UNITED STATES  
  SECURITIES AND EXCHANGE COMMISSION  
  Washington, D.C. 20549  
     

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934
(Amendment No.   )*

 

VectivBio Holding AG

(Name of Issuer)

 

Ordinary Shares, CHF 0.05 nominal value per share

(Title of Class of Securities)

 

H9060V101

(CUSIP Number)

 

Sophie Paquin

Bpifrance Participations S.A.

6-8, boulevard Haussmann

75009 Paris

France

+33 1 53 89 55 73

 

With copy to:

 John C. Partigan

Nixon Peabody LLP

799 9th Street NW, Suite 500

Washington, DC 20001

(202) 585-8000

 

((Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

April 8, 2021

(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box x.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

 

 

 

 

 

CUSIP No. H9060V101
1 Name of Reporting Person
FPCI Bpifrance Innovation I
2 Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) ¨
  (b) ¨
3 SEC Use Only
4 Source of Funds
WC
5 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
6 Citizenship or Place of Organization
France

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power
0
 
8 Shared Voting Power
2,806,217 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
2,806,217 Ordinary Shares

 

 
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,806,217 Ordinary Shares
 
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
 
13 Percent of Class Represented by Amount in Row (11)
8.3% of the Ordinary Shares1
 
14 Type of Reporting Person (See Instructions)
OO
   

 

 

1Percentage of class is calculated based on 34,014,593 Ordinary Shares outstanding as of April 8, 2021 (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021.

 

Page 2 of 13 Pages

 

 

CUSIP No. H9060V101
1 Name of Reporting Person
Bpifrance Investissement S.A.S.
2 Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) o
  (b) o
3 SEC Use Only
4 Source of Funds
WC
5 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
6 Citizenship or Place of Organization
France

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power
0
 
8 Shared Voting Power
2,806,217 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
2,806,217 Ordinary Shares

 

 
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,806,217 Ordinary Shares
 
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o
 
13 Percent of Class Represented by Amount in Row (11)
8.3% of the Ordinary Shares2
 
14 Type of Reporting Person (See Instructions)
OO
   

 

 

2Percentage of class is calculated based on 34,014,593 Ordinary Shares outstanding as of April 8, 2021 (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021.

 

Page 3 of 13 Pages

 

 

CUSIP No. H9060V101
1 Name of Reporting Person
Bpifrance Participations S.A.
2 Check the Appropriate Box if a Member of a Group (See Instructions)
  (a) o
  (b) o
3 SEC Use Only
4 Source of Funds
WC
5 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o
6 Citizenship or Place of Organization
France

 

     
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power
0
 
8 Shared Voting Power
2,806,217 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
2,806,217 Ordinary Shares

 

 
11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,806,217 Ordinary Shares
 
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o
 
13 Percent of Class Represented by Amount in Row (11)
8.3% of the Ordinary Shares3
 
14 Type of Reporting Person (See Instructions)
OO
   

 

 

3Percentage of class is calculated based on 34,014,593 Ordinary Shares outstanding as of April 8, 2021 (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021.

 

Page 4 of 13 Pages

 

 

CUSIP No. H9060V101
  1 Name of Reporting Person
Caisse des Dépôts
  2 Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) ¨
  3 SEC Use Only
  4 Source of Funds
WC
  5 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
  6 Citizenship or Place of Organization
France
     

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power
0
 
8 Shared Voting Power
2,806,217 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
2,806,217 Ordinary Shares
 

  11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,806,217 Ordinary Shares
 
  12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
 
  13 Percent of Class Represented by Amount in Row (11)
8.3% of the Ordinary Shares4
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 

4 Percentage of class is calculated based on 34,014,593 Ordinary Shares outstanding as of April 8, 2021 (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021. 

