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POET Technologies Announces Pricing of US$150 Million Registered Direct Offering of Common Shares

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POET Technologies (NASDAQ: POET) entered into securities purchase agreements for a registered direct offering of 20,689,656 common shares expected to generate approximately US$150 million in gross proceeds before expenses. The closing is expected on or about January 23, 2026, subject to customary conditions. The company intends to use net proceeds for corporate development, targeted acquisitions, scaling R&D, accelerating high-speed optical module and light source businesses, expanding operations, and general working capital. Titan Partners is sole placement agent. The offering is being made in the U.S. under a Form F-3 shelf that became effective January 22, 2026.

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Positive

  • Gross proceeds of approximately US$150 million
  • Registered direct sale of 20,689,656 common shares
  • Proceeds earmarked for targeted acquisitions and R&D scale-up
  • Form F-3 shelf registration effective January 22, 2026

Negative

  • Issuance of 20,689,656 shares will dilute existing shareholders
  • Offering is limited to the U.S., excluding non‑U.S. investors
  • Press release does not disclose the per-share price or post-offering share count

News Market Reaction

-17.08% 3.7x vol
27 alerts
-17.08% News Effect
-20.4% Trough in 10 hr
-$227M Valuation Impact
$1.10B Market Cap
3.7x Rel. Volume

On the day this news was published, POET declined 17.08%, reflecting a significant negative market reaction. Argus tracked a trough of -20.4% from its starting point during tracking. Our momentum scanner triggered 27 alerts that day, indicating elevated trading interest and price volatility. This price movement removed approximately $227M from the company's valuation, bringing the market cap to $1.10B at that time. Trading volume was very high at 3.7x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Registered shares: 20,689,656 common shares Gross proceeds: US$150 million Expected closing date: January 23, 2026 +1 more
4 metrics
Registered shares 20,689,656 common shares Common shares sold in the registered direct offering
Gross proceeds US$150 million Expected gross proceeds before expenses from the offering
Expected closing date January 23, 2026 Planned closing of the registered direct offering
AI infrastructure scope Chip-to-chip to mobile networks Range of AI infrastructure levels targeted by POET’s optical engines

Market Reality Check

Price: $6.91 Vol: Volume 8,316,307 is 1.09x...
normal vol
$6.91 Last Close
Volume Volume 8,316,307 is 1.09x the 20-day average of 7,640,859, only modestly elevated pre-offering. normal
Technical Shares at $8.37 are trading above the 200-day MA $5.58 and 11.05% below the 52-week high of $9.41.

Peers on Argus

POET was up 1.58% while key peers showed mixed moves (e.g., CEVA +2.12%, SKYT -4...

POET was up 1.58% while key peers showed mixed moves (e.g., CEVA +2.12%, SKYT -4.75%, AIP -1%), indicating a stock-specific setup rather than a broad semiconductor move.

Historical Context

5 past events · Latest: Jan 20 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Jan 20 Innovation awards Positive -0.7% Teralight optical engines recognized with product and technology innovation awards.
Nov 13 Earnings update Neutral -6.9% Q3 2025 results with small revenue, net loss and prior $250M equity financing.
Nov 13 Earnings details Neutral -6.9% Further Q3 2025 detail on two initial production orders and equity financings.
Nov 11 AI collaboration Positive +0.2% Strategic collaboration to co-develop 3.2Tbps optical engines for next-gen AI connectivity.
Nov 06 AI partnership Positive -11.8% Partnership with Sivers Semiconductors on light-engines for next-gen AI infrastructure.
Pattern Detected

Recent history shows POET often experiencing negative price reactions following positive strategic or financing news, especially around offerings and partnerships.

Recent Company History

Over the last few months, POET announced multiple strategic collaborations and financings. On Nov 6, 2025, it partnered with Sivers Semiconductors for AI datacenter light-engines, yet shares fell 11.85%. On Nov 11, 2025, an AI connectivity collaboration with Quantum Computing Inc. saw a flat reaction around +0.19%. Q3 2025 earnings on Nov 13, 2025 highlighted small revenue of $298,434 and a $9.4M net loss, with shares down about 6.93%. An innovation award win on Jan 20, 2026 also saw a slight decline. Against this backdrop, another sizable equity raise fits a pattern of capital-intensive growth plans.

