Nanobiotix S.A. Form 6-K Summary
Reporting period: Six months ended June 30, 2026; filed September 24, 2026. The report contains unaudited interim condensed consolidated financial statements prepared under IAS 34. Nanobiotix is a late-stage biotechnology company focused on physics-based nanoparticle therapies, including JNJ-1900 (formerly NBTXR3), Nanoprimer, and neurological disease platforms.
Financial performance and position
| Metric | H1 2026 | H1 2025 / prior period |
|---|---|---|
| Total revenue | €3.6 million | €24.9 million |
| Total revenue and other income | €5.6 million | €26.6 million |
| Operating expenses | €23.5 million | €25.8 million |
| Operating income/(loss) | (€17.9 million) | €0.8 million |
| Financial income/(loss) | (€16.3 million) | (€6.2 million) |
| Net loss | (€34.3 million) | (€5.4 million) |
| Basic and diluted loss per share | (€0.70) | (€0.11) |
| Operating cash flow | (€18.2 million) | (€17.4 million) |
| Cash and cash equivalents at period-end | €110.9 million | €52.8 million at December 31, 2025 |
Revenue declined primarily because H1 2025 included a one-time €21.2 million revenue benefit from a modification to the Janssen agreement. H1 2026 revenue consisted principally of €3.1 million from clinical product supplies to Janssen and €0.6 million of services revenue. Research tax credit income increased to €1.9 million from €1.6 million.
Research and development expense decreased to €12.7 million from €14.5 million, while selling, general and administrative expense decreased to €10.8 million from €11.3 million. The reductions reflected the transfer of sponsorship of the NANORAY-312 study and NBTXR3 production activities to Janssen, lower patient recruitment, and lower payroll-related costs. Share-based compensation increased to €2.8 million from €2.2 million.
Financial expenses increased substantially to €17.5 million from €6.8 million. Interest expense was €14.5 million, including €9.6 million related to the royalty financing agreement and €4.9 million related to the EIB loan. Net foreign exchange loss was approximately €1.3 million, primarily due to the U.S.-dollar-denominated royalty financing liability.
Liquidity, financing, and debt
- Cash increased by €58.1 million during H1 2026, principally due to the May 2026 global offering.
- The offering issued 2,218,467 ordinary shares and 345,099 pre-funded warrants, generating approximately €86.1 million of gross proceeds and €80.1 million of net proceeds.
- Management expects existing cash and cash equivalents to fund projected obligations and operations beyond the next twelve months, although the Company continues to require funding for ongoing and future research and development.
- Total financial liabilities were €106.6 million at June 30, 2026, compared with €95.3 million at December 31, 2025.
- The royalty financing liability was €52.4 million, including €29.2 million classified as current. The Company applies a 52% effective interest rate to this liability for accounting purposes.
- The EIB loan liability was €50.7 million, including €0.8 million classified as current. Estimated undiscounted EIB cash outflows total €106.7 million.
- Estimated undiscounted cash outflows under the royalty financing agreement total approximately €236 million, including an expected fixed return amount of approximately €109.3 million and future royalty-related payments.
Material business and operational developments
- Janssen continued development of JNJ-1900 in head and neck cancer and lung cancer.
- The global Phase 3 NANORAY-312 study was amended to eliminate the interim analysis and reduce the number of events required for the final analysis.
- Updated CONVERGE Phase 2 lung cancer data showed an investigator-reported objective response rate of 85.7% and complete response rate of 57.1% in seven patients at the updated assessment. The filing states that no serious treatment-emergent adverse events were reported in this data set; the results are preliminary and based on a small patient population.
- Nanoprimer preclinical data presented at AACR 2026 indicated increased systemic bioavailability, reduced hepatic toxicity, and reduced cGAS-STING-related inflammation when Nanoprimer pre-treatment was used with LNP-DNA.
- The Company liquidated Nanobiotix Germany GmbH in April 2026.
- As of June 30, 2026, the Company had 98 employees, compared with 103 at June 30, 2025.
Outlook, risks, and unusual items
Nanobiotix intends to use the net offering proceeds primarily to advance Nanoprimer and other platforms, with less than 10% allocated to JNJ-1900 development and 30% to 40% for general corporate purposes. Management expects operating expenses to remain relatively stable in the near term but states that additional funding will be required to pursue preclinical and clinical activities and potential regulatory approvals.
Key risks include dependence on Janssen for JNJ-1900 development and commercialization; clinical-trial enrollment, execution, timing, and results; achievement of regulatory and commercial milestones; the condition precedent for a potential additional $21 million payment under the HealthCare Royalty Partners financing; potential EIB early repayment or cross-default consequences; access to future financing; intellectual-property protection; manufacturing and supply availability; foreign-exchange exposure; and the possibility that actual cash usage exceeds current estimates.
The Company reported negative equity of €33.4 million at June 30, 2026, despite holding €110.9 million of cash and cash equivalents. The filing states that management concluded there was no substantial doubt about going concern for at least the next twelve months. The filing also reports 6,379,142 potential additional ordinary shares from outstanding equity instruments, which were considered antidilutive for loss-per-share purposes.
Purchase orders from Janssen totaling €1.8 million for raw materials and JNJ-1900 clinical and technical batches were expected to be delivered during the second half of 2026. No subsequent events were reported.
Investor verification points
- Verify the timing, enrollment, protocol changes, and eventual results of NANORAY-312 and other Janssen-sponsored or supported studies.
- Assess whether Janssen achieves the milestones required for future payments and whether the additional $21 million HealthCare Royalty Partners payment condition is satisfied.
- Review the royalty financing and EIB contractual repayment schedules, including the sensitivity of liabilities to JNJ-1900 sales and milestone forecasts.
- Reconcile the substantial H1 2026 net loss and negative shareholders’ equity with management’s liquidity assessment and projected cash runway.
- Evaluate dilution from the 345,099 pre-funded warrants, outstanding options, warrants, and 1,663,202 free shares.
- Distinguish recurring revenue and operating performance from the €21.2 million one-time Janssen contract-modification benefit recognized in H1 2025.