Kalray has raised €43.5M: the most significant IPO since Euronext Growth was created in Paris

Kalray has raised €43.5M: the most significant IPO since Euronext Growth was created in Paris
EN
Kalray has raised €43.5M Download
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FR
Kalray réalise une augmentation de capital de 43,5 M€ Download
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Kalray has raised €43.5M[1]: the most significant IPO[2] since the creation of Euronext Growth[3] in Paris.

  • The overall demand was 1.8 times the initial offer (based on the median price[4])
  • Offering price set at €22.00
  • €43.5M raised through Global Placement and Open Price Offer (OPO) and could be brought up to €50.00M, if the over-allotment option is exercised
  • Trading will start on June 12, 2018

Grenoble, June 7, 2018. Kalray, a pioneer in processors for new intelligent systems, has announced the great success of its initial public offering on the Euronext Growth market in Paris (ISIN code: FR0010722819 – mnemonic code: ALKAL).

The total demand was for 3,023,779 shares (based on the median price of the indicative price range), exceeding 1.8 times the number of offered shares. The Global Placement, mainly intended for institutional investors, represents 89 % of the demand (from 52 institutional investors in France, the United Kingdom and Germany); the Open Price Offer, mainly intended for individuals, represents the remaining 11 % (from 2,605 private investors).

After consulting the Supervisory Board, the Kalray Executive Board, meeting today, has set the offering share price at €22.00[5]. Furthermore, it has decided to fully exercise the extension clause, thereby enabling Kalray to raise €43.5M, which could be brought up to €50.00M if the over-allotment option is fully exercised.

Thus, 2,000,734 new shares have been allocated in the Global Placement, worth €44.0M. 272,412 shares have been allocated to the public in the Open Price Offer worth nearly €6.0M. A1 orders (from 1 to 150 shares included) are served at 100 % and A2 orders (over 150 shares) are served at 50 %.

The total number of shares issued after fully exercizing the extension clause is 1,976,649 new shares, including:

  • 1,412,311 new shares subscribed in cash
  • 564,338 new shares subscribed through the offset of receivables from the anticipated repayment of 2018 convertible bonds (with accrued interests and a 20% non-conversion premium)

With a €22.00-per-share offering price, the Kalray market capitalization is worth €95.4M. After this transaction, the shared capital consists in 4,336,020 shares. The public listing represents 25.1 % of the company equity (before the potential exercise of the over-allotment option).

Kalray has granted Gilbert Dupont and Portzamparc an over-allotment option to be exercised until July 6, 2018, for a maximum number of 296,497 new shares, which means  a total maximum amount of approximately €50.00M.

Eric BAISSUS, president of the Kalray Executive Board, declared: “we are very proud to have achieved the most significant fundraising on Euronext Growth. We wish to thank institutional and individual investors for their trust and their strong involvement in our project, as well as to the leading corporate investors who have joined us, endorsing the relevance and potential of our technology. Our warmest thanks go also to our historical shareholders who have reiterated their full support to our ambitious development strategy.
T
he funds raised will allow us to finance the technological roadmap of Kalray’s next-generation intelligent processors, namely our third-generation processor Coolidge as of 2019, and to accelerate the large-scale commercial deployment of our products on the two high-potential targeted markets, intelligent data centers and intelligent cars”.

Settlement and delivery of the new shares will take place on June 11, 2018. The shares will be admitted to trading on the Euronext Growth market on June 12, 2018.