 

Page 5 of 13 Pages 

 

 

CUSIP No. H9060V101
  1 Name of Reporting Person
EPIC Bpifrance
  2 Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) ¨
  3 SEC Use Only
  4 Source of Funds
WC
  5 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
  6 Citizenship or Place of Organization
France
     

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power
0
 
8 Shared Voting Power
2,806,217 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
2,806,217 Ordinary Shares
 

  11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,806,217 Ordinary Shares
 
  12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
 
  13 Percent of Class Represented by Amount in Row (11)
8.3% of the Ordinary Shares5
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 

5 Percentage of class is calculated based on 34,014,593 Ordinary Shares outstanding as of April 8, 2021 (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021. 

 

Page 6 of 13 Pages 

 

 

CUSIP No. H9060V101
  1 Name of Reporting Person
Bpifrance S.A.
  2 Check the Appropriate Box if a Member of a Group (See Instructions)
    (a) ¨
    (b) ¨
  3 SEC Use Only
  4 Source of Funds
WC
  5 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ¨
  6 Citizenship or Place of Organization
France
     

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power
0
 
8 Shared Voting Power
2,806,217 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
2,806,217 Ordinary Shares
 

  11 Aggregate Amount Beneficially Owned by Each Reporting Person
2,806,217 Ordinary Shares
 
  12 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  ¨
 
  13 Percent of Class Represented by Amount in Row (11)
8.3% of the Ordinary Shares6
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 

6 Percentage of class is calculated based on 34,014,593 Ordinary Shares outstanding as of April 8, 2021 (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021. 

 

Page 7 of 13 Pages 

 

 

Item 1.Security and Issuer.

 

This Schedule 13D (the “Schedule 13D”) relates to the Ordinary Shares, CHF 0.05 nominal value per share (the “Ordinary Shares”) of VectivBio Holding AG (the “Issuer”). The Issuer’s principal executive offices are located at Aeschenvorstadt 36, 4051 Basel, Switzerland.

 

Item 2.Identity and Background.

 

This Schedule 13D is filed jointly by (i) FPCI Bpifrance Innovation I, a fonds professionnel de capital investissement (“Bpifrance Innovation”), (ii) Bpifrance Investissement S.A.S., a French management company (société de gestion) (“Bpifrance Investissement”), (iii) Bpifrance Participations S.A., a société anonyme incorporated under the laws of the Republic of France (“Bpifrance Participations”), (iv) the Caisse des Dépôts, a French special public entity (établissement spécial) (“CDC”), (v) EPIC Bpifrance, a French public institution of industrial and commercial nature (“EPIC”), and (vi) Bpifrance S.A. (“Bpifrance”), a société anonyme incorporated under the laws of the Republic of France. Bpifrance Innovation, Bpifrance Investissement, Bpifrance Participations, CDC, EPIC and Bpifrance are referred to herein collectively as the “Reporting Persons.” The principal address for CDC is 56, rue de Lille, 75007 Paris, France. The principal address for Bpifrance Innovation, Bpifrance Investissement, Bpifrance Participations, EPIC and Bpifrance is 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France.

 

Bpifrance Innovation is formed under the laws of the Republic France as a fonds professionnel de capital investissement. Bpifrance Investissement is the management company of Bpifrance Innovation. Bpifrance Investissement is a wholly-owned subsidiary of Bpifrance Participations. Bpifrance Participations is a French public investment entity specializing in the business of equity financing via direct investments or fund of funds. Bpifrance Participations is a subsidiary owned at 99.99% by Bpifrance, a French credit institution. CDC and EPIC each hold 49.2% of the share capital of Bpifrance and jointly control Bpifrance. CDC is principally engaged in the business of long-term investments. EPIC, a French public institution of industrial and commercial nature, is principally engaged in the business of banking finance.

