Filing Details

Accession Number:
0001104659-22-124799
Form Type:
13D Filing
Publication Date:
2022-12-05 19:00:00
Filed By:
Bpifrance Participations Sa
Company:
Innate Pharma Sa (NASDAQ:IPHA)
Filing Date:
2022-12-06
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Bpifrance Participations S.A 0 6,389,406 0 6,389,406 6,389,406 8.0%
Caisse des d p ts et consignations 0 7,186,628 0 7,186,628 7,186,628 9.0%
EPIC Bpifrance 0 6,389,406 0 6,389,406 6,389,406 8.0%
Bpifrance S.A 0 6,389,406 0 6,389,406 6,389,406 8.0%
Filing

 

 

 

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

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

 

Innate Pharma S.A.

(Name of Issuer)

 

Ordinary Shares, nominal value €0.05 per share

(Title of Class of Securities)

 

45781K105 (American Depositary Shares, each representing one Ordinary Share)

(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)

 

November 23, 2022

(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 ¨.

 

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. 45781K105
  1 Name of Reporting Person
Bpifrance Participations 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
6,389,406 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
6,389,406 Ordinary Shares
 
  11 Aggregate Amount Beneficially Owned by Each Reporting Person
6,389,406 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)
8.0% of the Ordinary Shares; 7.9% of the theoretical voting rights1
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 
1Percentages of class is calculated based on 80,212,069 Ordinary Shares outstanding and 80,969,909 theoretical voting rights, respectively, as of November 18, 2022, as reported by Euronext N.V. on November 16, 2022.

 

Page 2 of 8 pages

 

 


CUSIP No. 45781K105
  1 Name of Reporting Person
Caisse des dépôts et consignations
  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
7,186,628 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
7,186,628 Ordinary Shares
 
  11 Aggregate Amount Beneficially Owned by Each Reporting Person
7,186,628 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)
9.0% of the Ordinary Shares; 8.9% of the theoretical voting rights2
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 
2Percentages of class is calculated based on 80,212,069 Ordinary Shares outstanding and 80,969,909 theoretical voting rights, respectively, as of November 18, 2022, as reported by Euronext N.V. on November 16, 2022.

 

Page 3 of 8 pages

 

 

CUSIP No. 45781K105
  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
6,389,406 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
6,389,406 Ordinary Shares
 
  11 Aggregate Amount Beneficially Owned by Each Reporting Person
6,389,406 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)
8.0% of the Ordinary Shares; 7.9% of the theoretical voting rights3
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 
3Percentages of class is calculated based on 80,212,069 Ordinary Shares outstanding and 80,969,909 theoretical voting rights, respectively, as of November 18, 2022, as reported by Euronext N.V. on November 16, 2022.

 

Page 4 of 8 pages

 

 

CUSIP No. 45781K105
  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
6,389,406 Ordinary Shares
 
9 Sole Dispositive Power
0
 
10 Shared Dispositive Power
6,389,406 Ordinary Shares
 
  11 Aggregate Amount Beneficially Owned by Each Reporting Person
6,389,406 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)
8.0% of the Ordinary Shares; 7.9% of the theoretical voting rights4
 
  14 Type of Reporting Person (See Instructions)
OO
           

 

 
4Percentages of class is calculated based on 80,212,069 Ordinary Shares outstanding and 80,969,909 theoretical voting rights, respectively, as of November 18, 2022, as reported by Euronext N.V. on November 16, 2022.

 

Page 5 of 8 pages

 

 

Amendment No. 2 to Schedule 13D

 

This Amendment No. 2 (“Amendment No. 2”) amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on February 12, 2021, as amended by that certain Amendment No. 1 to Schedule 13D filed with the SEC on October 21, 202 (collectively, the “Schedule 13D”). Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported in the Schedule 13D, as amended. Capitalized terms used herein shall have the meanings ascribed to them in the Schedule 13D.

 

Item 4. Purpose of Transaction.

 

Item 4 of the Schedule 13D is hereby amended and supplemented as follows:

 

Ownership is stated as of November 23, 2022, and the ownership percentages are based on 80,212,069 Ordinary Shares outstanding and 80,969,909 theoretical voting rights, respectively, as of November 18, 2022, as reported by Euronext N.V. on November 16, 2022.

