Ilika plc (LON:IKA), the advanced solid-state battery company, has announced a placing of up to 12,846,428 new ordinary shares of one penny each in the capital of the Company at a price of 140 pence per Placing Share to raise gross proceeds of approximately £18.0 million .
If all of the Placing Shares are placed, they will represent approximately 9.2 per cent. of the existing issued ordinary share capital of the Company and the Issue Price represents a discount of approximately 30.0 per cent. to the closing mid-market price of 200 pence per Existing Ordinary Share on 8 July 2021, being the latest practicable date prior to the publication of this Announcement.
Ilika also intends to raise gross proceeds of up to approximately £3.7 million through the issue of up to 2,673,811 new Ordinary Shares pursuant to an 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.
In addition to the Placing and the Open Offer, there will be a retail offer via PrimaryBid at the Issue Price to provide an opportunity for retail investors in the United Kingdom to participate in the fundraise. The Retail Offer will comprise an offer for subscription of up to 2,142,857 new Ordinary Shares at the Issue Price to raise gross proceeds of up to approximately £3.0 million. A separate announcement is expected to be made by the Company shortly following this Announcement regarding the Retail Offer and its terms.
Certain of the directors of the Company intend to directly subscribe with the Company for, in aggregate, 10,713 new Ordinary Shares at the Issue Price.
It is intended that the Placing, the Open Offer, the Retail Offer and the Director Subscriptions will result in the Company raising total gross proceeds of up to approximately £24.7 million.
Capitalised terms used in this announcement (including the appendices) have the meanings given to them in Appendix 2 to this Announcement, unless the context provides otherwise.
Liberum Capital Limited is acting as nominated adviser and joint bookrunner in connection with the Placing. Joh. Berenberg, Gossler & Co. KG is acting as joint bookrunner in connection with the Placing.
The Placing Shares are being offered by way of an accelerated bookbuild, which will be launched immediately following this Announcement, in accordance with the terms and conditions set out in Appendix 3 to this Announcement.
The timing of the closing of the Bookbuild and the allocation of Placing Shares to be issued at the Issue Price are to be determined at the discretion of the Company and the Joint Bookrunners. Neither the Placing, the Open Offer nor the Retail Offer is being underwritten.
A further announcement will be made as soon as practicable following the close of the Bookbuild, confirming final details of the Placing.
The Company intends to publish and send a circular to holders of Ordinary Shares in connection with the General Meeting and the Open Offer on or around 12 July 2021. The Circular will also be available on the Company’s website: www.Ilika.com.
Capital Raising highlights
· Conditional Placing to raise gross proceeds of approximately £18.0 million and an associated Open Offer to raise gross proceeds of up to approximately £3.7 million through the issue of an aggregate of up to 15,520,239 new Ordinary Shares at an Issue Price of 140 pence per share.
· Retail Offer via PrimaryBid to raise gross proceeds of up to approximately £3.0 million through the issue of an aggregate of up to 2,142,857 new Ordinary Shares at the Issue Price.
· Intended Director Subscriptions to raise gross proceeds of approximately £15,000 through the issue of an aggregate of 10,713 new Ordinary Shares at the Issue Price.
· The net proceeds of the Capital Raising are expected to support the development of Ilika’s solid-state electric vehicle (“EV“) pouch cells through its Goliath programme until the programme reaches and exceeds Lithium Ion Battery (“LIB”) equivalence.
· In particular, the net proceeds of the Placing (being approximately £17 million) will be utilised as follows:
i. £10 million to accelerate the development of the Company’s Goliath technology, including through targeting and exceeding lithium ion battery equivalence around December 2022;
ii. £5 million to enable a tenfold increase in the capacity of the Goliath pre-pilot line, from 1kWh to 10 kWh per week, targeted by Q1 2023; and
iii. £2 million for general working capital purposes and to support the Company’s planned Goliath product development until mid-calendar year 2023.
All of the net proceeds of the Open Offer, the Retail Offer and the Director Subscriptions will be used to further support the Group’s working capital requirements.
· Notice of a General Meeting to approve the resolutions required to implement the Capital Raising to be held on 28 July 2021 at 11.00 a.m. at Walbrook PR Limited, 75 King William Street, London, EC4N 7BE will be set out in the Circular. A detailed timetable of events is set out in Appendix 1 to this Announcement.