 

Bpifrance may be deemed to be the beneficial owner of shares held by Bpifrance Innovation, indirectly through its 99.99% ownership of Bpifrance Participations, which owns 100% of Bpifrance Investissement. Bpifrance Investissement may be deemed to be the beneficial owner of shares held by Bpifrance Innovation as the management company of Bpifrance Innovation. CDC and EPIC may be deemed to be the beneficial owners of shares held by Bpifrance Innovation, indirectly through their joint ownership and control of Bpifrance.

 

Attached as Appendices A, B, C, D and E to Item 2 is information concerning the executive officers and directors of Bpifrance Participations, Bpifrance Investissement, Bpifrance, CDC and EPIC, respectively, required to be disclosed in response to Item 2 and General Instruction C to Schedule 13D. Bpifrance Innovation does not have legal capacity under French law or its own personnel, and is represented in all respects by Bpifrance Investissement, its manager.

None of the Reporting Persons, nor, to the best of their knowledge, any of the persons referred to in Appendices A, B, C, D and E to Item 2 has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

 

Item 3.Source and Amount of Funds or Other Consideration.

 

Bpifrance Innovation used its working capital to purchase the Ordinary Shares.

 

Page 8 of 13 Pages

 

 

Item 4.Purpose of Transaction.

 

Ownership is stated as of April 8, 2021 and the ownership percentages are based on 34,014,593 Ordinary Shares (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021.

 

All of the Ordinary Shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes. The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional Ordinary Shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the Ordinary Shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law. The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein.

 

Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D. However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.

 

Item 5.Interest in Securities of the Issuer.

 

Please see Items 5, 6, 7, 8, 9 and 11 of each cover sheet for each filing entity.

 

As of April 8, 2021, Bpifrance Innovation held directly 2,806,217 Ordinary Shares. None of Bpifrance, Bpifrance Participations, Bpifrance Investissement, EPIC or CDC held any Ordinary Shares directly. Bpifrance may be deemed to be the beneficial owner of 2,806,217 Ordinary Shares, indirectly through its 99.99% ownership of Bpifrance Participations, which owns 100% of Bpifrance Investissement. Bpifrance Investissement may be deemed to be the beneficial owner of shares held by Bpifrance Innovation as the management company of Bpifrance Innovation. EPIC may be deemed to be the beneficial owner of 2,806,217 Ordinary Shares, indirectly through its joint ownership and control of Bpifrance. CDC may be deemed to be the beneficial owner of 2,806,217 Ordinary Shares, indirectly through its joint ownership and control of Bpifrance.

 

(a) See also the information contained on the cover pages of this Schedule 13D, which is incorporated herein by reference. The percentage of Ordinary Shares beneficially owned by each Reporting Person is based on 34,014,593 Ordinary Shares (excluding the Underwriter’s option to purchase an additional 1,125,000 shares), as reported by the Issuer in the prospectus filed pursuant to Rule 424(b)(4) filed on April 9, 2021

 

(b) See the information contained on the cover pages of this Schedule 13D, which is incorporated herein by reference.

 

(c) Other than as disclosed above, there have been no reportable transactions with respect to the Ordinary Shares of the Issuer within the last 60 days by the Reporting Persons other than as described in this Schedule 13D.

 

(d) Not applicable.

 

(e) Not applicable.

 

Item 6.Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Chahra Louafi has served as a member of the Issuer’s board of directors since June 2019. Ms. Louafi is a Senior Investment Director at Bpifrance Investissement.

 

Page 9 of 13 Pages

 

 

Item 7.Material to Be Filed as Exhibits.

 

Exhibit   Description
     
99.1   Joint Filing Agreement, dated as of April __, 2021, by and among the Reporting Persons.

 

Page 10 of 13 Pages

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: April 23, 2021
  FPCI Bpifrance Innovation I
   
  By: /s/ Sophie Paquin
  Name: Sophie Paquin
  Title: Director of Legal Affairs
   
  Bpifrance Investissement S.A.S.
   
  By: /s/ Sophie Paquin
  Name: Sophie Paquin
  Title: Director of Legal Affairs
   
  Bpifrance Participations S.A.
   