 

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.

 

Item 5 of the Schedule 13D is hereby amended and supplemented as follows:

 

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

 

As of November 23, 2022, Bpifrance Participations held directly 6,389,406 Ordinary Shares and CDC Croissance S.A., a wholly-owned subsidiary of CDC (“CDC Croissance”), held directly 797,222 Ordinary Shares. None of Bpifrance, CDC nor EPIC held any Ordinary Shares directly. Bpifrance may be deemed to be the beneficial owner of 6,389,406 Ordinary Shares, indirectly through its ownership of Bpifrance Participations. EPIC may be deemed to be the beneficial owner of 6,389,406 Ordinary Shares, indirectly through its joint ownership and control of Bpifrance. CDC may be deemed to be the beneficial owner of (i) 6,389,406 Ordinary Shares, indirectly through its joint ownership and control of Bpifrance, and (ii) 797,222 Ordinary Shares, indirectly through its ownership of CDC Croissance.

 

(a) See also the information contained on the cover pages of this Schedule 13D, which is incorporated herein by reference. The percentages of Ordinary Shares beneficially owned and theoretical voting rights of each Reporting Person is based on 80,212,069 Ordinary Shares outstanding and 80,969,909 theoretical voting rights, respectively, as of November 18, 2022, as reported by Euronext N.V. on November 16, 2022.

 

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

 

Page 6 of 8 pages

 

 

(c) Between October 14, 2022 and November 23, 2022, CDC Croissance, sold 839,318 Ordinary Shares it held directly:

 

Date   Amount of Shares   Average Per Share Price
(EUR)
   How Effected
10/14/2022    37,577    2.0343   Open Market
10/17/2022    30,000    2.0802   Open Market
10/18/2022    30,000    2.1147   Open Market
10/19/2022    29,997    2.0526   Open Market
10/20/2022    30,002    2.0433   Open Market
10/21/2022    30,001    2.0252   Open Market
10/24/2022    30,000    2.0790   Open Market
10/25/2022    30,000    2.0202   Open Market
10/26/2022    29,700    2.0221   Open Market
10/27/2022    30,150    2.0145   Open Market
10/28/2022    28,856    2.0145   Open Market
11/2/2022    16,188    2.0458   Open Market
11/3/2022    50,590    2.0268   Open Market
11/4/2022    53,222    2.0131   Open Market
11/7/2022    26,846    2.0232   Open Market
11/8/2022    23,631    2.0530   Open Market
11/9/2022    34,951    2.0183   Open Market
11/10/2022    64,572    2.0103   Open Market
11/14/2022    49,867    2.3855   Open Market
11/15/2022    31,367    2.2637   Open Market
11/16/2022    56,028    2.1584   Open Market
11/17/2022    40,666    2.1163   Open Market
11/18/2022    30,660    2.1264   Open Market
11/21/2022    8,149    2.1385   Open Market
11/22/2022    8,149    2.1309   Open Market
11/23/2022    8,149    2.1239   Open Market

 

(d) Not applicable.

 

(e) Not applicable.

 

Item 7. Material to Be Filed as Exhibits.

 

Exhibit   Description
     
99.1   Joint Filing Agreement, dated as of February 12, 2021, by and among the Reporting Persons.

 

Page 7 of 8 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: December 6, 2022  
   
  Bpifrance Participations S.A
   
  By: /s/ Sophie Pacquin
  Name: Sophie Pacquin
  Title: Director of Legal Affairs
   
  CDC des dépôts et consignations
   
  By: /s/ Laurence Giraudon
  Name: Laurence Giraudon
  Title: Chief Operating Officer, Finance and Operations Department, Asset Management Division
   
  EPIC Bpifrance
   
  By: /s/ Sophie Pacquin
  Name: Sophie Pacquin
  Title: Director of Legal Affairs
   
  Bpifrance S.A
   
  By: /s/ Boubakar Dione
  Name: Boubakar Dione
  Title: Group Director of Legal Affairs

 

Page 8 of 8 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, and Chief Executive Officer of Bpifrance
     
