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Results of Placing and Retail Offer

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IQE closes £13m placing and retail offer; total fundraising reaches £81m including MACOM investment.

  • Placing and Retail Offer proceeds £13m
  • Total gross cash proceeds from Fundraising £81m
  • Issue price per share 19.8 pence
  • Placing Shares 55,555,555
  • Retail Book Offer Shares 10,101,010
  • Total Ordinary Shares after Admission 1,311,981,551
Full announcement

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Capitalised terms not otherwise defined in the text of this Announcement have the meanings given in the Company's proposed fundraise launch announcement released on 27 April 2026, unless otherwise specified.

IQE plc

Cardiff, UK

Results of Placing and Retail Offer

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 announce that, further to the announcement of 27 April 2026, it has successfully closed its Placing and Retail Offer raising an aggregate of £13 million through the placing of 55,555,555 Placing Shares and 10,101,010 RetailBook Offer Shares at the Issue Price of 19.8 pence per Ordinary Share.

The Placing and Retail Offer, together with the MACOM Investment and the reinvestment of existing convertible loan notes by existing noteholders (together, the "Fundraising"), will in aggregate raise total gross cash proceeds of £81 million.

The Fundraising is conditional, inter alia, on the passing of resolutions by shareholders of the Company (the "Fundraising Resolutions") at a general meeting of IQE 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 (the "General Meeting") and on MACOM obtaining prior clearance for the MACOM Subscription under the National Security and Investment Act 2021 and Law Decree No. 21 of 15 March 2012 converted with amendments by Law No. 56 of 11 May 2012 (Italian foreign direct investment legislation). No part of the Fundraising is being underwritten.

Peel Hunt LLP ("Peel Hunt") acted as sole bookrunner in connection with the Placing.

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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 Fundraising; and (ii) by way of special resolution, to 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 Fundraising.

The Fundraising is conditional, inter alia, upon the Company's shareholders approving the Fundraising Resolutions at the General Meeting. The Company intends to publish and send the Circular to its shareholders on or about 29 April 2026, which will contain a notice convening the General Meeting and proposing the Fundraising Resolutions. The Circular and notice of General Meeting will be available on the Company's website after publication at https://www.iqe.com/investors/events/capital-raise-2026/.

Shareholders should be aware that if the Fundraising Resolutions are not approved at the General Meeting, the Fundraising cannot complete and IQE will not receive the proceeds from the 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.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for admission of the Ordinary Shares issued in connection with the Fundraising to trading on AIM. It is expected that Admission will become effective at or around 8.00 a.m. three Business Days after completion of the Fundraising, subject to the various conditions to the Fundraising being satisfied or waived, including: (i) the passing of the Fundraising Resolutions; (ii) obtaining clearance in respect of the MACOM Investment under the National Security and Investment Act 2021 and Law Decree No. 21 of 15 March 2012 converted with amendments by Law No. 56 of 11 May 2012 (Italian foreign direct investment legislation); and (iii) no Material Adverse Change (as such term is defined in the Investor Subscription Agreement) having occurred.

Following Admission, the Company will have a total of 1,311,981,551 Ordinary Shares in issue. With effect from Admission, this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest, or a change to their interest, in the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

Related Party Transactions

As at the date of this announcement, Lombard Odier owns approximately 14.5% of the Company and is represented on the Board by Harmesh Suniara. Accordingly, participation by Lombard Odier in the Placing constitutes a related party transaction under Rule 13 of the AIM Rules for Companies by virtue of Lombard Odier's position as a substantial shareholder in IQE and Harmesh Suniara's representation of Lombard Odier on the Board. Following the Fundraising, Lombard Odier will hold 219,995,406 Ordinary Shares, representing approximately 16.8% of the fully diluted issued capital as enlarged by the Fundraising.

As at the date of this announcement, the beneficial interest of certain discretionary investment management client accounts managed by Artisan Partners' is approximately 14.2% of the Company. Accordingly, participation by Artisan Partners in the Placing constitutes a related party transaction under Rule 13 of the AIM Rules for Companies by virtue of Artisan Partners' position as a substantial shareholder in IQE. Following the Fundraising, certain discretionary investment management client accounts managed by Artisan Partners will hold 206,734,974 Ordinary Shares, representing approximately 15.8% of the fully diluted issued capital as enlarged by the Fundraising.

The directors of the Company independent of the Fundraising, having consulted with the Company's Nominated Adviser, Peel Hunt, consider the terms of the Fundraising to be fair and reasonable insofar as the Company's shareholders are concerned.

Expected Timetable of Principal Events

Announcement of the F undraisingMonday 27 April 2026
This announcementTuesday 28 April 2026
Publication and posting of the Circular and Proxy FormWednesday 29 April 2026
Latest time and date for receipt of Proxy Forms or electronic proxy appointments for use at the General Meeting9.30 a.m. on Wednesday 13 May 2026
General Meeting9.30 a.m. on Friday 15 May 2026
Announcement of the results of the General MeetingFriday 15 May 2026

The following dates are indicative only and are subject to change (5)

Completion of the Fundraising (5)(6)A date which is expected to be in early June 2026 (" D ")
Admission and commencement of dealings in the Fundraising Shares (5)D+3 *
Expected date for CREST accounts to be credited with Fundraising Shares in uncertificated form and share certificates to be issued to shareholders who wish to receive certificated sharesAs soon as practicable after Admission
Latest date for Admission11 August 2026

Notes: 1. If any of the details contained in the timetable above should change, the revised times and dates will be notified to Shareholders by means of an announcement through a RIS. 2. The timetable assumes that there is no adjournment of the General Meeting. If there is an adjournment, all subsequent dates are likely to be later than those shown. 3. All references to times and dates in this announcement are to times and dates in London. 4. These dates and times are indicative only and will depend on, amongst other things, the date upon which NSIA Approval and Approval under Law Decree No. 21 of 15 March 2012 converted with amendments by Law No. 56 of 11 May 2012 is received. 5. Completion of the Fundraising is subject to the various conditions to the Fundraising being satisfied or waived, including: (i) the passing of the Fundraising Resolutions; (ii) NSIA Approval and Approval under Law Decree No. 21 of 15 March 2012 converted with amendments by Law No. 56 of 11 May 2012; and (iii) no Material Adverse Change. *The date by reference to "D+3" will be to the date falling the number of indicated Business Days immediately after date "D" as indicated above.

DISTRIBUTION

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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