PicoCELA Inc. Announces Pricing of Initial Public Offering

Rhea-AI Summary

PicoCELA, a Tokyo-based enterprise wireless mesh solutions provider, has announced the pricing of its initial public offering (IPO) of 1,750,000 American Depositary Shares (ADSs) at $4.00 per ADS, raising gross proceeds of $7,000,000. Each ADS represents one common share of the company.

The company has granted underwriters a 45-day option to purchase up to 262,500 additional ADSs (15% of the offering) to cover over-allotments. Trading is expected to begin on the Nasdaq Capital Market on January 16, 2025, under the symbol 'PCLA', with the offering closing on January 17, 2025.

The net proceeds will be used for working capital for inventory production, product and service improvement, and research and development for new products and services. Benjamin Securities is acting as lead book-running representative, with Prime Number Capital as co-underwriter.

Positive

• Successful IPO raising $7 million in gross proceeds
• Listing on major exchange (Nasdaq Capital Market)
• Clear allocation of proceeds for inventory, product improvement, and R&D

Negative

• Relatively small IPO size indicating initial capital raise
• Potential dilution from 15% over-allotment option if exercised

Insights

Financial Analyst

This IPO marks PicoCELA's entry into the U.S. public markets with a relatively modest $7 million raise at $4.00 per ADS. The small offering size and low price point suggest this is a micro-cap offering targeting growth capital rather than a major liquidity event. The 15% over-allotment option of 262,500 additional ADSs provides flexibility to meet excess demand and stabilize early trading.

The intended use of proceeds focuses on three critical areas: inventory production working capital, product improvement and R&D - a balanced allocation strategy typical for early-stage tech companies. The choice of the Nasdaq Capital Market, which has lower listing requirements than the Nasdaq Global Market, aligns with the company's current size and stage.

For retail investors, it's important to note that small IPOs like this often face significant volatility and liquidity challenges. The relatively small float of 1.75 million shares could lead to substantial price swings. The involvement of smaller investment banks (Benjamin Securities and Prime Number Capital) rather than major underwriters also signals this is a smaller-scale offering that may receive institutional interest.

Tech Industry Analyst

PicoCELA's enterprise wireless mesh solutions position it in an increasingly relevant market segment as businesses seek robust, scalable wireless networking solutions. Wireless mesh networks offer advantages in coverage, reliability and deployment flexibility compared to traditional wireless networks - particularly valuable for large facilities, campuses and industrial environments.

The company's Japanese origins and expansion into U.S. markets through this IPO reflects a broader trend of Asian tech companies seeking growth capital and market presence in North America. The relatively modest raise suggests PicoCELA is taking a measured approach to market expansion rather than an aggressive scaling strategy.

The allocation of funds toward R&D and product improvement indicates awareness of the rapid innovation pace in enterprise networking. To compete effectively against established players like Cisco Meraki and Aruba, PicoCELA will need to maintain technological differentiation while building market presence. The working capital allocation for inventory suggests anticipation of increased demand, though supply chain execution will be critical.

TOKYO, Jan. 16, 2025 /PRNewswire/ -- PicoCELA Inc. ("PicoCELA" or the "Company"), a Tokyo-based provider of enterprise wireless mesh solutions, today announced the pricing of its initial public offering (the "Offering") of 1,750,000 American Depositary Shares ("ADSs") at a public offering price of $4.00 per ADS for a total of $7,000,000 of gross proceeds to the Company, before deducting underwriting discounts, non-accountable expense allowance, and offering expenses. Each ADS represents one common share of the Company.

In addition, PicoCELA has granted the underwriters a 45-day option to purchase up to 262,500 additional ADSs, representing 15% of the ADSs sold in this Offering, solely to cover over- allotments, if any, at the initial offering price, less underwriting discounts and non-accountable expense allowance. The ADSs are expected to begin trading on the Nasdaq Capital Market on January 16, 2025, under the ticker symbol "PCLA." The Offering is expected to close on January 17, 2025, subject to customary closing conditions.

PicoCELA intends to use the net proceeds from the Offering for (i) working capital for inventory production, (ii) product and service improvement, and (iii) research and development for new product and services.

Benjamin Securities, Inc. is acting as a lead book-running representative and Prime Number Capital LLC is acting as a co-underwriter in connection with this Offering. Hunter Taubman Fischer & Li LLC is acting as U.S. counsel to the Company, and Winston & Strawn LLP is acting as U.S. counsel to the underwriters in connection with the Offering. Spirit Advisors LLC is acting as the financial advisor and initial public offering consultant for the Company.

A registration statement on Form F-1, as amended (File No. 333-282931), relating to the Offering was filed with the U.S. Securities and Exchange Commission (the "SEC") and was declared effective by the SEC on December 20, 2024. The Offering is being made only by means of a prospectus, forming part of the effective registration statement. A copy of the final prospectus, when available, relating to the Offering may be obtained via the SEC's website at www.sec.gov.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About PicoCELA Inc.

PicoCELA is a Tokyo-based provider of enterprise wireless mesh solutions, specializing in the manufacturing, installation, and services of mesh Wi-Fi access point devices. PicoCELA Backhaul Engine, the Company's proprietary patented wireless mesh communication technology software, eliminates the need for extensive LAN cabling and enables flexible and easy installation of Wi-Fi network devices. PicoCELA also offers a cloud portal service, PicoManager, which allows users to monitor connectivity and communication traffic, as well as install edge-computing software on the Company's PCWL mesh Wi-Fi access points.

Forward-Looking Statements

Statements in this press release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute "forward-looking statements" within the meaning of The Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements relating to the expected trading commencement and closing dates. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "target," "will," "would," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including: the uncertainties related to market conditions and the completion of the Offering on the anticipated terms or at all, and other factors discussed in the "Risk Factors" section of the preliminary prospectus filed with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise.

For investor and media inquiries, please contact:

global@picocela.com

Logo - https://mma.prnewswire.com/media/2599954/PicoCELA_Logo.jpg

 

View original content to download multimedia:https://www.prnewswire.com/news-releases/picocela-inc-announces-pricing-of-initial-public-offering-302353100.html

SOURCE PicoCELA Inc.

FAQ

What is the IPO price for PicoCELA (PCLA) shares?

PicoCELA (PCLA) priced its IPO at $4.00 per ADS (American Depositary Share), with each ADS representing one common share of the company.

How much money did PicoCELA raise in its IPO?

PicoCELA raised $7,000,000 in gross proceeds through its initial public offering of 1,750,000 American Depositary Shares.

When will PCLA start trading on Nasdaq?

PCLA is expected to begin trading on the Nasdaq Capital Market on January 16, 2025.

How will PicoCELA use its IPO proceeds?

PicoCELA plans to use the net proceeds for working capital for inventory production, product and service improvement, and research and development for new products and services.

What is the over-allotment option in PCLA's IPO?

PicoCELA granted underwriters a 45-day option to purchase up to 262,500 additional ADSs (15% of the offering) to cover over-allotments at the initial offering price.