Ilika launches £3.8m fundraise including £0.5m Retail Offer

Ilika Plc

Ilika Plc (LON:IKA), the UK pioneer in solid-state battery technology, has announced that further to the Company’s announcement released on 21 May 2025, the accelerated bookbuild has closed.  The Company had intended to raise gross proceeds of approximately £3.0 million through the Placing.  However, the Company received further demand following the Launch Announcement and, as a result, the Company has conditionally raised gross proceeds of approximately £3.3 million before expenses by way of a successful placing of, and subscription for, a total of 9,965,836 new Ordinary Shares at the Issue Price of 33 pence per Ordinary Share.

Capitalised terms used in this announcement have the meanings given to them in the Launch Announcement, unless the context provides otherwise.

In addition to the Placing and Subscription, the Company proposes to raise up to a further £0.5 million through the issue of up to 1,515,151 new Ordinary Shares pursuant to a Retail Offer to existing retail Shareholders at the Issue Price. A further announcement will be made regarding the Retail Offer later today.

The Company intends to use the net proceeds of the Capital Raising primarily to advance the commercial status of both of the Company’s product lines, specifically supporting the commercial launch and ramp up of Stereax and the continued development of the Goliath technology through to a position where it is possible to secure commercial licensing agreements with commercial partners.

Cavendish Capital Markets Limited acted as nominated adviser, sole bookrunner and sole broker in connection with the Capital Raising.

The Placing and the issue of the Placing Shares are conditional upon:

·      the Placing Agreement having become unconditional (save for Admission) and not having been terminated in accordance with its terms prior to Admission; and

·      Admission taking place by no later than 8.00 a.m. on 2 June 2025 (or such later date as Cavendish may agree in writing with the Company, being not later than 8.00 a.m. on 30 June 2025, the Long Stop Date).

Commenting on the Capital Raising, Graeme Purdy, CEO of Ilika, said:

“We are delighted with the continued support received for this placing from existing and new high quality institutional investors. We’d like to thank those investors and our hard-working advisors for enabling this successful placing. We’re pleased that our fundraising strategy of maximising return on investment for our shareholders while minimising dilution continues to resonate strongly with our investor base.”

Ilika plc is pleased to announce a retail offer via BookBuild to raise up to approximately £0.5 million (the “Retail Offer”) through the issue of up to 1,515,151 new ordinary shares (the “Retail Offer Shares”) of 1 pence (“Ordinary Shares”) each in the capital of the Company at an issue price of 33 pence per new Ordinary Share (as defined below) (the “Issue Price”).

In addition to the Retail Offer, and as announced earlier today, the Company has conditionally raised approximately £3.3 million (gross) through a placing (the “Placing Shares”) and directors subscription (the “Director Subscription Shares”) for new Ordinary Shares (the Placing Shares and Director Subscription Shares, together with the Retail Offer Shares constitute the “New Ordinary Shares”) at the Issue Price (together with the Retail Offer, the “Capital Raising”).

A separate announcement has been made regarding the placing and directors’ subscription and the associated terms. For the avoidance of doubt, the Retail Offer is not part of the placing and directors’ subscription.

The net proceeds of the Capital Raising will be used primarily to advance the commercial status of both of the Company’s product lines, specifically supporting the commercial launch and ramp up of the small format Stereax technology, and the continued development of the large format Goliath technology, through to a position where it is possible to secure commercial licensing agreements with commercial partners.

The Issue Price represents a discount of approximately 2.9 per cent to the closing mid-market price of 34 pence per existing Ordinary Share on 20 May 2025.

The Capital Raising is conditional, inter alia, on the New Ordinary Shares being admitted to trading on the AIM market operated by the London Stock Exchange (“Admission“). It is anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence on or around AIM, at 8.00 a.m. on 2 June 2025.

The intended use of proceeds from the Capital Raising are outlined below:

·      Up to £1.1 million to support Stereax in the delivery of:

o  Technology transfer to Cirtec;

o  Testing & validation; and

o  Customer support.

·      Up to £2.4 million for the development of Goliath technology, via:

o  Prototype design & build;

o  Testing equipment purchasing;

o  Test programme execution; and

o  Customer support and engagement.

Expected Timetable in relation to the Retail Offer

Retail Offer opens22 May 2025, 2:00 p.m.
Latest time and date for commitments under the Retail Offer28 May 2025, 4:30 p.m.
Results of the Retail Offer announced28 May 2025
Admission and dealings in New Ordinary Shares issued
pursuant to the Retail Offer commence
2 June 2025

Any changes to the expected timetable set out above will be notified by the Company through a Regulatory Information Service. References to times are to London times unless otherwise stated.

