VALN 20-F DEF-14A Report Dec. 31, 2022 | Alphaminr

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VALNEVA SE

20-Fs

20-F	Fiscal year ended Dec. 31, 2024
20-F	Fiscal year ended Dec. 31, 2023
20-F	Fiscal year ended Dec. 31, 2022
20-F	Fiscal year ended Dec. 31, 2021

Name: Valneva SE <br /> CIK: 1836564 <br /> Filing Type: 20-F/A <br /> Report Date: 2022-12-31 <br /> Download URL: https://www.sec.gov/Archives/edgar/data/1836564/000162828023028940/valn-20221231.htm <br />

TABLE OF CONTENTS

Part I: Gender Identity Part Ii: Demographic Background Item 7. Major Shareholders and Related Party Transactions Item 8. Financial Information Item 9. The Offer and Listing Item 10. Additional Information Item 11. Quantitative and Qualitative Disclosures About Market Risk Item 12. Description Of Securities Other Than Equity Securities Part II Item 13. Defaults, Dividend Arrearages and Delinquencies Item 14. Material Modifications To The Rights Of Security Holders and Use Of Proceeds Item 15. Controls and Procedures Item 16. [reserved]Item 17. Financial Statements Item 18. Financial Statements Item 19. Exhibits Note 5. 14: Property, Plant and Equipment: Depreciation Period - Assessment Of Useful Life;Note 5. 17: Financial Instruments; and Note 5. 23: Share-based Payment Arrangements