  By: /s/ Sophie Paquin
  Name: Sophie Paquin
  Title: Director of Legal Affairs
   
  Caisse des Dépôts
   
  By: /s/ Laurence Giraudon
  Name: Laurence Giraudon
  Title: Chief Operating Officer
    Finance and Operations Department
    Asset Management Division
   
  EPIC Bpifrance
   
  By: /s/ Sophie Paquin
  Name: Sophie Paquin
  Title: Director of Legal Affairs
   
  Bpifrance S.A.
   
  By: /s/ Boubakar Dione
  Name: Boubakar Dione
  Title: Group Director of Legal Affairs

 

Page 11 of 13 Pages

 

 

 

APPENDIX A

 

Name, business address, present principal occupation or employment and place of citizenship of the directors and
executive officers of

 

BPIFRANCE PARTICIPATIONS S.A.

 

The name, business address and present principal occupation or employment of each of the directors and executive officers of Bpifrance Participations S.A. are set forth below. The business address of each director and executive officer is Bpifrance Participations S.A., 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France. Unless otherwise indicated, each director and executive officer is a citizen of France.

 

BOARD OF DIRECTORS

 

Name   Present Principal Occupation or Employment
     
NICOLAS DUFOURCQ   Director, Chairman, Chief Executive Officer of Bpifrance Participations, Director, Chairman, President of Bpifrance Investissement and Director and Chief Executive Officer of Bpifrance S. A.
     
CAROLE ABBEY DUVAL   Director, Head of the Steering Department at Caisse des Dépôts
     
ANTOINE SAINTOYANT   Director, Director of strategic holdings at Caisse des Dépôts
     
FREDERIC SAINT-GEOURS    Director, Director and Chairman of the Supervisory Board of EPIC SNCF
     
FRENCH STATE, represented by CHARLES SARRAZIN   Director, in charge of shareholding interests in the Service & Finance sectors, Agence des Participations de l’Etat (French State Shareholding Agency) 
     
CONSTANCE VALIGNY   Director, Head of Department, Secretary General, Human Resources Delegate of Direction Générale du Trésor (French Treasury)
     
CHLOE MAYENOBE   Director, deputy CEO Natixis Payment
     
VICTOIRE AUBRY BERRURIER   Director, Chief Financial Officer of Icade
     
SOPHIE STABILE   Director, Founder and CEO of Révérence and Chief Financial Officer of Lagardère
     
ROMAIN BONENFANT   Director, Chief, Service of Industry, General Directorate for Companies of the Ministry of Economy and Finance

 

EXECUTIVE OFFICERS

 

Name   Present Principal Occupation or Employment
     
NICOLAS DUFOURCQ   Chief Executive Officer
     
JOSÉ GONZALO   Executive Director
     
PIERRE BENEDETTI   Chief Financial Officer 

 

1 

 

 

APPENDIX B

 

Name, business address, present principal occupation or employment and place of citizenship of the directors and
executive officers of

 

BPIFRANCE INVESTISSEMENT S.A.S.

 

The name, business address and present principal occupation or employment of each of the directors and executive officers of Bpifrance Investissement S.A.S. are set forth below. The business address of each director and executive officer is Bpifrance Investissement S.A.S., 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France. Unless otherwise indicated, each director and executive officer is a citizen of France.

 

BOARD OF DIRECTORS

 

Name   Present Principal Occupation or Employment
     
NICOLAS DUFOURCQ   Director, Chairman, Chief Executive Officer of Bpifrance Investissement, Director, Chairman, Chief Executive Officer of Bpifrance Participations and Chief Executive Officer of Bpifrance S. A.
     
