Debt Advisory, Healthcare

Bryan, Garnier & Co acts as Sole Financial Advisor and Placement Agent to Abivax on two structured debt financing transactions for up to EUR 150 million

Abivax is a clinical stage French biotech firm advancing therapies for chronic inflammatory diseases by modulating immune responses.

Obefazimod—Abivax’s lead drug candidate—is an oral, first-and-only small molecule with a novel mechanism of action. It is currently being tested in phase 3 trials for the treatment of ulcerative colitis (UC) and a phase 2a trial is being initiated for Crohn’s diease. The company sought to refinance existing debt and build its cash reserves for the trials and in advance of an anticipated Nasdaq IPO.

Abivax had a rapidly amortizing venture loan and a EUR 25m unsecured convertible bond due in 2026. The company sought to maximise funding to accelerate clinical development of its lead drug candidate in multiple indications. Abivax engaged Bryan Garnier to provide debt and equity-linked financing, tapping new and existing investors, at lower dilution than equity.

Abivax had announced an intention to pursue a Nasdaq IPO and wished to extend its cash runway and increase their cash resources ahead of IPO marketing.

Capital raise proceeds will be mainly used for the continuation of the clinical programs of its lead product ABX 464 (obefazimod) and notably for further advancing the global phase 3 clinical study program in ulcerative colitis; financing of R&D, working capital and other general purposes of the company; redemption of existing indebtedness.

Bryan Garnier structured up to EUR 150m of debt financing for Abivax to allow the company to draw future financing to meet expanded vision for clinical development.

EUR 60M of debt was drawn up-front, including the restructuring of a EUR 25m convertible bond, with the remaining EUR 90m available for Abivax to draw over the next 12 months in up to 4 conditional or unconditional tranches.

The debt is either convertible at a premium to equity of between 25-40% depending upon the security or non-dilutive.

EUR 75M venture debt secured loan with two lenders in three, EUR 25m tranches enables Abivax to draw down further funds if required. The first EUR 50M is unconditional and the final EUR 25m is conditional upon a Nasdaq IPO.

EUR 35m unsecured convertible bonds at closing including restructuring of existing, out-of-the-money EUR 25M convertible to extend maturity and ability, if not converted, for Abivax to repay in cash or equitize in shares at its sole discretion.

A further EUR 40m in unsecured convertible bonds to be issued at Abivax’s discretion, conditional upon equity market cap and liquidity targets.

Bryan Garnier negotiated an agreement among the venture lenders and convertible investor to allow for a cash-carve out and other features in each transaction which gave Abivax flexibility in how it repays the unsecured convertibles.

"Bryan Garnier’s team played a pivotal role in structuring an optimal financing solution for Abivax. This is our 5th financing with Bryan Garnier, and their ability to bring together multiple stakeholders to negotiate complex agreements and provide tailored financing has proven to be invaluable. We’ve come to understand just how critical it is to have advisors who know our strategic objectives and clinical development goals, and look forward to continuing our successful partnership."

— Didier Blondel - CFO, Abivax

Abivax is a French listed, late-stage clinical biotech company mobilizing the body’s natural immune system machinery to treat patients with inflammatory diseases, viral infections and cancer. Abivax leverages its immune enhancing and antiviral platforms to optimize and develop drug candidates to treat ulcerative colitis (UC), Crohn’s disease (CD), rheumatoid arthritis (RA), and other inflammatory diseases, and liver cancer.