Akoustis Technologies, Inc. (Nasdaq: AKTS) (“Akoustis” or
the “Company”), an integrated device manufacturer of patented bulk
acoustic wave (“BAW”) high-band radio frequency (“RF”) filters for
mobile and other wireless applications, announced today the closing
of its previously announced underwritten public offering of
12,545,454 shares of its common stock at a price to the public of
$2.75 per share, which included the exercise in full by the
underwriters of their option to purchase 1,636,363 additional
shares of Akoustis’ common stock.
Net proceeds to Akoustis, after deducting the
underwriting discount and estimated offering expenses payable by
Akoustis, were approximately $32.0 million. Akoustis intends to use
the net proceeds from the offering to fund operations and the
growth of its business, including capital expenditures, working
capital, research and development, the commercialization of its
technology, servicing its outstanding debt, potential strategic
transactions, and other general corporate purposes.
Akoustis management participated in the offering
with over $1 million in aggregate investments, including an
investment of $900K by Akoustis Founder & CEO, Jeff
Shealy.
Mr. Jeff Shealy, commented, “The capital raise
comes at an important time in the history of Akoustis, when
we are experiencing growth in multiple premium RF filter end
markets while strengthening our backend semiconductor manufacturing
capabilities after the acquisition of GDSI”. Mr. Shealy
continued, “We are thankful to the quality investors who joined
management’s participation in this oversubscribed
offering”.
B. Riley Securities acted as the sole
book-running manager for the offering, and Craig-Hallum Capital
Group and Roth Capital Partners acted as co-managers for the
offering.
The offering was made pursuant to a shelf
registration statement on Form S-3 (No. 333-262540) that was
declared effective by the Securities and Exchange Commission (the
“SEC”) on February 15, 2022. A final prospectus supplement and
accompanying prospectus with respect to the offering has been filed
with the SEC and is available on its website at http://www.sec.gov.
Copies of the final prospectus supplement and the
accompanying prospectus may also be obtained from B. Riley
Securities, Inc., 1300 17th Street North, Suite 1300, Arlington, VA
22209, by telephone at (703) 312-9580 or by email at
prospectuses@brileyfin.com.
This press release does not constitute an offer
to sell, or the solicitation of an offer to buy, the shares of
common stock, nor will there be any sale of the shares of common
stock in any state or other jurisdiction in which such offer,
solicitation or sale is not permitted.
About Akoustis Technologies,
Inc.
Akoustis® is a BAW RF filter solutions company
that is pioneering next-generation materials science and MEMS wafer
semiconductor manufacturing to address the market requirements for
improved RF filters - targeting higher bandwidth, higher operating
frequencies and higher output power compared to legacy
polycrystalline BAW technology. The Company utilizes its
proprietary and patented XBAW® manufacturing process to produce
bulk acoustic wave RF filters for mobile and other wireless
markets, which facilitate signal acquisition and accelerate band
performance between the antenna and digital back end. Superior
performance is driven by the significant advances of poly-crystal,
single-crystal and other high purity piezoelectric materials and
the resonator-filter process technology which enables optimal
trade-offs between critical power, frequency and bandwidth
performance specifications.
Akoustis plans to service the fast growing
multi-billion-dollar RF filter market using its integrated device
manufacturer (IDM) business model. The Company owns and operates a
125,000 sq. ft. ISO-9001:2015 certified commercial
wafer-manufacturing facility located in Canandaigua, NY, which
includes a class 100 / class 1000 cleanroom facility - tooled for 6
inch diameter wafers - for the design, development, fabrication and
packaging of RF filters, MEMS and other semiconductor devices.
Akoustis Technologies, Inc. is headquartered in the Piedmont
technology corridor near Charlotte, North Carolina.
Forward-Looking Statements
This press release includes “forward-looking
statements” within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, that are intended to be covered by the “safe
harbor” created by those sections. These forward-looking statements
include, but are not limited to, statements regarding the intended
use of the net proceeds of the public offering of common stock.