 CAROLE ABBEY DUVAL    Director, Head of the Steering Department at Caisse des Dépôts
     
ANTOINE SAINTOYANT   Director, Director of strategic holdings at Caisse des Dépôts
     
FREDERIC SAINT-GEOURS    Director, Director and Chairman of the Supervisory Board of EPIC SNCF
     
FRENCH STATE, represented by CHARLES SARRAZIN   Director, in charge of shareholding interests in the Service & Finance sectors, Agence des Participations de l’Etat (French State Shareholding Agency) 
     
CONSTANCE VALIGNY   Director, Head of Department, Secretary General, Human Resources Delegate, Direction Générale du Trésor (French Treasury)
     
CHLOE MAYENOBE   Director, deputy CEO Natixis Payment
     
VICTOIRE AUBRY BERRURIER   Director, Chief Financial Officer of Icade
     
SOPHIE STABILE   Director, Founder and CEO of Révérence and Chief Financial Officer of Lagardère
     
ROMAIN BONENFANT   Director, Chief, Service of Industry, General Directorate for Companies of the Ministry of Economy and Finance

 

EXECUTIVE OFFICERS

 

Name   Present Principal Occupation or Employment
     
NICOLAS DUFOURCQ   Chief Executive Officer
     
JOSÉ GONZALO   Executive Director
     
PIERRE BENEDETTI   Chief Financial Officer 

 

2 

 

 

 

APPENDIX C

 

Name, business address, present principal occupation or employment and place of citizenship of the directors and executive officers of

 

CAISSE DES DÉPÔTS

 

The name, business address and present principal occupation or employment of each of the members of the Management Committee of Caisse des Dépôts are set forth below. The business address of each director and executive officer is Caisse des Dépôts, c/o 56, rue de Lille, 75007 Paris, France. Unless otherwise indicated, each such person is a citizen of France.

 

MANAGEMENT COMMITTEE

 

Name    Present Principal Occupation or Employment 
     
ERIC LOMBARD   Chief Executive Officer of Caisse des Dépôts
     
OLIVIER SICHEL   Deputy Chief Executive Officer of Caisse des Dépôts
     
NICOLAS DUFOURCQ   Chief Executive Officer of Bpifrance
     
VIRGINIE CHAPRON-DU JEU   Director of Finance for the Caisse des Dépôts Group
     
PIERRE CHEVALIER   Head of Legal and Tax Department of the Caisse des Dépôts Group
     
NATHALIE TUBIANA   Risk Director of the Caisse des Dépôts Group
     
OLIVIER MAREUSE   Chief Investment officer - Director of Savings Funds at Caisse des Dépôts
     
CATHERINE MAYENOBE   Secretary General of Caisse des Dépôts Group
     
PAUL PENY   Caisse des Dépôts Group Human Resources Director
     
SOPHIE QUATREHOMME   Group Corporate Communications Director
     
MICHEL YAHIEL   Director of Social Policies of Caisse des Dépôts Group
     
ANTOINE SAINTOYANT   Director of strategic holdings of the Caisse des Dépôts Group

 

 3

 

 

APPENDIX D

 

Name, business address, present principal occupation or employment and place of citizenship of the directors and executive officers of

 

EPIC BPIFRANCE

 

The name, business address and present principal occupation or employment of each of the directors and executive officers of EPIC Bpifrance are set forth below. The business address of each director and executive officer is EPIC Bpifrance, 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France. Unless otherwise indicated, each director and executive officer is a citizen of France.

 

DIRECTORS

 

Name    Present Principal Occupation or Employment 
     
CHRISTIAN BODIN   Director, Chairman, General Manager of EPIC Bpifrance
     
PIERRE-LOUIS AUTIN   Director, Head of the Innovation, Technology Transfer and Regional Action Section within the Department of Research and Innovation at the French Ministry of Higher Education and Research Ministry
     
YANN POUËZAT   Director, Deputy Director “Financing of Companies and the Financial Market” of the Directorate General of the Treasury
     
ALBAN HAUTIER   Director, Deputy Director of the Budget Department's 3rd sub-department
     
VINCENT TEJEDOR   Director, Assistant Director in charge of the development of enterprises, General Directorate for Companies of the Ministry of Economy and Finance
     
NAOMI PERES   Director, Deputy General Secretary of the General Secretariat for Investment

 

 4

 

 

APPENDIX E

 

Name, business address, present principal occupation or employment and place of citizenship of the directors and executive officers of

 

BPIFRANCE S.A.

