Other Press Releases

Leclanché agenda for the upcoming Annual General Meeting of Shareholders

Thu Mar 13
  • Annual General Meeting to be held on April 3, 2014 in Yverdon-les-Bains

Yverdon-les-Bains, Switzerland, March 13, 2014 – Leclanché S.A. (SIX Swiss Exchange: LECN), specialized in the production of large-format lithium-ion cells and energy storage solutions, today publishes the invitation to its Annual General Meeting of shareholders, which will be held April 3, 2014 at 11:00 a.m. (doors open at 10.30 a.m.), at Y-PARC, Rue Galilée 15, CH-1400 Yverdon-les-Bains. Apart from the annual customary resolutions, including the approval of the annual report and statutory financial statements, and the capital reduction/increase (see below), shareholders will be asked to vote on the following agenda items required by the revised Swiss corporate law (Ordinance against Excessive Compensation with respect to Listed Stock Corporations): re-elections to the Board of Directors (Messrs Jim Atack, Stefan A. Müller, Antoine Spillmann and Bryan Urban), election of the Chairman of the Board (Mr Jim Atack), elections to the Remuneration Committee (Messrs Jim Atack, Stefan A. Müller and Bryan Urban) and election of the Independent Proxy. In addition, the company announces that Mr Armin Weiland has decided not to stand for re-election as Member of the Board of Leclanché SA.
Mr Atack, Chairman of the Board of Directors said: “We would like to thank Mr Armin Weiland for his valuable support as Board member of Leclanché during the last eight years and especially during the financial restructuring phase of the company. We wish him great success in his other projects and in all future endeavors.”
In the previous press release of March 5, 2014 Leclanché announced that it is currently taking all preparatory steps to enable the full conversion of the remaining outstanding convertible loan granted by Precept Fund Management SPC on behalf of Precept fund Segregated Portfolio (“Precept”) into ordinary shares of the Company.
In connection with the potential conversion of the convertible loan and to bring the nominal value of the shares in line with the conversion price under the convertible loan, the Board of Directors proposes shareholders to approve the following resolutions:
(i) a reduction of the share capital of the company of CHF 8,158,607.87 by way of par value reduction from currently CHF 2.11 to CHF 1.50 per share; in addition, the Board of Directors proposes to amend Article 3 quarter and Article 3 quinquies of the Articles of Association so that the Company will be able to source any convertible loan that Precept may grant to the Company in the future (if any) out of the authorized capital (Article 3 quarter) or the conditional capital (Article 3 quinquies); and

(ii) an ordinary capital increase of up to CHF 12,902,299.50* through the issuance of up to 8,601,533* new registered shares with a nominal value of CHF 1.50 for the conversion of the Precept loan; the pre-emptive rights are withdrawn in favour of Precept.
The Board of Directors reserves the right to withdraw and/or modify the proposals relating to the capital reduction and capital increase (above, i and ii) if the conversion of the loan granted by Precept into shares of the Company will take place before the Annual General Meeting.
* On or before the date of the Annual General Meeting of shareholders, the Board of Directors will publish the exact nominal amount by which the share capital shall be increased (such amount will at least be equal to CHF 8,158,607.87) and the exact number of new shares to be issued and the shareholders are invited to resolve accordingly.

Documentation
Shareholders registered with voting rights in the share register of the Company as of 28 March 2014 will be authorised to participate and vote at the Annual General Meeting.

About Leclanché

Headquartered in Switzerland, Leclanché SA is a leading provider of high-quality energy storage solutions designed to accelerate our progress towards a clean energy future. Leclanché’s history and heritage is rooted in over 100 years of battery and energy storage innovation and the Company is a trusted provider of energy storage solutions globally. This coupled with the Company’s culture of German engineering and Swiss precision and quality, continues to make Leclanché the partner of choice for both disruptors, established companies and governments who are pioneering positive changes in how energy is produced, distributed and consumed around the world. The energy transition is being driven primarily by changes in the management of our electricity networks and the electrification of transport, and these two end markets form the backbone of our strategy and business model. Leclanché is at the heart of the convergence of the electrification of transport and the changes in the distribution network. Leclanché is the only listed pure play energy storage company in the world, organised along three business units: stationary storage solutions, e-Transport solutions and specialty batteries systems. Leclanché is listed on the Swiss Stock Exchange (SIX: LECN).

SIX Swiss Exchange: ticker symbol LECN | ISIN CH 011 030 311 9

 

Disclaimer

This press release contains certain forward-looking statements relating to Leclanché’s business, which can be identified by terminology such as “strategic”, “proposes”, “to introduce”, “will”, “planned”, “expected”, “commitment”, “expects”, “set”, “preparing”, “plans”, “estimates”, “aims”, “would”, “potential”, “awaiting”, “estimated”, “proposal”, or similar expressions, or by expressed or implied discussions regarding the ramp up of Leclanché’s production capacity, potential applications for existing products, or regarding potential future revenues from any such products, or potential future sales or earnings of Leclanché or any of its business units. You should not place undue reliance on these statements. Such forward-looking statements reflect the current views of Leclanché regarding future events, and involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any future results, performance or achievements expressed or implied by such statements. There can be no guarantee that Leclanché’s products will achieve any particular revenue levels. Nor can there be any guarantee that Leclanché, or any of the business units, will achieve any particular financial results.

 

Contacts

 

Media Switzerland /Europe:

Thierry Meyer

 

T: +41 (0) 79 785 35 81

E-mail: tme@dynamicsgroup.ch

 

Media North America:

Henry Feintuch / Ashley Blas

T: +1-914-548-6924 / +1-509-494-4053

E-mail: leclanche@feintuchpr.com

 

Media Germany:

Christoph Miller

T: +49 (0) 711 947 670

E-mail: leclanche@sympra.de

 

Investor Contacts:

Anil Srivastava / Hubert Angleys

T: +41 (0) 24 424 65 00

E-mail: invest.leclanche@leclanche.com