Press Release
Kista, 16 April 2026
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO UNITED STATES, AUSTRALIA, BELARUS, HONG KONG, JAPAN, CANADA, NEW ZEALAND, RUSSIA, SINGAPORE, SOUTH AFRICA, SOUTH KOREA OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL, BE SUBJECT TO LEGAL RESTRICTIONS OR WOULD REQUIRE REGISTRATION OR OTHER ACTIONS. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER TO BUY SECURITIES IN SIVERS SEMICONDUCTORS AB (PUBL). SEE ALSO THE SECTION "IMPORTANT INFORMATION" AT THE END OF THIS PRESS RELEASE.
The Board of Directors of Sivers Semiconductors AB ("Sivers Semiconductors" or the "Company") has resolved on a directed share issue of 8,620,000 ordinary shares, corresponding to approximately 125 MSEK (the "Directed Share Issue"). The Directed Share Issue is subject to approval from a subsequent extraordinary general meeting. The subscription price in the Directed Share Issue has been set at SEK 14.5 per share. The investors in the Directed Share Issue comprise of a limited number of Swedish and international institutional and other qualified investors, including both new and existing shareholders, including DNB Disruptive Opportunities, DNB Nordic Small Cap and Storebrand Sverigefond.
The Directed Share Issue
The Board of Directors of Sivers Semiconductors has resolved on a directed share issue of a total of 8,620,000 ordinary shares, at a subscription price of SEK 14.5 per share. The resolution by the Board of Directors is subject to approval at a subsequent extraordinary general meeting. The subscription price corresponds to a discount of approximately 1.3 percent compared to the VWAP during ten (10) trading days prior to announcement of the Directed Share Issue and a premium of approximately 29.8 percent compared to the VWAP during thirty (30) trading days prior to announcement of the Directed Share Issue. In determining the subscription price, consideration has also been given to the fact that shares cannot be delivered to the subscribers until the extraordinary general meeting has approved the Directed Share Issue. The Directed Share Issue amounts to a total of 125 MSEK before transaction costs. The investors in the Directed Share Issue comprise of a number of Swedish and international institutional and other qualified investors, including both new and existing shareholders, including DNB Disruptive Opportunities, DNB Nordic Small Cap and Storebrand Sverigefond. The subscription price has been determined by the Board of Directors based on arm's length negotiations with the investors.
Provided that the Directed Share Issue is approved at an extraordinary general meeting, the Directed Share Issue of 8,620,000 new ordinary shares will, on a fully diluted basis, including all outstanding stock options, convertibles and warrants, result in a dilution of approximately 2.5 percent of the total number of shares and votes in the Company.
As per the date hereof, there are 311,333,572 registered shares in the Company, divided into 296,534,751 ordinary shares and 14,798,821 series C shares. The Company holds 15,915,035 shares in treasury (1,116,214 ordinary shares and 14,798,821 series C shares), resulting in 295,418,537 shares outstanding (all ordinary shares). Each ordinary share carries one (1) vote, and each series C share carries one-tenth (1/10) of a vote. As a result of the Directed Share Issue, the total number of shares in the Company will increase by 8,620,000 from 311,333,572 to 319,953,572 and the total number of votes will increase by 8,620,000 from 298,014,633.1 to 306,634,633.1. The share capital will increase by SEK 4,310,000, from SEK 155,666,786 to SEK 159,976,786.
Background and rationale
The Directed Share Issue is driven by significant demand from long-term institutional investors who share the Board's confidence in the Company's strategic direction and growth potential. The primary aim of the transaction is to onboard new committed long-term investors that believe in the future of Sivers Semiconductors. The proceeds from the Directed Share Issue are intended to be used firstly to accelerate pipeline growth and product proliferation in Photonics (Indium Phosphide lasers, optical amplifiers) for AI datacenter and LIDAR applications and Wireless (mmWave beamformers, antenna arrays) for SATCOM, 5G and defense applications, with expanded R&D and sales and Go-To-Market presence. Secondly, proceeds will be used to invest in upgrading organizational capabilities, processes, and systems to enhance operational readiness, supporting increased scale, and addressing the more demanding market and regulatory environments. Thirdly, proceeds will be used to strengthen the balance sheet and enhance financial flexibility, providing resilience and sufficient liquidity to support execution of strategic initiatives and manage timing differences and additional costs associated with growth and organizational transformation.
"We are very pleased to have brought together a strong focused group of institutional investors who not only share our long-term view of the company, but also have a deep understanding of the innovative products we are developing for the two most happening markets of our time." says Vickram Vathulya, CEO of Sivers Semiconductors.
"The capital raised, which is a small fraction (approximately 2.0 percent) of our market cap, provides us with the ability to accelerate product development and ramps for our key customers, strengthen the go to market organization to capitalize on the rapidly growing opportunity pipeline, and progress towards the next inflection point in our transformational growth journey".
Deviation from the shareholders' pre-emptive rights
In respect of the Directed Share Issue, the Board of Directors of the Company has made an overall assessment and carefully considered the possibility of raising capital through a share issue with preferential rights for the Company's shareholders. The Board of Directors considers that the reasons for deviating from the shareholders' preferential rights are (i) to diversify and strengthen the Company's shareholder base with institutional investors in order to enhance the liquidity of the Company's shares, (ii) that a rights issue would take significantly longer to implement and entail a higher risk of a negative effect on the share price, especially in light of the current volatile and challenging market conditions, and (iii) that the implementation of a directed share issue can be done at a lower cost and with less complexity than a rights issue. Considering the above, the Board of Directors has made the assessment that a directed new issue of ordinary shares with deviation from the shareholders' preferential rights is the most favourable alternative for the Company to carry out the capital raising.