 

The name, business address and present principal occupation or employment of each of the directors and executive officers of Bpifrance S.A. are set forth below. The business address of each director and executive officer is Bpifrance S.A., 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France. Unless otherwise indicated, each director and executive officer is a citizen of France.

 

DIRECTORS

 

Name    Present Principal Occupation or Employment 
     
ERIC LOMBARD   Director, Chairman, Chief Executive Officer of the Caisse des Dépôts
     
NICOLAS DUFOURCQ   Director, Chief Executive Officer of Bpifrance S.A., Chairman and Chief Executive Officer of Bpifrance Participations, and Director and President of Bpifrance Investissement
     
MARTIN VIAL   Director, State investment commissioner (Commissaire aux participations de l’Etat) of the Agence des Participations de l’Etat (French State Shareholding Agency)
     
MARIE DELEAGE   Director representing the employees of Bpifrance S.A.
     
PHILIPPE BAYEUX   Director representing the employees of Bpifrance S.A.
     
VIRGINIE CHAPRON-DU JEU   Director, Director of Finance for the Caisse des Dépôts Group
     
CLAIRE DUMAS   Director, Finance Director at Société Générale

 

CATHERINE LAGNEAU   Director, Deputy Director of the Ecole des Mines, Deputy Director of the General council of economy
     
ANTOINE SAINTOYANT   Director, Director of strategic holdings at Caisse des Dépôts
     
BERNARD DELPIT   Director, Chief Financial Officer of Safran
     
ANNABEL ANDRE   Director, Vice-president of the Regional Council of Auvergne-Rhone-Alpes, delegate for the economy and companies
     
HAROLD HUWART   Director, Vice-president of the Regional Council of Centre-Val-de-Loire, in charge of the economy, farming and associations
     
CAROLE ABBEY DUVAL     Director, Head of the Steering Department at Caisse des Dépôts
     
DIANE SIMIU  

Director, deputy of the general commissioner for sustainable development at the Ministry for economic and solidarity transition

 

 5

 

 

Exhibit 99.1

 

JOINT FILING AGREEMENT

 

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D (including amendments thereto) is filed on behalf of each of the undersigned and that all subsequent amendments to this foregoing shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate.

 

This Agreement may be executed in counterparts and each of such counterparts taken together shall constitute one and the same instrument.

 

Dated: April 23, 2021  
  FPCI Bpifrance Innovation I
   
  By: /s/ Sophie Paquin                    
  Name: Sophie Paquin
  Title: Director of Legal Affairs

 

 

  Bpifrance Investissement S.A.S.
   
  By: /s/ Sophie Paquin              
  Name:

Sophie Paquin

  Title:

Director of Legal Affairs

 

 

  Bpifrance Participations S.A.
   
  By: /s/ Sophie Paquin                       
  Name:

Sophie Paquin

  Title:

Director of Legal Affairs

 

 

  Caisse des Dépôts
   
  By: /s/ Laurence Giraudon                  
  Name:

Laurence Giraudon

  Title:

Chief Operating Officer

Finance and Operations Department

Asset Management Division

 

 

  EPIC Bpifrance
   
  By: /s/ Sophie Paquin                     
  Name:

Sophie Paquin

  Title:

Director of Legal Affairs

 

Page 12 of 13 Pages

 

 

  Bpifrance S.A.
   
  By: /s/ Boubakar Dione                     
  Name:

Boubakar Dione

  Title:

Group Director of Legal Affairs

 

Page 13 of 13 Pages