Exhibits

1.1* Bylaws (statuts) of the Registrant (English translation) 2.1 Form of Deposit Agreement F-1/A 333-255155 4.1 April 29, 2021 2.2 Form of American Depositary Receipt (included in Exhibit 4.1) F-1/A 333-255155 4.2 April 29, 2021 2.3* Description of Securities 4.1 Research Collaboration and License Agreement, dated April29, 2020, by and between Pfizer Inc. and Valneva Austria GmbH. F-1 333-255155 10.1 April 9, 2021 4.2 SARS-CoV-2 Vaccine Supply Agreement, dated September13, 2020, by and among the Secretary of State for Business, Energy and Industrial Strategy, Valneva SE and Valneva Austria GmbH, as amended on December17, 2020 and January30, 2021. F-1 333-255155 10.2 April 9, 2021 4.3 Advance Purchase Agreement, dated January 12, 2021, by and between the European Commission and Valneva Austria GmbH. 20-F 001-40377 10.3 March 24, 2022 4.4 Supply Agreement, dated September12, 2020, by and between Dynavax Technologies Corporation and Valneva Scotland Ltd. F-1 333-255155 10.3 April 9, 2021 4.5 Amendment to Supply Agreement, dated October 28, 2021, by and between Dynavax Technologies Corporation and Valneva Scotland Ltd. 20-F 001-40377 10.5 March 24, 2022 4.6* Amendment to Supply Agreement, datedMarch 8, 2022, by and between Dynavax Technologies Corporation and Valneva Scotland Ltd. 4.7 Master Supply and Commercial Manufacturing Services Agreement, dated November 26, 2021, by and between IDT Biologika GmbH and Valneva Austria GmbH. 20-F 001-40377 10.3 March 24, 2022 4.8 Product Schedule, dated November 26, 2021, by and between IDT Biologika GmbH and Valneva Austria GmbH. 20-F 001-40377 10.7 March 24, 2022 4.9* Product Schedule, datedDecember 16, 2022, by and between IDT Biologika GmbH and Valneva Austria GmbH. 4.10 Funding Agreement, dated April1, 2019, by and between Coalition for Epidemic Preparedness Innovations and Valneva SE. F-1 333-255155 10.4 April 9, 2021 4.11 Distribution Agreement, dated December9, 2015, by and between GlaxoSmithKline GmbH Co. KG and Valneva Austria GmbH. F-1 333-255155 10.5 April 9, 2021 4.12 Sublicense Agreement, dated April 14, 2003, by and between VaccGen International LLC and Intercell AG, as assigned to the Registrant and as amended. F-1 333-255155 10.6 April 9, 2021 4.13 Supply Agreement, dated March1, 2008, by and among Intercell AG, Vetter Pharma-Fertigung GmbH Co. KG and Intercell Biomedical Ltd., as assigned to the Registrant. F-1 333-255155 10.7 April 9, 2021 4.14 Contract dated September9, 2020, by and between the U.S. Defense Logistics Agency and Valneva USA, Inc. F-1 333-255155 10.8 April 9, 2021 4.15 Amendment, dated August23, 2021, to Contract dated September9, 2020 by and between the U.S. Defense Logistics Agency and Valneva USA, Inc. F-1 333-260507 10.9 October 26, 2021 4.16# Credit Agreement, dated February 3, 2020, by and among Valneva Austria GmbH, Valneva SE, Wilmington Trust, National Association and the Lenders, as amended to date. F-1 333-255155 10.9 April 9, 2021 4.17 Distribution Agreement (IXIARO), dated November18, 2020, by and between Bavarian Nordic A/S and Valneva Austria GmbH. F-1 333-255155 10.1 April 9, 2021 4.18 Distribution Agreement (DUKORAL), dated November 18, 2020, by and between Bavarian Nordic A/S and Valneva Sweden AB, as amended to date. F-1 333-255155 10.1 April 9, 2021 4.19 Terms and Conditions Applicable to BSA 27 Equity Warrants and Form of Exercise Notice F-1 333-255155 10.2 April 9, 2021 4.20 Settlement Agreement, dated June 15, 2022, by and between Valneva Austria GMBH, Valneva S.E., The Secretary of State for Business, Energy and Industrial Strategy, and The Secretary of State for Health and Social Care. 6-K 001-40377 10.1 August 15, 2022 4.21 Fourth Amendment to Credit Agreement dated January 3, 2022, by and between Valneva Austria GmbH, the Lenders party thereto and Wilmington Trust, National Association 6-K 001-40377 10.2 August 15, 2022 4.22 Fifth Amendment to Credit Agreement dated April 25, 2022 by and between Valneva SE, Valneva Austria GmbH, the Lenders party thereto and Wilmington Trust, National Association 6-K 001-40377 10.3 August 15, 2022 4.23 Amendment to the Advanced Purchase Agreement dated August 1, 2022, by and between Valneva Austria GmbH and the European Commission 6-K 001-40377 10.4 August 15, 2022 4.24 Amendment No. 1 to Research Collaboration and License Agreement dated July 14, 2021, by and between Valneva Austria GmbH and Pfizer Inc. 6-K 001-40377 10.5 August 15, 2022 4.25 Amendment No. 2 to Research Collaboration and License Agreement dated November 10, 2021, by and between Valneva Austria GmbH and Pfizer Inc. 6-K 001-40377 10.6 August 15, 2022 4.26 Amendment No. 3 to Research Collaboration and License Agreement dated June 19, 2022, by and between Valneva Austria GmbH and Pfizer Inc. 6-K 001-40377 10.7 August 15, 2022 4.27* Amendment No. 4 to Research Collaboration and License Agreement dated November 22, 2022, by and between Valneva Austria GmbH and Pfizer Inc. 4.28* Distribution Agreement, dated December 15, 2022, by and between Valneva SE and VBI Vaccines Inc. 4.29+ Employee Stock Option Plan 2013 F-1 333-255155 10.1 April 9, 2021 4.30+ Employee Stock Option Plan 2015 F-1 333-255155 10.1 April 9, 2021 4.31+ Employee Stock Option Plan 2016 F-1 333-255155 10.1 April 9, 2021 4.32+ Employee Stock Option Plan 2017 F-1 333-255155 10.2 April 9, 2021 4.33+ Employee Stock Option Plan 2019 F-1 333-255155 10.2 April 9, 2021 4.35+ Free Convertible Preferred Share Plan 2017-2021 F-1 333-255155 10.2 April 9, 2021 4.36+ Free Share Plan 2019-2023 F-1 333-255155 10.2 April 9, 2021 4.37+* Free Ordinary Share Plan 2022-2025 4.38+* Special Free Ordinary Share Plan 2022-2025 N2 4.39+ Phantom Stock Option Plan 2017 and Form of Exercise Notice F-1 333-255155 10.2 April 9, 2021 4.40+ Phantom Stock Option Plan 2019 F-1 333-255155 10.2 April 9, 2021 4.41+ Phantom Stock Plan 2020 F-1 333-255155 10.2 April 9, 2021 4.42 Sales Agreement, dated as of August 12, 2022, by and between Valneva SE and Jefferies LLC. 6-K 001-40377 1.1 August 15, 2022 8.1 Subsidiaries of the Registrant F-1 333-255155 21.1 April 9, 2021 12.1* Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 12.2* Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 13.1** Certification by the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 13.2** Certification by the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 15.1* Consent of Deloitte et Associs, independent registered public accounting firm 15.2* Consent of PricewaterhouseCoopers Audit, independent registered public accounting firm

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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