THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS NOT AN OFFER FOR SALE OR SUBSCRIPTION IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION. THIS ANNOUNCEMENT IS NOT AN OFFER OF OR SOLICITATION TO PURCHASE OR SUBSCRIBE FOR SECURITIES IN THE UNITED STATES.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
For immediate release
10 May 2024
Ilika plc
("Ilika" or the "Company")
Result of Placing
Open Offer
Ilika plc (AIM: IKA), an independent global expert in solid-state battery technology, is pleased to announce that, following the announcement made earlier today (the "Launch Announcement") regarding the launch of a proposed placing (the "Placing"), it has successfully conditionally placed 6,071,428 new ordinary shares of one penny each ("Ordinary Shares") (the "Placing Shares") at a price of 28 pence per share (the "Issue Price") raising gross proceeds of approximately £1.7 million.
Certain of the directors of the Company (the "Directors" or the "Board") have also directly conditionally subscribed with the Company for, in aggregate, 78,570 new Ordinary Shares at the Issue Price (the "Director Subscription Shares").
Liberum Capital Limited ("Liberum") is acting as nominated adviser and joint bookrunner in connection with the Placing. Joh. Berenberg, Gossler & Co. KG ("Berenberg" and together with Liberum, the "Joint Bookrunners") is acting as joint bookrunner in connection with the Placing.
Capitalised terms not defined in this announcement (this "Announcement") have the meanings given to them in the Launch Announcement.
The Issue Price represents a discount of approximately 5.1 per cent. to the closing mid-market price of 29.5 pence per Ordinary Share on 9 May 2024, being the last business day prior to the Launch Announcement.
The Capital Raising is conditional upon, inter alia, the passing of the Resolutions at the General Meeting which is expected to be held on 29 May 2024.
Application will be made for the Placing Shares to be admitted to trading on AIM, which is expected to occur at 8.00 a.m. on 31 May 2024.
As announced earlier today, Ilika also intends to raise up to approximately £1.7 million through the issue of up to 6,114,449 new Ordinary Shares (the "Open Offer Shares") pursuant to an open offer (the "Open Offer"), to allow Ilika shareholders, including those who are not participating in the Placing to subscribe for new Ordinary Shares at the Issue Price. The Company intends to publish and send a circular to shareholders in connection with the Open Offer (the "Circular") on or around 13 May 2024. The Circular will also be available on the Company's website: www.ilika.com.
Related Party Transaction
GPIM Limited (the "Substantial Shareholder") is considered to be a related party of the Company for the purposes of Rule 13 of the AIM Rules for Companies by virtue of its status as a substantial shareholder of the Company.
The Substantial Shareholder has agreed to subscribe for 1,300,000 Placing Shares as part of the Placing.
The Directors, having consulted with the Company's nominated adviser, Liberum, consider that the terms of the terms of the Placing are fair and reasonable insofar as the shareholders of the Company are concerned.
Director Subscriptions
The following Directors have conditionally subscribed for New Ordinary Shares in the following amounts and pursuant to the Director Subscription Agreements:
| Director | Existing beneficial shareholding | New Ordinary Shares subscribed for | Shareholding on completion of the Placing | Shareholding as a percentage of the Enlarged Issued Share Capital* |
| Graeme Purdy | 782,927 | 53,571 | 836,498 | 0.49% |
| Jason Stewart | 0 | 7,142 | 7,142 | 0.00% |
| Keith Jackson | 102,142 | 17,857 | 119,999 | 0.07% |
* assuming all of the Open Offer Shares are taken up under the terms of the Open Offer
| For more information contact: | | |
| Ilika plc | ||
| Graeme Purdy, Chief Executive | Via Walbrook PR | |
| Jason Stewart, Chief Financial Officer | | |
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| Liberum Capital Limited (Nomad and Joint Broker) | Tel: 020 3100 2000 | |
| Andrew Godber, John More | | |
| Nikhil Varghese, Joshua Borlant | | |
| | | |
| | | |
| Joh. Berenberg, Gossler & Co. KG (Joint Broker) | Tel: 020 3207 8700 | |
| Mark Whitmore, Detlir Elezi, Natasha Ninkov | | |
| | | |
| | | |
| | | |
|
Walbrook PR Ltd |
Tel: 020 7933 8780 / Ilika@walbrookpr.com | |
| Nick Rome, Charlotte Edgar, Joe Walker | | |
About Ilika plc - https://www.ilika.com
Ilika specialises in the developing and commercialisation of solid state batteries. The Company's mission is to rapidly develop leading-edge IP, manufacture and license solid state batteries for markets that cannot be addressed with conventional batteries due to their safety, charge rates, energy density and life limits. The Company achieves this by using ceramic-based lithium-ion technology that is inherently safe in manufacture and usage, higher thermal tolerance and easier to recycle which differentiates our products from existing batteries.
