VANCOUVER, British Columbia and AUSTIN, Texas, June 09, 2025 (GLOBE NEWSWIRE) — Inspire Semiconductor Holdings Inc. (“InspireSemi” or the “Company”), a chip design company that provides revolutionary high-performance, energy-efficient accelerated computing solutions for High Performance Computing (HPC), AI, graph analytics, and other compute-intensive workloads, announces that on June 2, 2025 it closed a non-brokered private placement comprised of proportionate voting share units (“PV Units”) for total proceeds of US$3,000,005 as was announced in its press release dated April 21, 2025.
The offering was wholly subscribed for by the third party investment company (the “Investor”) who previously subscribed under the convertible loan agreement dated September 23, 2024 (as described in the Company’s press release dated September 23, 2024) pursuant to the Investor’s right of first refusal thereunder.
The Investor was issued 315,790 PV Units at a price per PV Unit of US$9.50. Each PV Unit consists of one proportionate voting share in the capital of the Company (each a “PV Share”) and one half of one PV Share purchase warrant of the Company (each whole warrant a “PV Warrant”). Each whole PV Warrant is exercisable for one PV Share at a price per share of US$9.50.
All securities issued are subject to resale restrictions pursuant to applicable securities law requirements until October 3, 2025.
The Company intends to use the proceeds for general working capital purposes. No finder’s fees were payable on any portion of the funds raised.
Secured Loan Extension
The Company is also pleased to announce it has agreed an extension with certain investors to the maturity date of certain loans received by it under the secured loan facility (the “Loan Agreement”) announced by the Company and further described in its press releases dated April 1, April 30, and June 14, 2024.
The following amounts will now all be due on October 31, 2025 rather than their original date of maturity:
- US$250,000 that was scheduled to be due on March 28, 2025
- US$300,000 that was due on April 29, 2025; and
- US$290,000 that was due on June 14, 2025.
As consideration for agreeing to the extension the Company has extended the expiry dates of 87,468 warrants granted to the extending investors to February 27, 2026. All interest that became due on such amounts to the date of their initial maturity was paid by the Company to the extending investors in cash.
An additional US$200,000 of principal plus accrued interest of US$20,000 that was due on March 28, 2025 has been repaid to investors who did not wish to extend the maturity date.
Other Security Issuances
Interest Payment
The Company has issued an aggregate of 22,512.50 PV Shares at a deemed issuance price of $16.00 per PV Share to settle in full $360,200 in interest owing (the “Interest Payment“) to the holders of outstanding 10% unsecured convertible debentures issued on May 19, 2023 (the “Debentures“).
The Debentures mature on May 19, 2026 and carry an annual interest rate of 10%, accrued and payable annually on May 19 and payable in cash or PV Shares at the option of the Company. Under the terms of the indenture pursuant to which the Debentures are issued, the interest payable to the holders of Debentures is payable in PV Shares at a price per PV Share equal to 100 times the fair market value of the Company’s subordinate voting shares (“SV Shares”) as determined by the board of directors of the Company on May 19, 2025.
All PV Shares issued in connection with the Interest Payment are issued in reliance on certain prospectus exemptions available under securities legislation and are subject to a four month and one day statutory hold period expiring September 21, 2025.
Consulting Agreement
The Company further announces that it has entered into to a 12 month fixed term consulting agreement dated June 9, 2025 with an arm’s length consultant who is providing strategic advisory services. The services will be paid for in proportionate voting shares (“PVS”) and therefore the Company has issued 10,000 PVS at a price per PVS of C$16.00 that vest monthly over the term of the agreement.
Stock Options
The Company also announces its board of directors approved a grant of stock options dated June 2, 2025 (the “Options“) to (i) an officer of the Company to acquire a total of 2,000,000 subordinate voting shares in the capital of the Company (“SV Shares”) and (ii) to employees of the Company to acquire a total of 1,485,000 SV Shares, each at an exercise price of C$0.16.
All of the Options are exercisable for a ten-year term expiring June 2, 2035 and were granted pursuant to currently available stock option pool under the Company’s omnibus equity incentive plan (the “Plan“). All of the Options are subject to the terms of the Plan and applicable option agreements and are subject to vesting provisions.
About InspireSemi
InspireSemi provides revolutionary high-performance, energy-efficient accelerated computing solutions for High-Performance Computing (HPC), AI, graph analytics, and other compute-intensive workloads. The Thunderbird I ‘supercomputer-cluster-on-a-chip’ is a disruptive, next-generation datacenter accelerator designed to address multiple underserved and diversified industries, including financial services, computer-aided engineering, energy, climate modeling, cybersecurity, and life sciences & drug discovery. Based on the open standard RISC-V instruction set architecture, InspireSemi’s solutions set new standards of performance, energy efficiency, and ease of programming. InspireSemi is headquartered in Austin, TX.
For more information visit https://inspiresemi.com
Follow InspireSemi on LinkedIn
Company Contact
Jack Cartwright, CFO
(737) 471-3230
invest@inspiresemi.com
Cautionary Statement on Forward-Looking Information
This press release contains certain statements that constitute forward-looking information within the meaning of applicable securities laws (“forward-looking statements”). Statements concerning InspireSemi’s objectives, goals, strategies, priorities, intentions, plans, beliefs, expectations and estimates, and the business, operations, financial performance and condition of InspireSemi are forward-looking statements. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or variations (including negative variations) of such words and phrases, or statements formed in the future tense or indicating that certain actions, events or results “may”, “could”, “would”, “might” or “will” (or other variations of the forgoing) be taken, occur, be achieved, or come to pass.
Forward-looking information includes, but is not limited to, information regarding the Delisting and any future listing. Forward-looking information is based on currently available competitive, financial and economic data and operating plans, strategies or beliefs as of the date of this presentation, but involve known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, performance or achievements of InspireSemi, to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors may be based on information currently available to the Company including information obtained from third-party industry analysts and other third-party sources and are based on management’s current expectations or beliefs. Any and all forward-looking information contained in this news release is expressly qualified by this cautionary statement.
Investors are cautioned that forward-looking information is not based on historical facts but instead reflect management’s expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Forward-looking information reflects management’s current beliefs and is based on information currently available to them and on assumptions they believe to be not unreasonable in light of all of the circumstances. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.
Should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.