Capital allocation

Before the Offering      
after the Offering
100% issued + extension clause

after the Offering
100% issued + extension clause +
over-allotment option
Shareholders Number of shares and voting rights Capital % Number of shares
and voting rights
Capital % Number of shares and voting rights Capital %
HARRAND Michel 2,000 0.08 % 2,000 0.05 % 2,000 0.04 %
COTTIN Pierre 50 0.00 % 50 0.00 % 50 0.00 %
LACOTTE Jean-Pierre 3,222 0.14 % 3,222 0.07 % 3,222 0.07 %
Kalray Holder
(through 4 structures) (1)
48,331 2.05 % 48,331 1.11 % 48,331 1.04 %
Employees (2) 1,303 0.06 % 1,303 0.03 % 1,303 0.03 %
Total founders + employees 54,906 2.33 % 54,906 1.27 % 54,906 1.19 %
CEA Investissement 272,618 11.55 % 315,415 7.27 % 315,415 6.81 %
ACE (through 2 funds) 298,602 12.66 % 298,602 6.89 % 298,602 6.45 %
6 shareholders
acting together
507,864 21.53 % 574,220 13.24 % 574,220 12.40 %
Inocap (through 10 funds) 98,871 4.19 % 287,570 6.63 % 287,570 6.21 %
SAS Seillans Investissement 47,913 2.03 % 53,610 1.24 % 53,610 1.16 %
BPI/DEFINVEST 155,549 3.59 % 155,549 3.36 %
Total financial shareholders 1,225,868 51.96 % 1,684,966 38.86 % 1,684,966 36.37 %
MBDA 111,016 4.71 % 111,016 2.56 % 111,016 2.40 %
SAFRAN Corporate Ventures 171,945 7.29 % 318,383 7.34 % 318,383 6.87 %
SASU PENGPAI France 357,142 15.14 % 357,142 8.24 % 357,142 7.71 %
ALLIANCE BV 220,190 5.08 % 220,190 4.75 %
Total corporate shareholders 640,103 27.13 % 1,006,731 23.22 % 1,006,731 21.73 %
, 0
Total other shareholders (3) 438,451 18.58 % 499,062 11.51 % 499,062 10.77 %
Incl. BAISSUS Eric (member of the Executive Board) 0 0.00 % 0 0.00 % 0 0.00 %
Incl. GABROT Anne (member of the Executive Board) 0 0.00 % 0 0.00 % 0 0.00 %
Incl. BANTEGNIE Eric (4) (Ind. member of the Superv. Bd) 19,399 0.82 % 19,399 0.45 % 19,399 0.42 %
Incl. DELFASSY Gilles (Ind. member of the Superv. Bd) 10,750 0.46 % 10,750 0.25 % 10,750 0.23 %
Fractional shares (5) 43 0.00 % 43 0.00 % 43 0.00 %
Public 1,090,312 25.15 % 1,386,809 29.94 %
,
TOTAL 2,359,371 100 % 4,336,020 100 % 4 632 517 100 %

Main characteristics of the offering

Securities’ identification codes:

  • Label: KALRAY
  • Market: Euronext Growth
  • ISIN: FR0010722819 – Mnemonic: ALKAL

Offering price

The Open Price Offer and the Global Offering are set at €22.00 per share.

Amount and gross proceeds of the offering

1,976,649 new shares have been issued, after exercising the full extension clause and before potentially exercizing the over-allotment option.

The total gross proceeds represent €43.5M (incl. €12.4M through an offset of receivables), after exercising the full extension clause and before exercising the over-allotment option.

Offer allocation

  • 2,000,734 shares have been allocated as part of the Global Placement (which amounts to approx. €44,0M and 88 % of the total number of allocated shares)
  • 272,412 shares have been allocated as part of the Open Price Offer (which amounts to approx. €6.00M and 12 % of the total number of allocated shares). The A1 orders (from 1 to 150 shares included) will be served at 100 % and the A2 orders (over 150 shares) will be served at 50 %.

Lock-up commitments

  • Company’s lock-up commitment: 180 days
  • Shareholders lock-up commitment: 365 days following the settlement/delivery date:

Securities:

  •  1 % of existing shares prior to the Offering
  • 6 % of shares from dilutive securities (BSA and BSPCE)
  • 100 % of shares subscribed through the offset of receivables related to the repayment of the convertible loan issued in April 2018 (accrued interests and non-conversion premium included).

Next Steps

June 11, 2018 Settlement/delivery of the OPO and of the Global Placement
June 12, 2018 1st day of trading on Euronext Growth

Beginning of stabilization period

July 6, 2018 Deadline for exercizing the over-allotment option

End of stabilization period

Availability of the prospectus

Copies of the prospectus as approved by the AMF on May 24, 2018 under visa number 18-196, which is made up of the “Document de Base” registered by the AMF on May 16, 2018 under no. I.18-042 and the operating note (including a summary of the prospectus), are available free of charge, and on request, from the company headquarters, 180, avenue de l’Europe, 38330 Montbonnot-Saint-Martin, France, and on Kalray (www.kalray-bourse.com) and AMF company websites (www.amf-france.org).

Risk factors

The company draws the attention of the public on Chapter 4 (“Risk factors”) of the prospectus registered with the AMF, especially on the dependency on a patent’s license (section 4.5.1.).

Financial intermediaries and counsels

Lead partner and
associate bookrunner
Lead partner and
associate bookrunner
Listing
sponsor
Financial
communication

Find out more on www.kalray-bourse.com

[1] Including €12.4M from the incorporation of receivables
[2] Initial Public Offering
[3] Ex Alternext created in 2005
[4] Median price: €20.77
[5] Indicative price range: €17.60 – €23.88