Following the announcement by Raspberry Pi on 15 May 2024 of its expected intention to float, Raspberry Pi today confirms its intention to undertake an initial public offering (the “IPO” or the “Offer”) and certain details of the Offer.
The Company intends to apply for admission of its ordinary shares (the “Shares”) to the premium listing segment of the Official List of the FCA and to trading on the Main Market of the London Stock Exchange (“Admission”) which is currently expected to occur in June 2024.
Confirmation of Offer Details:
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The Offer will be comprised of (i) existing shares to be sold by certain shareholders, including Raspberry Pi Mid Co Limited, a wholly owned subsidiary of the Raspberry Pi Foundation, Raspberry Pi’s existing majority shareholder (the “Principal Shareholder”), and (ii) new shares to be issued by the Company to raise $40 million, the net proceeds of which will be used by the Company for engineering capital expenditure, to enhance its supply chain resilience and for other general corporate purposes.
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On 21 May 2024, the Principal Shareholder and the Company entered into separate cornerstone investment agreements with two of the Raspberry Pi’s existing shareholders, Arm Technology Investments 2 Limited (“Arm”) and Lansdowne Partners (UK) LLP (acting for and on behalf of certain of its funds) (“Lansdowne”). Pursuant to the terms of their respective agreements, Arm has agreed to purchase $35 million of Shares in the IPO and Lansdowne has agreed to purchase up to a maximum of $20 million of Shares in the IPO, in each case subject to customary conditions.
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The Offer will be a targeted offering to institutional investors outside of the United States pursuant to Regulation S and to QIBs in the United States pursuant to Rule 144A under the United States Securities Act of 1933 (the “Securities Act”) (the “Institutional Offer”).
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The Offer will also be made to Intermediaries using the Peel Hunt REX portal for distribution to retail investors in the United Kingdom (the “REX Intermediaries Offer”).
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It is expected that Shares representing up to 10% of the Ordinary Shares to be sold by the Principal Shareholder will be made available pursuant to an over-allotment option.
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Immediately following Admission, the Company expects that it would be eligible for inclusion in the FTSE UK indices.
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In connection to the Offer, each of the Company, Directors and the Principal Shareholder are expected to agree to customary lock-up arrangements restricting the disposal of Shares after Admission for a period of 180, 365 and 360 days respectively.
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Any additional details in relation to the Offer, together with any changes to corporate governance arrangements will be disclosed in the Prospectus.
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The Company has engaged Jefferies International Limited (“Jefferies”) and Peel Hunt LLP (“Peel Hunt”) as the Joint Global Co-ordinators, Joint Sponsors and Joint Bookrunners. |
Paul Williamson, Senior Vice President and General Manager, IoT Line of Business, at Arm, commented:
“With a shared vision to lower barriers to innovation and make computing accessible for everyone, Arm and Raspberry Pi are natural collaborators – and as demand for more compute and AI at the edge grows, Raspberry Pi’s solutions will continue to drive the adoption of high-performance IoT devices. Following our strategic investment in the business last year, we look forward to increasing our stake as Raspberry Pi steps into this new exciting chapter.”
Peter Davies, Partner & Head of Developed Markets Strategy at Lansdowne Partners, said:
“We are delighted to continue to support Raspberry Pi in its IPO. Since our initial investment three years ago, we have been incredibly impressed by the team and everything they have achieved with the business, and we are very excited about both the commercial and social impact they can continue to deliver in the future.”
Martin Hellawell, Non-Executive Chair of Raspberry Pi, commented:
“We are delighted to confirm our intention to float on the London Stock Exchange, underscoring our confidence in the UK as the home for innovative and growing global businesses. Raspberry Pi is a British computing success story, and this marks the next stage in the evolution of the company. Through the team’s dedication to excellence in high-performance, low-cost, general-purpose computing, Raspberry Pi has been transforming the global computing landscape since its first product was launched in 2012, successfully marrying a social agenda with commercial focus. The company’s strong financial track record has enabled it to distribute $50m to the Raspberry Pi Foundation to further their global educational mission, while providing affordable and exceptionally versatile computing platforms to support innovation by countless professional design engineers and Raspberry Pi enthusiasts around the world. We greatly appreciate the long-term support of our cornerstone investors, Arm and Lansdowne, and look forward to widening our shareholder base as we take the next steps in our journey.”
For more information, please contact:
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Alma Strategic Communications (Public Relations adviser to Raspberry Pi) |
T: +44 (0)203 405 0205 |
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Josh Royston, Andy Bryant, Caroline Forde, Hannah Campbell |
