of 2015
3
The Journal of Clinical Investigation; Common and unique mechanisms regulate fibrosis in various fibroproliferative diseases; March 2007.
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PRESS RELEASE
Rationale for the Offering
The initial public offering aims to provide the Company with additional financing to fund its activities and
pursue the development of its technological platforms and drug candidates.
In addition to the Company’s cash position of approximately €24.8 million as of December 31, 2016, the
Company intends to use over 80% of the estimated net proceeds of the Offering, until the end of the first
half year of 2019, to pursue the clinical development of IVA337 program for the treatment of NASH and SSc
until the end of the clinical studies of phase IIb, and to pursue the clinical development of IVA336 in MPS.
The balance will be used to pursue the development of the Company’s preclinical portfolio, particularly the
Yap-Tead program. The capital raised will be used by the Company to finance its activities until mid-2019.
The initial public offering on Euronext Paris will allow the Company to increase its notoriety both in France
and internationally.
Definitive Offering details
Offering price

The price for the OPO and the Global Placement is set at €8.50 per share.

On this basis, Inventiva’s post-money market capitalization will amount to approximately
€133.3 million.
Size of and proceeds from the Offering

5,651,240 new shares were issued via the OPO and the Global Placement.

The gross proceeds amounts to approximately €48 million and net proceeds to approximately
€42.7 million.
Breakdown of the shares subscribed for via the Offering (without Over-allotment Option)

Global Placement: 5,188,732 new shares allocated to institutional investors (representing
approximately €44.1 million and approximately 91.8% of the total number of shares allocated).

OPO: 462,508 new shares allocated to investors (representing approximately €3.9 million and
approximately 8.2% of the total number of shares offered). 100% of the A1 and A2 orders will be
executed.
Breakdown of the ownership structure after the Offering
On completion of the Offering, Inventiva’s shareholder structure will be as follows:
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PRESS RELEASE

The free float takes into account the number of shares held by BVF Partners LP (11.25%), Financière
Arbevel (4.50%) and Perceptive Advisors (3.00%).
Over-allotment Option
Up to 5% of the number of new shares offered, i.e. in the event of the exercise in full of the Increase Option,
a maximum of 282,562 additional new shares (the “Over-allotment Option”). This Over-allotment Option
may be exercised in part or in full until 16 March 2017.
Underwriting Agreement
The Offering is subject of an underwiting agreement dated February 14, 2017 between Inventiva, Société
Générale and KBC Securities NV relating to the Offer Shares.
The Underwriting Agreement does not constitute a performance guarantee within the meaning of Article
L. 225-145 of the Commercial Code.
Call option granted by the founding shareholders to BVF Partners L.P. and Perceptive Advisors
As reminder, each of BVF Partners L.P. and Perceptive Advisors benefit from a call option agreement for a
maximum amount of €15 million and €2 million respectively. These call options will be exercisable at the
Offering Price during a period of two years as of the settlement date of the New Shares. In this context, by
way of illustration, the estimated theoretical value of the call option using modified Black-Scholes model,
subject to certain assumptions, would be for BVF Partners L.P. within a range of 7.3% and 22.2% and for
Perceptive Advisors within a range of 3.7% and 11.1% of the amount of their subscription commitment
(source: Conv-Ex Advisors Limited), as further described in section E.3 of the summary and in section 5.2.2 of
the Securities Note. Investors are invited to note the risks relating to the risk factor mentioned under section
2.5 of the Securities Note "The sale of a significant number of shares of the Company by the Investors who
are not subject to lock-up agreements may have a material adverse effect on the market price of the shares
of the Company".
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PRESS RELEASE
Indicative transaction timetable

Start of trading of the shares on Euronext Paris in the form of “whenissued” shares
February 16, 2017

