NNBXF Nanobiotix S.A.
Price Chart
Executive Summary
Nanobiotix is conducting a global offering of 2,184,662 ordinary shares (including 225,373 ADSs) and 345,099 pre-funded warrants at €33.60/ADS ($38.98), raising approximately €79.12 million ($91.78 million) in net proceeds. The capital raise comes alongside promising early CONVERGE Phase 2 data (85.7% ORR in NSCLC) and a NANORAY-312 protocol amendment improving trial power to 92%, but introduces ~4.5% dilution to existing holders. Investors pay a 33.71 per share premium over the (0.11) as-adjusted book value.
Actionable Insight
While the capital raise provides sufficient runway into early 2028 and supports pipeline milestones (NANORAY-312 readout H1 2027, CONVERGE randomized data early 2027), the dilutive structure (€33.71/share dilution premium) signals a bearish near-term setup. Monitor for potential exercise of the 30-day greenshoe (33,805 additional ADSs) and any secondary market pressure as the 90-day lockup on ~2.07M shares approaches expiration. The CONVERGE data is encouraging but based on only 7 patients; the randomized Part 2 results due early 2027 are the real catalyst.
Key Facts
- Global offering of 2,184,662 ordinary shares and 345,099 pre-funded warrants at €33.60 per ordinary share / $38.98 per ADS
- Net proceeds to company: approximately €79.12 million ($91.78 million)
- Underwriters have 30-day option to purchase up to 33,805 additional ADSs
- Net tangible book deficit of (€84.5) million as of Dec 31, 2025
- Immediate dilution of €33.71 per ordinary share for new investors
- Proceeds to be used to advance JNJ-1900 (NBTXR3) and Nanoprimer platforms
- NANORAY-312 Phase 3 protocol amendment: interim analysis eliminated, final analysis event threshold reduced to 335 events, power improved to 92%
- CONVERGE Phase 2 Part 1 data: 85.7% ORR, 57.1% CRR, 100% DCR in 7 NSCLC patients (preliminary, small sample)
- Cash and equivalents of €52.8 million as of Dec 31, 2025; with offering proceeds, runway into early 2028
- Last reported ADS price on Nasdaq: $46.20 on May 19, 2026
Financial Impact
~€79.12M ($91.78M) net capital infusion diluting existing holders by ~4.5%
Risk Factors
- Dilution of ~4.5% from the offering with potential for additional dilutive securities (pre-funded warrants, greenshoe, outstanding options/warrants)
- No public market for pre-funded warrants, limiting liquidity for those holders
- 90-day lockup on ~2.07M shares post-offering creates overhang risk
- PFIC status uncertainty for U.S. holders could result in adverse tax treatment
- Early-stage clinical data (CONVERGE Part 1, N=7) may not replicate in larger randomized trial
Market Snapshot
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 424B5 Filing (Primary) | 0001140361-26-022604 |
| Document: ny20063216x3_ex107.htm | 0001140361-26-022604 |
| Document: 0001140361-26-022604-index-headers.html | 0001140361-26-022604 |
| Document: 0001140361-26-022604-index.html | 0001140361-26-022604 |
| Document: 0001140361-26-022604.txt | 0001140361-26-022604 |
Filters
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Jun 5, 2026
9d ago
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6-K
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Jun 2, 2026
12d ago
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May 26, 2026
19d ago
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May 26, 2026
19d ago
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May 22, 2026
23d ago
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May 22, 2026
23d ago
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424B5
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May 21, 2026
24d ago
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May 21, 2026
24d ago
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May 20, 2026
25d ago
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May 20, 2026
25d ago
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424B5
| — | awaiting T+20 | — | — |
US Market Status
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