Market Pulse Summary

The stock dropped -17.1% in the session following this news. A negative reaction despite the stated ...
Analysis

The stock dropped -17.1% in the session following this news. A negative reaction despite the stated growth ambitions fits prior patterns where POET’s financings and strategic deals were followed by declines of -3.74% to -11.85%. The new registered direct offering of 20,689,656 shares for US$150 million likely reinforced dilution concerns, even as management emphasized AI infrastructure opportunities. With shares already trading well above the 200-day MA $5.58, some investors may have reassessed valuation versus increased share count.

Key Terms

registered direct offering, form f-3, prospectus supplement
3 terms
registered direct offering financial
"for the purchase and sale of 20,689,656 common shares in a registered direct offering."
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
form f-3 regulatory
"pursuant to an automatic shelf registration statement on Form F-3 that was filed with the U.S. Securities and Exchange Commission"
Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.
prospectus supplement regulatory
"by means of a prospectus supplement, which will be filed with the SEC and will be available"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. Not financial advice.

TORONTO, Jan. 22, 2026 (GLOBE NEWSWIRE) -- POET Technologies Inc. ("POET" or the "Company") (NASDAQ: POET), a leader in the design and implementation of highly-integrated optical engines and light sources for artificial intelligence networks, today announced that it has entered into securities purchase agreements with institutional investors for the purchase and sale of 20,689,656 common shares in a registered direct offering. The offering is expected to result in gross proceeds of approximately US$150 million, before deducting offering expenses. The closing of the offering is expected to occur on or about January 23, 2026, subject to the satisfaction of customary closing conditions.

The Company intends to use the net proceeds from this investment for corporate development, including targeted acquisitions, scaling up of R&D, acceleration of its high-speed optical module and light source businesses, expanding operations, and general working capital.

Titan Partners, a division of American Capital Partners, is acting as the sole placement agent for the offering.

“POET’s Optical Interposer™ platform and the unique high speed optical engines and light source products based on it provide differentiated solutions at each level of AI infrastructure, from chip-to-chip data communications to data transfer within the datacenter to the mobile networks that deliver that data to users,” said Dr. Suresh Venkatesan, Executive Chairman & Chief Executive Officer of POET. “In each of these areas, we have either designed and developed our own unique components or secured partnerships with major component suppliers. We are seeing huge opportunities for both internal and inorganic growth. This offering is expected to expand our institutional investor base by attracting several new fundamental investors. With a substantial base of cash, we plan to accelerate our pursuit of targeted acquisitions, add to our capabilities and talent base, vertically integrate our products with differentiated components, and expand operations to pursue revenue opportunities across the board, in order to bring long-term value to shareholders.”

This offering is being made in the United States pursuant to an automatic shelf registration statement on Form F-3 that was filed with the U.S. Securities and Exchange Commission (the “SEC”) and became automatically effective on January 22, 2026. The offering is being made only in the U.S. and by means of a prospectus supplement, which will be filed with the SEC and will be available on the SEC’s website located at www.sec.gov. Electronic copies of the prospectus supplement may be obtained, when available, by contacting Titan Partners Group LLC, a division of American Capital Partners, LLC, 4 World Trade Center, 49th Floor, New York, NY 10007, by phone at (929) 833-1246 or by email at prospectus@titanpartnersgrp.com.

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 POET Technologies Inc.