Settlement date
February 17, 2017

Start of trading of the Company’s shares on Euronext Paris
March 16, 2017


Ultimate date for the exercise of the Over-allotment Option
Expected end of the stabilization period, if any
February 15, 2017
Inventiva share identification codes
 Name : INVENTIVA
 ISIN Code : FR0013233012
 Ticker : IVA
 Compartment : C
 Business segment : 4573 - Biotechnology
Financial intermediaries
Global Coordinator
Joint-Lead Manager and Joint-Bookrunner
Joint-Lead Manager and Joint-Bookrunner
Adoption of the Middlenext Code and setting up of audit committee and the Committee of Nomination and
Remuneration
Following the Board of Directors' meeting of February 14, 2017 determining the price of the Offering, the Board
of Directors of Inventiva adopted the Middlenext Corporate Governance Code, the revised version of which was
published in September 2016 as a reference code for corporate governance and, in accordance with the bylaws
and internal rules of the Board of Directors, decided to set up the following committees of the Board of Directors:
the Audit Committee and the Committee of Nomination and Remuneration.
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PRESS RELEASE
Availability of the prospectus
On February 1, 2017, the French Autorité des Marchés Financiers (“AMF”) approved the French language
prospectus relating to Inventiva’s initial public offering in France by granting visa no. 17-048 (the
“Prospectus”), consisting of the « Document de Base » filed on July 8, 2016 under n° l.16-066, and its update
submitted on January 12, 2017 under n° D.16-0535-A01 and a securities note (note d’opération) (including a
Prospectus summary). For the purpose of the offering in France, copies of the Prospectus are available free
of charge from Inventiva (50, rue de Dijon, 21121 Daix, France) and on the websites of the Company
(www.inventivapharma.com) and the AMF (www.amf-france.org).
Risk factors
Inventiva draws the attention of investors on the "Risk Factors" section of chapter 4 of the Document de
Base, as completed in its update, and of chapter 2 of the securities note.
Contacts
Inventiva
Frédéric Cren
Chief Executive Officer
[email protected]
+33 (0)3 80 44 75 00
NewCap
Julien Perez / Mathilde Bohin
Investor Relations
[email protected]
+33 (0)1 44 71 98 52
NewCap
Nicolas Merigeau / Arthur Rouillé
Media Relations
[email protected]
+33 (0)1 44 71 94 98
About Inventiva: www.inventivapharma.com
Inventiva is a biopharmaceutical company specialised in the development of drugs interacting with nuclear receptors,
transcription factors and epigenetic modulators. Inventiva’s research engine opens up novel breakthrough therapies
against fibrotic diseases, cancers and orphan diseases with substantial unmet medical needs.
IVA337, its lead product, is an anti-fibrotic treatment with a strong action mechanism permitting the activation of all
three alpha, gamma and delta PPARs (peroxisome proliferator-activated receptors), which play key roles in controlling
the fibrotic process. Its anti-fibrotic action targets two initial indications with substantial unmet medical need: NASH, a
severe and increasingly prevalent liver disease already affecting over 30 million people in the United States, and
systemic sclerosis, a disease with a very high mortality rate and for which there is no approved treatment to date.
Inventiva is also developing in parallel, a second clinical product, IVA336, which is a clinical program for the treatment
of three different forms of mucopolysaccharidosis (MPS I or Hurler-Sheie syndrome, MPS II or Hunter syndrome and
MPS VI also known as Maroteaux-Lamy syndrome), as well as a preclinical stage oncology portfolio.
Inventiva benefits from two partnerships with world-leading research entities such as the Institut Curie. Two strategic
partnerships have also been developed with AbbVie and Boehringer Ingelheim, making Inventiva eligible for preclinical,
clinical, regulatory and commercial milestone payments, in addition to royalties on the products resulting from these
partnerships.
Inventiva employs over 100 highly qualified employees and owns state-of-the-art R&D facilities near Dijon, acquired
from the international pharmaceutical group Abbott. The Company owns, a proprietary chemical library of over 240,000
molecules as well as integrated biology, chemistry, ADME and pharmacology platforms.
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PRESS RELEASE
Disclaimer
This announcement does not, and shall not, in any circumstances constitute a public offering nor an invitation to the
public in France, in the United States or in any other jurisdiction in connection with any public offering.
The distribution of this document may be restricted by law in certain jurisdictions. Persons into whose possession this
document comes are required to inform themselves about and to observe any such restrictions.
This announcement is an advertisement and not a prospectus within the meaning of Directive 2003/71/EC of the
European Parliament and of the Council of November 4, 2003, as amended (the “Prospectus Directive”).
With respect to the member States of the European Economic Area, no action has been undertaken or will be
undertaken to make an offer to the public of the securities referred to herein requiring a publication of a prospectus in
any relevant member State other than France. As a result, the securities may not and will not be offered in any relevant
member State other than France except in accordance with the exemptions set forth in Article 3(2) of the Prospectus
Directive, or under any other circumstances which do not require the publication by the Company of a prospectus
pursuant to Article 3 of the Prospectus Directive.
This document may not be distributed, directly or indirectly, in the United States. This document is not an offer of
securities for sale nor the solicitation of an offer to purchase securities in the United States or any other jurisdiction
where such offer may be restricted. Securities may not be offered or sold in the United States absent registration under
the U.S. Securities Act of 1933, as amended (the “Securities Act”), or an exemption from registration. The shares of the
Company have not been and will not be registered under the Securities Act, and the Company does not intend to make
a public offer of its securities in the United States.
This document is only being distributed to, and is only directed at, persons that (i) are located outside the United
Kingdom, (ii) are “investment professionals” falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the “Order”), (iii) are persons falling within Article 49(2)(a) to (d) (“high
net worth companies, unincorporated associations, etc.”) of the Order, or (iv) are persons to whom an invitation or
inducement to engage in investment activity (within the meaning of Article 21 of the Financial Services and Markets Act
2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be
communicated (all such persons together being referred to as “Relevant Persons”). This document is directed only at
Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or
investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with
Relevant Persons.
This document may not be distributed, directly or indirectly, in the United States, Canada, Australia, or Japan.
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