 CAROLE ABBEY DUVAL   Director, Head of the Steering Department of strategic holdings at Caisse des Dépôts
     
REMI FOURNIAL Director, Head of M&A at Groupe Caisse des Dépôts
     
FREDERIC SAINT-GEOURS    Director, Director of Société nationale 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, Assistant Director for macroeconomic policies, Direction Générale du Trésor (French Treasury)
     
CHLOE MAYENOBE   Director, Chief Growth Officer and General Representative at Solarisbank
     
VICTOIRE AUBRY   Director, Chief Financial Officer of Icade
     
CAROLINE PAROT   Director, CEO of Europcar Mobility Group
     
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

 

CAISSE DES DÉPÔTS ET CONSIGNATIONS

 

The name, business address and present principal occupation or employment of each of the members of the Management Committee of Caisse des Dépôts et consignations are set forth below. The business address of each director and executive officer is Caisse des Dépôts et consignations, 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 et consignations
     
OLIVIER SICHEL   Deputy Chief Executive Officer of Caisse des dépôts et consignations
     
NICOLAS DUFOURCQ   Chief Executive Officer of Bpifrance, Bpifrance Participations and Bpifrance SA
     
VIRGINIE CHAPRON-DU-JEU   Director of Finance of  Caisse des dépôts et consignations
     
PIERRE CHEVALIER   Head of Legal and Tax Department of Caisse des dépôts et consignations
     
NATHALIE TUBIANA   Risk Director of Caisse des dépôts et consignations
     
OLIVIER MAREUSE   Chief Investment officer - Director of Savings Funds of Caisse des dépôts et consignations
     
CATHERINE MAYENOBE   Secretary General of Caisse des dépôts et consignations
     
SOPHIE QUATREHOMME   Group Corporate Communications Director of Caisse des dépôts et consignations
     
MICHEL YAHIEL   Pensions and Solidarity Director of Caisse des dépôts et consignations
     
ANTOINE SAINTOYANT   Director of strategic holdings of Caisse des dépôts et consignations
     
AURELIE ROBINEAU-ISRAEL   Director of Human Ressources of Caisse des dépôts et consignations

 

2

 

 

APPENDIX C

 

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, Chief Executive Officer of EPIC Bpifrance
     
PIERRE-LOUIS AUTIN   Director, Head of department SITTAR at the Higher Education, Research and Innovation Ministry
     
PIERRE CHABROL   Director, Deputy Director at the Directorate of Financing, Industry and Market of the Ministry of Economy and Finance
     
LOUIS PASQUIER DE FRANCLIEU   Director, Deputy Director at the 3rd General Directorate for Budget of the Ministry of Economy and Finance
     
VINCENT TEJEDOR  

Director, Assistant Director in charge of the development of enterprises, General Directorate for Companies of the Ministry of Economy and Finance

     
EMMANUELLE BENHAMOU   Director, Deputy at the audit and accounting department of the Agence des Participations de l’Etat (French State Shareholding Agency)
     
GERALDINE LEVEAU   Director, Deputy General Secretary for Public Investment

 

3

 

 

APPENDIX D

 

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 and Director, Chairman and Chief Executive Officer of Bpifrance Participations
     
ALEXIS ZAJDENWEBER   Director, Chairman of the Agence des Participations de l’Etat (French State Shareholding Agency)
     
SEBASTIEN RASPILLER   Director, Chief of the service relating to the financing of the economy at the Direction Générale du Trésor (French Treasury)
     
MARIE DELEAGE   Director representing the employees of Bpifrance
     
PHILIPPE BAYEUX   Director representing the employees of Bpifrance
     
VIRGINIE CHAPRON-DU JEU   Director, Director of Finance for the Caisse des Dépôts Group
     
CLAIRE DUMAS   Director, Finance Director at Société Générale
     
SOPHIE STABILE   Director, CFO at Groupe Lagardère
     
CATHERINE LAGNEAU   Director, Deputy Director of the General council of economy
     
ANTOINE SAINTOYANT   Director, Director of strategic holdings at Caisse des Dépôts
     
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 of strategic holdings at Caisse des Dépôts
     
DIANE SIMIU  

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

 

4