Dealing Codes

TickerIKA
ISIN for the Ordinary SharesGB00B608Z994
SEDOL for the Ordinary SharesB608Z99

Retail Offer

The Company values its retail shareholder base, which has supported the Company alongside institutional investors since IPO in 2010. Given the support of retail shareholders, the Company believes that it is appropriate to provide its retail shareholders in the United Kingdom the opportunity to participate in the Retail Offer. The Company is therefore making the Retail Offer available in the United Kingdom through the financial intermediaries which will be listed, subject to certain access restrictions, on the following website: https://www.bookbuild.live/deals/67GWJ1/authorised-intermediaries

Cavendish Capital Markets Limited will be acting as retail offer coordinator in relation to this Retail Offer (the “Retail Offer Coordinator“).

Existing retail shareholders can contact their broker or wealth manager (“Intermediary“) to participate in the Retail Offer. In order to participate in the Retail Offer, each intermediary must be on-boarded onto the BookBuild platform and agree to the final terms and the retail offer terms and conditions, which regulate, inter alia, the conduct of the Retail Offer on market standard terms and provide for the payment of commission to any intermediary that elects to receive a commission and/or fee (to the extent permitted by the FCA Handbook Rules) from the Retail Offer Coordinator (on behalf of the Company).

Any expenses incurred by any intermediary are for its own account. Investors should confirm separately with any intermediary whether there are any commissions, fees or expenses that will be applied by such intermediary in connection with any application made through that intermediary pursuant to the Retail Offer.

The Retail Offer will be open to eligible investors in the United Kingdom at 2:00 p.m. on 22 May 2025. The Retail Offer is expected to close at 4:30 p.m. on 28 May 2025. Investors should note that financial intermediaries may have earlier closing times. The Retail Offer may close early if it is oversubscribed.

If any intermediary has any questions about how to participate in the Retail Offer on behalf of existing retail shareholders, please contact BookBuild at email: [email protected].

The Retail Offer the subject of this announcement is and will, at all times, only be made to, directed at and may only be acted upon by those persons who are, shareholders in the Company. To be eligible to participate in the Retail Offer, applicants must meet the following criteria before they can submit an order for Retail Offer Shares1: (i) be a customer of one of the participating intermediaries listed on the above website; (ii) be resident in the United Kingdom and (iii) be a shareholder in the Company (which may include individuals aged 18 years or over, companies and other bodies corporate, partnerships, trusts, associations and other unincorporated organisations and includes persons who hold their shares in the Company directly or indirectly through a participating intermediary). For the avoidance of doubt, persons who only hold CFDs, Spreadbets and/or similar derivative instruments in relation to shares in the Company are not eligible to participate in the Retail Offer.

The Company reserves the right to scale back any order at its discretion. The Company reserves the right to reject any application for subscription under the Retail Offer without giving any reason for such rejection.

It is vital to note that once an application for Retail Offer Shares has been made and accepted via an intermediary, it cannot be withdrawn.

The New Ordinary Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with existing Ordinary Shares including the right to receive all dividends and other distributions declared, made or paid after their date of issue.

The Retail Offer is an offer to subscribe for transferable securities, the terms of which ensure that the Company is exempt from the requirement to issue a prospectus under Regulation (EU) 2017/1129 as it forms part of UK law by virtue of the European Union (Withdrawal) Act 2018. It is a term of the Retail Offer that the aggregate total consideration payable for the Retail Offer Shares will not exceed £500,000.00 (or the equivalent in Euros). The exemption from the requirement to publish a prospectus, set out in section 86(1)(e) of the Financial Services and Markets Act 2000 (as amended), will apply to the Retail Offer.

The Retail Offer is not being made into any jurisdiction other than the United Kingdom or to US Persons (as defined in Regulation S of the US Securities Act 1933, as amended).

No offering document, prospectus or admission document has been or will be prepared or submitted to be approved by the Financial Conduct Authority (or any other authority) in relation to the Retail Offer, and investors’ commitments will be made solely on the basis of the information contained in this announcement and information that has been published by or on behalf of the Company prior to the date of this announcement by notification to a Regulatory Information Service in accordance with the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules and the Market Abuse Regulation (EU Regulation No. 596/2014) (“MAR”) as it forms part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018 (as amended).

There is a minimum subscription of £100.00 per investor under the terms of the Retail Offer which is open to investors in the United Kingdom subscribing via the intermediaries which will be listed, subject to certain access restrictions, on the following website: https://www.bookbuild.live/deals/67GWJ1/authorised-intermediaries

There is no maximum application amount to apply in the Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

Investors should make their own investigations into the merits of an investment in Ilika Plc. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.

It should be noted that a subscription for Retail Offer Shares and investment in the Company carries a number of risks. Investors should take independent advice from a person experienced in advising on investment in securities such as the Retail Offer Shares if they are in any doubt.

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