As the subscription price in the Directed Share Issue has been determined based on arm's length negotiations with the investors, the Board of Directors assesses that the subscription price reflects current market conditions and demand.
Extraordinary general meeting
The Board of Directors will today, through a separate press release, convene an extraordinary general meeting to approve the Directed Share Issue. The meeting will be held on or around 11 May 2026.
Lock-up undertakings
The Company has undertaken a lock-up undertaking, with certain exceptions, not to issue additional shares for a period of 180 calendar days after completion of the Directed Share Issue. In addition, shareholding board members Bami Bastani, Tomas Duffy, Karin Raj and Todd Thomson as well as the Company's CEO Vickram Vathulya, and CFO Heine Thorsgaard have undertaken not to sell any shares in the Company for a period of 90 days after completion of the Directed Share Issue, subject to customary exceptions.
Advisers
Pareto Securities AB is acting as Manager and Setterwalls Advokatbyrå AB is legal adviser to the Company in connection with the Directed Share Issue.
For more information, please contact:
Heine Thorsgaard
CFO, Sivers Semiconductors
Telephone: +45 2241 8090
Email: ir@sivers-semiconductors.com
This information is such insider information that Sivers Semiconductors AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on 16 April 2026 at 12:22 AM CEST.
About Sivers Semiconductors
Sivers Semiconductors is a critical enabler of a greener data economy with energy ef?cient photonics & wireless solutions. Our differentiated high precision laser and RF beamformer technologies help our customers in key markets such as AI Datacenters, SATCOM, Defense and Telecom solve essential performance challenges while enabling a much greener footprint. For additional information, please visit us at: www.sivers-semiconductors.com. (SIVE.ST)
Important information
This announcement is not for publication, release or distribution, in whole or in part, directly or indirectly, in or into the United States of America (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Singapore, South Africa, South Korea or any other jurisdiction in which publication, release or distribution would be unlawful.
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 shares in the capital of the Company in the United States, Australia, Belarus, Hong Kong, Japan, Canada, New Zealand, Russia, Singapore, South Africa, South Korea 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 the securities laws of such jurisdictions.
This announcement is not a prospectus for the purposes of Regulation (EU) 2017/1129 (the "Prospectus Regulation") and has not been approved by any regulatory authority in any jurisdiction. The Company has not authorized any offer to the public of shares or other securities in any member state of the EEA and no prospectus has been or will be prepared in connection with the Directed Share Issue. In any EEA Member State, this communication is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Regulation.
In the United Kingdom, this document and any other materials in relation to the securities described herein is only being distributed to, and is only directed at, and any investment or investment activity to which this document relates is available only to, and will be engaged in only with, "qualified investors" (within the meaning of the Prospectus Regulation as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"), who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). In the United Kingdom, any investment or investment activity to which this communication relates is available only to, and will be engaged in only with, relevant persons. Persons who are not relevant persons should not take any action on the basis of this press release and should not act or rely on it.
The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold or transferred, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. No public offering of the Directed Share Issue is being made in the United States, Sweden or elsewhere.
This announcement has been issued by, and is the sole responsibility of, the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Pareto Securities AB, or by any of their affiliates or agents as to or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.
The distribution of this announcement and the offering of the securities referred to herein in certain jurisdictions may be restricted by law. No action has been taken by the Company, Pareto Securities AB or any of their respective affiliates that would, or which is intended to, permit an offering of the securities in any jurisdiction or result in the possession or distribution of this announcement or any other offering or publicity material relating to the securities in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company and Pareto Securities AB to inform themselves about, and to observe, such restrictions.
This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in the Directed Share Issue. Any investment decision to buy or subscribed for shares in the Directed Share Issue must be made solely on the basis of publicly available information, which has not been independently verified by Pareto Securities AB.
This announcement does not constitute an invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities in any jurisdiction. This announcement does not constitute a recommendation concerning any investor's option with respect to the Directed Share Issue. Each investor or prospective investor should conduct his, her or its own investigation, analysis and evaluation of the business and data described in this announcement and publicly available information. The price and value of securities can go down as well as up. Past performance is not a guide to future performance.
This announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events. These statements, which sometimes use words such as "aim", "anticipate", "believe", "intend", "plan", "estimate", "expect" and words of similar meaning, reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions which could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. Statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this announcement is subject to change without notice and, except as required by applicable law or the Nordic Main Market Rulebook for Issuers, the Company does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it and nor do they intend to. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement. No statement in this announcement is or is intended to be a profit forecast or profit estimate or to imply that the earnings of the Company for the current or future financial years will necessarily match or exceed the historical or published earnings of the Company. As a result of these risks, uncertainties and assumptions, the recipient should not place undue reliance on these forward-looking statements as a prediction of actual results or otherwise.
The English text is an unofficial translation of the original Swedish text. In case of any discrepancies between the Swedish text and the English translation, the Swedish text shall prevail.
