SEALSQ Corp (NASDAQ: LAES) ("SEALSQ" or
"Company"), a company that focuses on developing and selling
Semiconductors, PKI and Post-Quantum technology hardware and
software products, today announced it expects to end the year with
a strong balance sheet and a cash position which is projected to be
in excess of $85 million by January 3, 2025. The Company’s
advancements in post-quantum technology, widely recognized as a key
driver of future growth, have positioned SEALSQ as a leader in this
transformative sector.
As part of its strategic initiatives, SEALSQ
recently raised gross proceeds of $60 million through multiple
registered direct offerings. This includes a $10 million registered
direct offering announced on December 12, 2024, and an additional
$50 million raised through two subsequent registered direct
offerings completed in December 2024. As a result, at December 30,
2024, SEALSQ’s total ordinary shares outstanding reached 93.8
million, and its market capitalization surpassed $700 million.
The net proceeds raised via these transactions
will be used to accelerate the deployment of its post-quantum
semiconductor technology and Application-Specific Integrated
Circuit (ASIC) capabilities in the U.S., while also supporting
general corporate objectives.
Warrants Cleared and Convertible
Facilities Canceled
The first registered direct offering included a
requirement that the Company enter into a convertible loan for a
value of $10 million on or before January 16, 2025. If the Company
failed to do so, the remaining warrants would all reset to an
exercise price of $1.30 with an associated increase in the quantity
of warrants to retain the net proceeds.
In order to remove the requirement to enter into
the convertible loan, and to avoid the associated reduction in the
warrant exercise price, the Company has today agreed with the
holders of its outstanding warrants to a one-off reduction in
exercise price of all outstanding warrants to $1.65 on the
condition that all outstanding warrants are exercised by January 3,
2025 (subject to a potential reduction of the strike price of $1.30
for some of the warrants, in the event certain regulatory filings
are not completed by the Company on or prior to January 3,
2025).
Once this has been completed, SEALSQ will have
successfully fulfilled its outstanding warrant obligations and will
no longer be required to enter into the convertible loan facility
noted above. These financial measures are expected to solidify the
Company’s balance sheet and support its long-term growth
strategy.
Optimized Financial
Structure
Legacy financing tools, utilized during the
Company’s growth phase, have been phased out, reflecting SEALSQ’s
strengthened financial position. The Company also received formal
written confirmation from The Nasdaq Stock Market, LLC (“Nasdaq”)
confirming that it regained compliance with Nasdaq’s minimum bid
price requirement, as announced on December 26, 2024.
The regaining of compliance with Nasdaq’s
minimum bid price requirement is the result of the Company’s
closing bid price of the Ordinary Shares being at least $1.00 for
at least 10 consecutive business days prior to January 28, 2025
deadline, as described in the initial notice from Nasdaq received
by the Company on August 1, 2024.
The Company reaffirms its statement from
December 19, 2024 that, given the terms of the financings completed
in December, it does not currently expect to enter into any further
registered direct offering of ordinary shares for at least 60 days
following the December 19, 2024 announcement as a result of the
financings raised.This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any state or
other jurisdiction in which such offer, solicitation or sale would
be unlawful prior to the registration or qualification under the
securities laws of any such state or other jurisdiction.
About SEALSQ
SEALSQ is a leading innovator in Post-Quantum
Technology hardware and software solutions. Our technology
seamlessly integrates Semiconductors, PKI (Public Key
Infrastructure), and Provisioning Services, with a strategic
emphasis on developing state-of-the-art Quantum Resistant
Cryptography and Semiconductors designed to address the urgent
security challenges posed by quantum computing. As quantum
computers advance, traditional cryptographic methods like RSA and
Elliptic Curve Cryptography (ECC) are increasingly vulnerable.
SEALSQ is pioneering the development of
Post-Quantum Semiconductors that provide robust, future-proof
protection for sensitive data across a wide range of applications,
including Multi-Factor Authentication tokens, Smart Energy, Medical
and Healthcare Systems, Defense, IT Network Infrastructure,
Automotive, and Industrial Automation and Control Systems. By
embedding Post-Quantum Cryptography into our semiconductor
solutions, SEALSQ ensures that organizations stay protected against
quantum threats. Our products are engineered to safeguard critical
systems, enhancing resilience and security across diverse
industries.
For more information on our Post-Quantum
Semiconductors and security solutions, please visit
www.sealsq.com.
Forward Looking Statements
This communication expressly or implicitly
contains certain forward-looking statements concerning SEALSQ Corp
and its businesses. Forward-looking statements include statements
regarding our business strategy, financial performance, results of
operations, market data, events or developments that we expect or
anticipates will occur in the future, as well as any other
statements which are not historical facts. Although we believe that
the expectations reflected in such forward-looking statements are
reasonable, no assurance can be given that such expectations will
prove to have been correct. These statements involve known and
unknown risks and are based upon a number of assumptions and
estimates which are inherently subject to significant uncertainties
and contingencies, many of which are beyond our control. Actual
results may differ materially from those expressed or implied by
such forward-looking statements. Important factors that, in our
view, could cause actual results to differ materially from those
discussed in the forward-looking statements include the investors’
exercise of the warrants; SEALSQ’s ability to implement its growth
strategies; SEALSQ’s ability to successfully launch post-quantum
semiconductor technology; SEALSQ’s ability to capture a share of
the quantum semiconductor market; the growth of the quantum
computing market; SEALSQ’s ability to expand its U.S. operations;
SEALSQ’s ability to make additional investments towards the
development of a new generation of quantum-ready semiconductors;
SEALSQ’s ability to continue beneficial transactions with material
parties, including a limited number of significant customers;
market demand and semiconductor industry conditions; the growth of
the quantum computing market; and the risks discussed in SEALSQ’s
filings with the SEC. Risks and uncertainties are further described
in reports filed by SEALSQ with the SEC.
SEALSQ Corp is providing this communication as
of this date and does not undertake to update any forward-looking
statements contained herein as a result of new information, future
events or otherwise.
Press and Investor Contacts
SEALSQ Corp.Carlos
MoreiraChairman & CEOTel: +41 22 594 3000info@sealsq.com
SEALSQ Investor Relations
(US)The Equity Group Inc.Lena CatiTel: +1 212 836-9611 /
lcati@equityny.com Katie MurphyTel: +212 836-9612 /
kmurphy@equityny.com
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