Ilika Plc Regulatory News (IKA)

THIS ANNOUNCEMENT (INCLUDING THE APPENDIX) 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 CONTAINS INSIDE INFORMATION

6 March 2020

Ilika plc

Result of Placing

Ilika plc (AIM: IKA), the advanced solid-state battery company ("Ilika", the "Company" or, together with its subsidiary undertakings, the "Group"), is pleased to announce that, following the announcement earlier today (the "Launch Announcement") regarding the launch of a proposed placing (the "Placing"), it has successfully placed 37,500,000 new ordinary shares of one penny each (the "Ordinary Shares") (the "Placing Shares") at a price of 40 pence per share (the "Issue Price") raising gross proceeds of £15.0 million. The Placing was oversubscribed by existing shareholders and new investors.

Liberum Capital Limited ("Liberum") acted as sole bookrunner on the Placing.

The Placing Price represents a discount of approximately 10.1 per cent. to the closing price of 44.5 pence per Ordinary Share on 5 March 2020, being the last business day prior to the announcement of the Placing.

Graeme Purdy, Chief Executive of Ilika, said: "We are delighted by the strong demand in the Placing and an Open Offer will also be made available to all Qualifying Shareholders to participate in. This funding will give the Company the exciting opportunity to realise the commercial potential of our solid-state battery technology."

The EIS/VCT Placing is conditional, inter alia, upon:

(i) the Placing Agreement becoming unconditional in all respects (save for any condition relating to EIS/VCT Admission) and not having been terminated in accordance with its terms prior to EIS/VCT Admission;

(ii) the passing of the Resolutions at the General Meeting (or any adjournment thereof); and

(iii) EIS/VCT Admission becoming effective by no later than 8.00 a.m. on 26 March 2020 (or such later time and/or date (being no later than 8.00 a.m. on the Long Stop Date) as Liberum and the Company may agree).

Application will be made for the EIS/VCT Placing Shares to be admitted to trading on AIM, which is expected to occur at 8.00 a.m. on 26 March 2020.

The General Placing is conditional, inter alia, upon:

(i) EIS Admission becoming effective;

(ii) the Placing Agreement becoming unconditional in all respects (save for any condition relating to General Admission) and not having been terminated in accordance with its terms prior to General Admission; and

(iii) General Admission becoming effective by no later than 8.00 a.m. on 27 March 2020 (or such later time and/or date (being no later than 8.00 a.m. on the Long Stop Date) as Liberum and the Company may agree).

Application will be made for the General Placing Shares to be admitted to trading on AIM, which is expected to occur at 8.00 a.m. on 27 March 2020.

As announced earlier today, Ilika also intends to raise up to approximately £2.0 million through the issue of 5,000,000 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 Placing Price. The Company intends to send a circular to shareholders in connection with the Open Offer (the "Circular") on or around 9 March 2020. The Circular will also be available on the Company's website: www.ilika.com.

Related Party Transactions 

GPIM Limited and Janus Henderson Limited, who are conditionally subscribing for 1,962,500 and 2,399,499 Placing Shares at the Placing Price, respectively, by virtue of them holding more than 10 per cent. of the existing issued share capital of the Company, are considered to be related parties of the Company and their participations in the Placing are therefore related party transactions under the AIM Rules for Companies. The Directors consider, having consulted with Liberum, the Company's nominated adviser, that the terms of the Placing are fair and reasonable in so far as its shareholders 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:

In addition, Steve Boydell, Brian Hayden and Graeme Purdy intend to exercise options entitling them to 20,000 new Ordinary Shares each in accordance with the terms of the Company's bonus scheme as soon as reasonably practicable following the General Meeting, conditionally on the Placing and the Open Offer becoming unconditional.

Capitalised terms not defined in this Announcement have the meaning given to them in the Launch Announcement.

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 (the "Market Abuse Regulation"). Upon the publication of this announcement via 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 Steve Boydell, Finance Director of the Company (responsible for arranging release of this announcement) on 023 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 Liberum 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.

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 Liberum 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 Placing Shares to be issued pursuant to the Placing 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 notification below is made in accordance with the requirements of the EU Market Abuse Regulation.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.