IPO - GCT Semiconductor Holding, Inc.
Form Type: 424B5
Filing Date: 2025-05-16
Corporate Action: Ipo
Type: New
Accession Number: 000110465925049833
Filing Summary: GCT Semiconductor Holding, Inc. is offering 7,006,370 shares of common stock and common stock purchase warrants to institutional investors under a prospectus supplement. The shares are priced at $1.57 each, and each share comes with a warrant that allows the purchase of up to one and a half additional shares at an exercise price of $1.71. The offering aims to raise approximately $11 million in gross proceeds, with an expected net proceed of $10 million after deducting fees and expenses. The warrants will have no established public trading market, and they will not be listed on any exchange. The company estimates that the total offering will expand the common stock outstanding from 48,246,984 to 55,770,994 shares. Proceeds from the offering are intended for working capital and other general corporate purposes. Delivery of the securities is anticipated on May 16, 2025, subject to customary closing conditions.
Additional details:
Offering Price: 1.57
Total Offering Price: 11000000.90
Placement Agent Fees: 770000.06
Proceeds Before Expenses: 10230000.84
Estimated Expenses: 150000
Net Proceeds Estimate: 10000000
Form Type: S-3
Filing Date: 2025-04-23
Corporate Action: Ipo
Type: New
Accession Number: 000110465925038103
Filing Summary: On April 23, 2025, GCT Semiconductor Holding, Inc. filed a registration statement on Form S-3 with the SEC, which was necessitated due to the company's recent eligibility under SEC rules for this short-form registration. This statement updates and replaces an earlier registration under Form S-1 that allowed for the offering of up to 10,900,000 shares of common stock, initially registered as per the Business Combination Agreement with Concord III. B. Riley Principal Capital II is identified as the Selling Securityholder who will be offering these shares, having entered into a Purchase Agreement on April 23, 2024, facilitating the sale of up to $50 million worth of stock from GCT to B. Riley, with sales occurring at their discretion following the effectiveness of this registration statement. The company's main business includes the design and sale of communication semiconductors for various applications globally, with GCT common stock traded under the ticker symbol 'GCTS' on NYSE. GCT emphasizes that investors should carefully consider the document's risk factors before investing, reinforcing its emerging growth company status subject to reduced reporting requirements.
Additional details:
Company Name: GCT Semiconductor Holding, Inc.
State Of Incorporation: Delaware
Irs Employer Identification Number: 86-2171699
Address: 2290 North 1st Street, Suite 201, San Jose, California 95131
Telephone Number: (408) 434-6040
Executive Officer: John Schlaefer
Agent For Service Name: Albert Lung, Esq.
Agent For Service Address: Morgan, Lewis & Bockius LLP, 1400 Page Mill Road, Palo Alto, CA 94304
Agent For Service Telephone Number: (650) 843-4000
Number Of Shares: 10,900,000
Selling Securityholder: B. Riley Principal Capital II
Maximum Sale Proceeds: $50,000,000
Common Stock Price: $1.41
Warrant Price: $0.08
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