POET is a design and development company offering high-speed optical engines, light source products and custom optical modules to the artificial intelligence systems market and to hyperscale data centers. POET's photonic integration solutions are based on the POET Optical Interposer™, a novel, patented platform that allows the seamless integration of electronic and photonic devices into a single chip using advanced wafer-level semiconductor manufacturing techniques. POET's Optical Interposer-based products are lower cost, consume less power than comparable products, are smaller in size and are readily scalable to high production volumes. In addition to providing high-speed (800G, 1.6T and above) optical engines and optical modules for AI clusters and hyperscale data centers, POET has designed and produced novel light source products for chip-to-chip data communication within and between AI servers, the next frontier for solving bandwidth and latency problems in AI systems. POET's Optical Interposer platform also solves device integration challenges across a broad range of communication, computing and sensing applications. POET is headquartered in Toronto, Canada, with operations in Singapore, Penang, Malaysia and Shenzhen, China. More information about POET is available on our website at www.poet-technologies.com.

 Media Relations Contact:
Adrian Brijbassi
Adrian.Brijbassi@poet.tech
Company Contact:
Thomas R. Mika, EVP & CFO
tm@poet.tech
 
    

Forward-Looking Information

This news release contains “forward-looking information” (within the meaning of applicable Canadian securities laws) and “forward-looking statements” (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995). Such statements or information are identified with words such as “anticipate”, “believe”, “expect”, “plan”, “intend”, “potential”, “estimate”, “propose”, “project”, “outlook”, “foresee” or similar words suggesting future outcomes or statements regarding any potential outcome. Such statements include the Company’s expectations concerning the timing for, expected proceeds from and impact of the offering, the Company’s expectations with respect to the success of the Company’s product development efforts, the performance of its products, the expected results of its operations, meeting revenue targets, and the expectation of continued success in the financing efforts, the capability, functionality, performance and cost of the Company’s technology as well as the market acceptance, inclusion and timing of the Company’s technology in current and future products and expectations for approval of proposals at the Company’s annual meeting of shareholders.

Such forward-looking information or statements are based on a number of risks, uncertainties and assumptions which may cause actual results or other expectations to differ materially from those anticipated and which may prove to be incorrect. Assumptions have been made regarding, among other things, management’s expectations regarding the success and timing for completion of its development efforts, the introduction of new products, financing activities, future growth, recruitment of personnel, opening of offices, plans for and completion of projects by the Company’s consultants, contractors and partners, availability of capital, and the necessity to incur capital and other expenditures. Actual results could differ materially due to a number of factors, including, without limitation, the risk that the conditions to closing the offering may not be satisfied in a timely manner or that the offering may not be consummated at all, the failure of its products to meet performance requirements, lack of sales in its products, once released, operational risks in the completion of the Company’s anticipated projects, risks affecting the Company’s ability to execute projects, the ability of the Company to generate sales for its products, the ability to attract key personnel, the ability to raise additional capital and the agreement by shareholders to approve proposals put forth by the Company at shareholders’ meetings. Although the Company believes that the expectations reflected in the forward-looking information or statements are reasonable, prospective investors in the Company’s securities should not place undue reliance on forward-looking statements because the Company can provide no assurance that such expectations will prove to be correct. Forward-looking information and statements contained in this news release are as of the date of this news release and the Company assumes no obligation to update or revise this forward-looking information and statements except as required by law.

120 Eglinton Avenue, East, Suite 1107, Toronto, ON, M4P 1E2- Tel: 416-368-9411 - Fax: 416-322-5075


FAQ

How much is POET raising in the registered direct offering (POET) on January 22, 2026?

POET expects to raise approximately US$150 million in gross proceeds from the offering.

How many shares is POET offering in the January 2026 registered direct offering (NASDAQ: POET)?

The offering covers 20,689,656 common shares.

When is the POET registered direct offering expected to close (POET)?

The company expects the closing on or about January 23, 2026, subject to customary conditions.

What will POET use the net proceeds for (POET)?

Net proceeds are intended for corporate development, targeted acquisitions, scaling R&D, accelerating optical module and light source businesses, expanding operations, and working capital.

Who is the placement agent for POET's January 2026 offering (POET)?

Titan Partners, a division of American Capital Partners, is acting as the sole placement agent.

Is POET's January 2026 offering available to international investors (POET)?

No; the offering is being made only in the United States under the Form F-3 shelf registration.
Poet Technologies Inc

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