REG - IQE PLC - IQE plc: Circular & Notice of General Meeting

IqeAnnouncement

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RNS Number : 4402C  IQE PLC  29 April 2026

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 OR ANY OTHER JURISDICTION WHERE
TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF
CONSTITUTE A PROSPECTUS, AN OFFERING MEMORANDUM OR AN OFFER FOR SALE OR
SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY.  THIS ANNOUNCEMENT AND DOES
NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER
OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY
SECURITIES OF THE COMPANY IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR
SOLICITATION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF
REGULATION (EU) NO 596/2014 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL OF
16 APRIL 2014 ON MARKET ABUSE (MARKET ABUSE REGULATION) AS RETAINED AS PART OF
UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 AS AMENDED.

IQE plc

 

Cardiff, UK

29 April 2026

Posting of Circular and Notice of General Meeting

IQE plc (AIM: IQE, "IQE", the "Company" and, together with its subsidiary
companies, the "Group"), a leading global supplier of compound semiconductor
wafer products and advanced material solutions, is pleased to confirm that,
further to the Company's announcement on 27 April 2026 in connection with the
Proposed Fundraising, the Company has today published and posted to
shareholders a circular ("Circular") containing a notice convening a general
meeting of IQE (the "General Meeting").

The General Meeting is to be held at the offices of White & Case LLP at 5
Old Broad Street, London EC2N 1DW at 9:30 a.m. on 15 May 2026, at which the
Fundraising Resolutions will be proposed: (i) by way of ordinary resolution,
to approve the directors' authority to allot Ordinary Shares with an aggregate
nominal value of up to £4,079,412.53, being equal to 407,941,253 new Ordinary
Shares, in connection with and pursuant to the Proposed Fundraising; and (ii)
by way of special resolution, empower the directors to allot and issue equity
securities for cash on a non-pre-emptive basis with an aggregate nominal value
of up to £4,079,412.53, being equal to 407,941,253 new Ordinary Shares, in
connection with and pursuant to the Proposed Fundraising.

The Proposed Fundraising is conditional, inter alia, upon Shareholders
approving the Fundraising Resolutions at the General Meeting.

A copy of the Circular (including the Notice of General Meeting) and the Proxy
Form are available on the Company's website at
https://www.iqe.com/investors/events/capital-raise-2026/
(https://www.iqe.com/investors/events/capital-raise-2026/) .

The Independent Directors consider the Fundraising Resolutions to be proposed
at the General Meeting to be in the best interests of the Company and the
Shareholders as a whole. Consequently, the Independent Directors unanimously
recommend that you vote in favour of the Fundraising Resolutions to be
proposed at the General Meeting, as they intend to do in respect of the
371,972 Existing Ordinary Shares held, directly or indirectly, by them
representing approximately 0.04 per cent. of the total voting rights of the
Company. Shareholders should be aware that if the Fundraising Resolutions are
not approved at the General Meeting, the Proposed Fundraising cannot complete
and IQE will not receive the proceeds from the Proposed Fundraising. In such
circumstances, the Company would be required to obtain emergency funding to
meet its short-term liquidity needs and its financial position and prospects
would be adversely affected.

Capitalised terms used but not defined in this announcement will have the same
meaning given to them in the Circular.

Contacts:

 

IQE plc

+44 (0) 29 2083 9400

Jutta Meier

Mark Cubitt

Amy Barlow

 

Peel Hunt (Sole Bookrunner, Nomad and Joint Broker)

+44 (0) 20 7418 8900

Ben Cryer

Kate Bannatyne

Adam Telling

ECM Syndicate: Sohail Akbar, Nicolas Wilks

 

Headland Consultancy (Financial PR)
+ 44 (0) 20 38054822

Andy Rivett-Carnac: +44 (0) 7968 997 365

Chloe Francklin: +44 (0)78 3497 4624

ABOUT IQE

http://iqep.com
(https://www.globenewswire.com/Tracker?data=yZf7NKp1JKLALUCxlBuC8wkLnLAqoe5-kjjIlkMIDci9q9W0x_02bwZV-eorSbpLXZxy4zi3xHh-O4FM8nWjeg==)

 

IQE is one of the leading global suppliers of advanced compound semiconductor
wafers and materials solutions that enable a diverse range of applications
across:

 

·    Smart Connected Devices

·    Communications Infrastructure

·    Automotive and Industrial

·    Aerospace and Security

 

As a scaled global epitaxy wafer manufacturer, IQE is uniquely positioned. IQE
supplies the global market and is enabling customers to innovate at chip and
OEM level. Through the Group's intellectual property portfolio including
know-how and patents, it produces epitaxy wafers of superior quality, yield
and unit economics.

IQE is headquartered in Cardiff UK, with employees across manufacturing
locations in the UK, US and Taiwan, and is quoted on the AIM Market of the
London Stock Exchange.