Forward-looking statements include all statements that are not
historical facts and typically are identified by use of terms such
as “may,” “might,” “would,” “will,” “should,” “could,” “project,”
“expect,” “plan,” “strategy,” “anticipate,” “attempt,” “develop,”
“help,” “believe,” “think,” “estimate,” “predict,” “intend,”
“forecast,” “seek,” “potential,” “possible,” “continue,” “future”
and similar words, although some forward-looking statements are
expressed differently. Forward-looking statements are neither
historical facts nor assurances of future performance, events or
circumstances. Instead, these forward-looking statements are based
on management’s current beliefs, expectations and assumptions and
are subject to risks and uncertainties. Factors that could cause
actual results to differ materially from those currently
anticipated include, without limitation, risks relating to whether
market and other general economic conditions; the fact that the
Company’s management has broad discretion in the use of the
proceeds from the sale of common stock in the offering; the
Company’s limited operating history; the Company’s inability to
generate revenues or achieve profitability; the Company’s ability
to realize the anticipated benefits from business acquisitions
(including the acquisitions of RFM Integrated Device, Inc. and
Grinding and Dicing Services, Inc.); the possibility that costs or
difficulties related to the integration of acquired businesses’
operations will be greater than expected and the possibility of
disruptions to the Company’s business during integration efforts
and strain on management time and resources; the results of the
Company’s research and development activities, including
uncertainties relating to semiconductor process manufacturing; the
development of the Company’s XBAW® technology and products
presently under development and the anticipated timing of such
development; the Company’s ability to protect its intellectual
property rights that are valuable to its business, including patent
and other intellectual property rights; the Company’s ability to
successfully manufacture, market and sell products based on the
Company’s technologies; the Company’s ability to achieve
qualification of its products for commercial manufacturing in a
timely manner and the size and growth of the potential markets for
any products so qualified; the Company’s limited number of patents;
claims of infringement, misappropriation or misuse of third party
intellectual property, including the lawsuit filed by Qorvo, Inc.
in October 2021, that, regardless of merit, could result in
significant expense and negatively impact business results; the
Company’s inability to attract and retain qualified personnel; the
Company’s reliance on third parties to complete certain processes
in connection with the manufacture of its products; product quality
and defects; existing or increased competition; the Company’s
ability to meet the required specifications of customers and
achieve qualification of its products for commercial manufacturing
in a timely manner; the Company’s inability to successfully scale
its New York wafer fabrication facility and related operations
while maintaining quality control and assurance and avoiding delays
in output; the rate and degree of market acceptance of any of the
Company’s products; the Company’s ability to raise funding to
support operations and the continued development and qualification
of its products and the technologies underlying them; the impact of
the COVID-19 pandemic, Russian-Ukrainian conflict and other sources
of volatility on the Company’s operations, financial condition and
the worldwide economy; increases in prices for raw materials,
labor, and fuel caused by rising inflation; the impact of potential
shortages in supplies needed to manufacture the Company’s products,
or needed by its customers to manufacture devices incorporating its
products; the Company’s ability to service its outstanding
indebtedness; the Company’s ability to achieve design wins from
current and future customers; contracting with customers and other
parties with greater bargaining power and agreeing to terms and
conditions that may adversely affect the Company’s business; risks
related to doing business in foreign countries, including China;
any security breaches, cyber-attacks or other disruptions
compromising the Company’s proprietary information and exposing us
to liability; the Company’s failure to innovate or adapt to new or
emerging technologies, including in relation to its competitors;
the Company’s failure to comply with regulatory requirements;
results of any arbitration or litigation that may arise; stock
volatility and illiquidity; dilution caused by any future issuance
of common stock or securities that are convertible into or
exercisable for common stock; the Company’s failure to implement
its business plans or strategies; and the Company’s ability to
maintain effective internal control over financial reporting. These
and other risks and uncertainties are described in more detail in
the Risk Factors and Management’s Discussion and Analysis of
Financial Condition and Results of Operations sections of the
Company’s most recent Annual Report on Form 10-K and in
subsequently filed Quarterly Reports on Form 10-Q and the Risk
Factors sections of the final prospectus supplement describing the
terms of the offering that was filed with the SEC. Considering
these risks, uncertainties and assumptions, the forward-looking
statements regarding future events and circumstances discussed in
this document may not occur, and actual results could differ
materially and adversely from those anticipated or implied in the
forward-looking statements. You should not rely upon
forward-looking statements as predictions of future events. The
forward-looking statements included in this document speak only as
of the date hereof and, except as required by law, the Company
undertakes no obligation to update publicly or privately any
forward-looking statements, whether written or oral, for any reason
after the date of this document to conform these statements to new
information, actual results or to changes in its expectations.
Contact:
COMPANY:
Tom Sepenzis
Akoustis Technologies, Inc.
VP of Corporate Development & IR
(980) 689-4961
tsepenzis@akoustis.com
The Del Mar Consulting Group, Inc.
Robert B. Prag, President
(858) 794-9500
bprag@delmarconsulting.com
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