THIS ANNOUNCEMENT, INCLUDING THE INFORMATION CONTAINED HEREIN, IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE OR SOLICITATION OF AN OFFER TO BUY THE SECURITIES DISCUSSED HEREIN IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS UNLAWFUL.
IQE plc
10 November 2017
Placing of new shares raising £95 million
IQE plc (AIM: IQE, "IQE" or the "Company"), a leading global supplier of advanced wafer products and wafer services to the semiconductor industry, today announces that further to the announcement made on 9 November 2017 regarding the proposed placing of ordinary shares, it has successfully placed 67,941,581 new ordinary shares of 1 pence each in the Company (the "Placing Shares"), at a price of 140 pence per share, raising gross proceeds of approximately £95 million (the "Placing").
The Placing Shares represent approximately 9.9% of IQE's existing outstanding issued share capital. Application for admission of the Placing Shares to trading on AIM will be made in due course and the Placing Shares are expected to commence trading on 16 November 2017 ("Admission") (at which time the Placing will become unconditional). The Placing is expected to settle on 16 November 2017, subject to Admission.
The Company's enlarged issued ordinary share capital immediately following the issue of the Placing Shares will be 754,756,394 voting ordinary shares. The aforementioned figure of 754,756,394 voting ordinary shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change of interest in, the share capital of the Company under the Disclosure Guidance and Transparency Rules.
Following completion of the transaction, the Company has agreed to a lock-up of 90 days.
Canaccord Genuity Limited ("Canaccord Genuity"), Stifel Nicolaus Europe Limited ("Stifel") and Peel Hunt LLP ("Peel Hunt") acted as joint bookrunners in relation to the Placing (the "Bookrunners").
For further information, please contact:
| IQE plc Drew Nelson Phil Rasmussen Chris Meadows | Tel: +44 (0)29 2083 9400 |
| Canaccord Genuity (Nomad, Joint Bookrunner) Simon Bridges Antony Isaacs Richard Andrews | Tel: +44 (0)20 7523 8000 |
| Stifel (Joint Bookrunner) Fred Walsh Neil Shah Ben Maddison | Tel: +44 (0)20 7710 7600 |
| Peel Hunt (Joint Bookrunner) Edward Knight Nick Prowting | Tel: +44 (0) 20 7418 8900 |
About IQE:
IQE is a leading global supplier of advanced semiconductor wafers with products that cover a diverse range of applications. The Group's outsourced foundry services provides a 'one stop shop' for the wafer needs of the world's leading semiconductor manufacturers.
IQE uses advanced epitaxial growth technology platforms to manufacture and supply advanced semiconductor 'epi-wafers' to the major chip manufacturing companies, who then use these wafers to make the chips which form the key components of virtually all high technology systems.
IQE's products are found in many consumer, communication, computing, mobility and industrial applications. IQE's epi-wafers enable a wide range of wireless/RF, photonics, infrared, power, solar, advanced electronics and sensor technologies.
IQE operates multiple manufacturing and R&D facilities across Europe, Asia and the USA.
This announcement is restricted, and is not for publication, release or distribution, directly or indirectly, in whole or in part, in or into the United States, Canada, Australia, New Zealand, Japan, the Republic of Ireland or the Republic Of South Africa or any other jurisdiction in which such publication or distribution would be unlawful.
This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. The securities mentioned herein have not been and will not be registered under the US Securities Act of 1933 ("Securities Act"), as amended or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly, in or into the United States, except to "qualified institutional buyers" ("QIBS", as the term is defined in rule 144a under the Securities Act), in reliance on an exemption from the registration requirements of the securities act, or in a transaction not subject to the registration requirements of the securities act and, in each case, in compliance with the securities laws of any state or other jurisdiction of the United States. There will be no public offer of the securities within the meaning of section 4(a)2 of the Securities Act made in the United States.
The securities mentioned herein will have not been approved or disapproved by the SEC, any state securities commission or any other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the placing or the accuracy or adequacy of the contents of this announcement. Any representation to the contrary is a criminal offence in the United States.
This announcement contains inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
Canaccord Genuity, Stifel and Peel Hunt, which are authorised and regulated in the United Kingdom by the FCA is acting for the Company and no one else in relation to the Placing and Admission and they will not be responsible to anyone other than the Company for providing the protections afforded to customers of Canaccord Genuity, Stifel and Peel Hunt or for providing advice in relation to any matter contained in this document or any matter or arrangement referred to in it. 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 Canaccord Genuity, Stifel and Peel Hunt, or by any of their 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 therefore is expressly disclaimed.
Certain statements in this announcement may be forward-looking. Although the Company believes that the expectations reflected in these forward looking statements are reasonable, it can give no assurance or guarantee that these expectations will prove to have been correct. Because these statements involve risks and uncertainties, actual results may differ materially from those expressed or implied by these forward looking statements.