 

IMPORTANT NOTICES

 

Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting exclusively for IQE as
sole bookrunner, Nomad and joint broker and for no one else in connection with
the Fundraising and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the Fundraising or
any other matter referred to in this announcement and will not be responsible
to anyone other than IQE for providing the protections afforded to clients of
Peel Hunt nor for providing advice in relation to the matters set out in this
announcement. Neither Peel Hunt nor any of its affiliates owes or accepts any
duty, liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any person who is
not a client of Peel Hunt in connection with this announcement, any statement
contained herein or otherwise and no representation or warranty, express or
implied, is made by Peel Hunt with respect to the accuracy or completeness of
this announcement, or any part of it. Peel Hunt's responsibilities as the
Company's nominated adviser and broker under the AIM Rules for Nominated
Advisers are owed solely to the London Stock Exchange and are not owed to the
Company or to any Director or to any other person in respect of the
Fundraising.

Neither this announcement, nor any copy of it, may be taken or transmitted,
published or distributed, directly or indirectly, in or into the United States
(including its territories and dependencies, any state of the United States
and the District of Columbia), Australia, Canada, Japan, New Zealand or the
Republic of South Africa or to any persons in any of those jurisdictions or
any other jurisdiction where to do so would constitute a violation of the
relevant securities laws of such jurisdiction. This announcement is for
information purposes only and does not constitute an offer to sell or issue,
or the solicitation of an offer to buy, acquire or subscribe for any shares in
the capital of the Company in the United States, Australia, Canada, Japan or
the Republic of South Africa or any other state or jurisdiction in which such
offer or solicitation is not authorised or to any person to whom it is
unlawful to make such offer or solicitation.  Any failure to comply with
these restrictions may constitute a violation of securities laws of such
jurisdictions.

 

This Announcement is not being distributed by, nor has it been approved for
the purposes of section 21 of the Financial Services and Markets Act 2000, as
amended ("FSMA"), by a person authorised under FSMA. This Announcement is
being distributed to persons in the United Kingdom only in circumstances in
which section 21(1) of FSMA does not apply.

 

Neither the content of IQE's website (or any other website) nor the content of
any website accessible from hyperlinks on the Company's website (or any other
website) is incorporated into, or forms part of, this Announcement.

 

DISCLAIMER

 

Neither the information nor any opinion contained in this announcement
constitutes an inducement or offer to purchase or sell or a solicitation of an
offer to purchase or sell any securities or other investments in IQE or any
other company by IQE or any of its affiliates in any jurisdiction. This
announcement does not consider the investment objective, financial situation,
suitability or the particular need or circumstances of any specific individual
who may access or review this announcement and may not be taken as advice on
the merits of any investment decision. This announcement is not intended to
provide the sole basis for evaluation of, and does not purport to contain all
information that may be required with respect to, any potential investment in
IQE. Any person who is in any doubt about the matters to which this
announcement relates should consult an authorised financial adviser or other
person authorised under the FSMA.

 

FORWARD LOOKING STATEMENTS

 

This announcement contains certain forward-looking statements and information
that are based on IQE's beliefs, as well as assumptions made by, and
information currently available to, IQE. These statements include, but are not
limited to, statements about strategies, plans, objectives, expectations,
intentions, expenditures and assumptions and other statements that are not
historical facts. When used herein, words such as "anticipate," "believe,"
"estimate," "expect," "intend," "plan" and "project" and similar expressions
(or their negative) are intended to identify forward-looking statements. These
statements reflect IQE's current views with respect to future events, are not
guarantees of future performance and involve risks and uncertainties that are
difficult to predict. Further, certain forward-looking statements are based
upon assumptions as to future events that may not prove to be accurate. Actual
results, performance or achievements may vary materially and adversely from
those described herein. There is no assurance or guarantee with respect to the
prices at which any securities of IQE or any other company will trade, and
such securities may not trade at prices that may be implied herein. Any
estimates, projections or potential impact of the opportunities identified by
IQE herein are based on assumptions that IQE believes to be reasonable as of
the date hereof, but there can be no assurance or guarantee that actual
results or performance will not differ, and such differences may be material
and adverse. No representation or warranty, express or implied, is given by
IQE or any of its officers, employees or agents as to the achievement or
reasonableness of, and no reliance should be placed on, any projections,
estimates, forecasts, targets, prospects or returns contained herein. Neither
IQE nor any of its directors, officers, employees, advisers or representatives
shall have any liability whatsoever (for negligence or misrepresentation or in
tort or under contract or otherwise) for any loss howsoever arising from any
use of information presented in this announcement or otherwise arising in
connection with this announcement. Any historical financial information,
projections, estimates, forecasts, targets, prospects or returns contained
herein are not necessarily a reliable indicator of future performance. Nothing
in this announcement should be relied upon as a promise or representation as
to the future. Nothing in this announcement should be considered as a profit
forecast.

 

DISTRIBUTION

 

Not for release, publication or distribution, in whole or in part, directly or
indirectly, in, into or from any jurisdiction where to do so would constitute
a violation of the relevant laws of that jurisdiction. The distribution of
this announcement in certain countries may be restricted by law and persons
who access it are required to inform themselves and to comply with any such
restrictions. IQE disclaims all responsibility where persons access this
announcement in breach of any law or regulation in the country of which that
person is a citizen or in which that person is residing or is domiciled.

 

 

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