The Company has two product lines. Its Stereax batteries which are designed for powering miniature medical implants, industrial wireless sensors and specialist internet of Things (IoT) applications and the Goliath large format batteries designed for EV cars and cordless appliances.
Note:
The information contained within this Announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU Regulation No. 596/2014) (as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018) (the "UK MAR"). Upon the publication of this Announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain. If you have any queries on this, then please contact Jason Stewart, Finance Director of the Company (the person responsible for arranging the release of this Announcement) on 0203 8011 1400.
IMPORTANT NOTICES
This Announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward- looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "forecasts", "plans", "prepares", "anticipates", "projects", "expects", "intends", "may", "will", "seeks", "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Announcement and include statements regarding the Company's and the Directors' intentions, beliefs or current expectations concerning, amongst other things, the Company's prospects, growth and strategy. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's actual performance, achievements and financial condition may differ materially from those expressed or implied by the forward-looking statements in this Announcement. In addition, even if the Company's results of operations, performance, achievements and financial condition are consistent with the forward-looking statements in this Announcement, those results or developments may not be indicative of results or developments in subsequent periods. Any forward-looking statements that the Company makes in this Announcement speak only as of the date of such statement and (other than in accordance with their legal or regulatory obligations) neither the Company, nor the Joint Bookrunners nor any of their respective associates, directors, officers or advisers undertakes any obligation to update such statements. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.
Liberum is authorised and regulated by the Financial Conduct Authority (the "FCA") in the United Kingdom and is acting exclusively for the Company and no one else in connection with the Placing or any other matters referred to in this Announcement, and Liberum will not be responsible to anyone (including any Placees) other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Placing or any other matters referred to in this Announcement.
Berenberg, which is authorised and regulated by the German Federal Financial Supervisory Authority and in the United Kingdom is deemed authorised under the Temporary Permissions Regime and subject to limited regulation by the FCA, is acting exclusively for the Company in connection with the Placing and will not be acting for any other person (including any Placees) and will not be responsible to any person other than the Company for providing the protections afforded to clients of Berenberg or for advising any other person in respect of the matters referred to in this Announcement.
No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by the Joint Bookrunners or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.
No statement in this Announcement is intended to be a profit forecast or estimate, and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.
The price of shares and any income expected from them may go down as well as up and investors may not get back the full amount invested upon disposal of the shares. Past performance is no guide to future performance, and persons needing advice should consult an independent financial adviser.
The New Ordinary Shares to be issued pursuant to the Capital Raising will not be admitted to trading on any stock exchange other than the AIM market of the London Stock Exchange.
Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this Announcement.
The information below (set out in accordance with the requirements of EU Market Abuse Regulation) provides further detail:
PDMR Notification Forms: conditional upon, inter alia, the passing of the Resolutions at the General Meeting:
| 1 | Details of the person discharging managerial responsibilities / person closely associated | ||||||
| a) | Name | 1) Graeme Purdy 2) Jason Stewart 3) Keith Jackson | |||||
| 2 | Reason for the notification | ||||||
| a) | Position/status | 1) Chief Executive Officer 2) Chief Financial Officer 3) Chairman | |||||
| b) | Initial notification /Amendment | | Initial notification | ||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | ||||||
| a) | Name | | Ilika plc | ||||
| b) | LEI | | 213800TMDNIE3Z8XXD26 | ||||
| 4
| Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | ||||||
| a) | Description of the financial instrument, type of instrument | | Ordinary shares of 1 pence each | ||||
| Identification code | | ISIN: GB00B608Z994 | |||||
| | | | |||||
| b) | Nature of the transaction | | Subscription of new Ordinary Shares | ||||
| c)
| Price(s) and volume(s) | | | | | | |
| | | | Price(s) | Volume(s) | | ||
| | | 1) | 28 pence | 53,571 | | ||
| | | 2) | 28 pence | 7,142 | | ||
| | | 3) | 28 pence | 17,857 | | ||
| | | | | | | ||
| d)
| Aggregated information Aggregate volume Price | Single transactions as in 4 c) above | |||||
| | | | |||||
| e) | Date of the transaction | 10 May 2024 | |||||
| f) | Place of the transaction | Outside of a trading venue
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