Ad hoc announcement pursuant to Art. 53 LR
YVERDON-LES-BAINS, Switzerland, 26 June, 2023 – Leclanché SA (SIX: LECN), one of the world’s leading manufacturers of heavy-duty industrial batteries, announced the decisions by the Company’s shareholders on the proposals of the Board of Directors at its 2023 Annual General Meeting (AGM) held today at CEI – Rue Galilée 13, 1400 Yverdon-les-Bains, Switzerland, Meeting room: “Galilée”.
The shareholders approved a proposal by the Board of Directors to convert existing debt contracted with SEF-Lux and other investment partners in the amount of CHF 66,684,928.67 into equity, through an ordinary capital increase. This restructuring measure, strengthening the balance sheet, should drive continued investment interest during a period of expected strong growth in Leclanché’s order book in the fast-growing e-Mobility sector.
The Board of Directors proposition to increase the Company’s share capital in the amount of CHF 14,129,985.90, to bring it from CHF 44,481,491.00 to CHF 58,611,476.90 by way of two ordinary capital increases, has been approved.
The five members of the Board, Mr. Alexander Rhea, Mr. Marc Lepièce, Mr. Christophe Manset, Mr. Bernard Pons and Mr. Ali Sherwani have been re-elected. Mr. Alexander Rhea has been re-elected as Chairman of the Board of Directors. The members of the Appointment and Remuneration Committee, Mr. Marc Lepièce and Mr. Christophe Manset have been re-elected and Mr. Alexander Rhea has been elected.
The Swiss Corporate Law Reform, providing for certain revisions effective since 1 January 2023, necessitates adaptations to the articles of association to ensure alignment with the updated regulations. The amendments approved by the shareholders reflect not just the requirements of the new law, but also a commitment to upholding shareholder rights, modernising corporate governance, and aligning with the latest market standards. Key areas addressed in the amendments include the introduction of the capital band to provide enhanced financial flexibility, the incorporation of provisions for the use of electronic means for improved shareholder participation and general revisions to ensure adherence to the new law. Additionally, voluntary adjustments have been made to further consolidate the governance structure. The Board of Directors believes that these amendments will reinforce the governance framework and demonstrate the commitment to the highest standards of corporate conduct.
The shareholders have approved maximum aggregate amount of the Executive Committee’s compensation at CHF 2,350,000.00, for the financial year 2024. This amount is half what was approved for financial year 2023.
Business Operations Update
In their speeches, the executive management team of Leclanché Group, outlined the Company’s progress within the following business segments.
Speciality Battery Business
Alexander Rhea, Chairman of the board of directors of Leclanché, said: “Leclanché’s new board of directors’ main focus in 2023 has been to guide the new management to concentrate all of its efforts towards its core knowhow and expertise, which is heavy-duty industrial battery manufacturing, in order to secure long term growth and innovation and lay a solid groundwork for numerous future prospects. As announced through its various press releases during the year, these efforts have been observed by the industry which has allowed Leclanché to see significant growth of its pipeline and firm orders. In this context, the Board has great faith in the Company’s long-term ability to generate value for its shareholders as the Company fosters future expansion. Over the past years, the Company has strategically allocated substantial resources to enhance its manufacturing capacity and has diligently invested in research and development, which is why such focus is important. This focus is already paying off as the Company is actively building its order book.”
Leclanché is a world leading provider of low-carbon footprint energy storage solutions based on lithium-ion cell technology. Established in 1909 in Yverdon-les-Bains, Switzerland, Leclanché’s history and heritage is rooted in battery and energy storage innovation. The company’s Swiss culture for precision and quality, together with its production facilities in Germany, make Leclanché the partner of choice for companies seeking the very best in battery performance and who are pioneering positive changes in how energy is produced, distributed and consumed around the world. Leclanché is organised into three business units: energy storage solutions, e-Mobility solutions and specialty battery systems. The company currently employs over 350 people with representative offices in eight countries around the world. Leclanché is listed on the Swiss Stock Exchange (SIX: LECN).SIX Swiss Exchange: ticker symbol LECN | ISIN CH 011 030 311 9
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.
Media Switzerland /Europe:
T: +41 (0) 79 785 35 81
Media North America:
Henry Feintuch / Ashley Blas
T: +1-646-753-5710 / +1-646-753-5713
T: +49 (0) 711 947 670
Pasquale Foglia / Pierre Blanc
T: +41 (0) 24 424 65 00
 SEF-Lux refers to: Strategic Equity Fund SCA SICAV RAIF – Renewable Energy (RE) (including the former Strategic Equity Fund SCA SICAV RAIF – E Money Strategies (EMS) and the former Strategic Equity Fund SCA SICAV RAIF – Multi Asset Strategy), Golden Partner Private Equity FOF, AM Investment S.C.A. SICAV – FIS – R&D Sub-Fund, AM Investment S.C.A. SICAV – FIS – Liquid Assets Sub-Fund, AM Investment S.C.A. SICAV – FIS – Illiquid Assets Sub-Fund collectively and in aggregate the main shareholder of LECLANCHE SA, hereunder referred to as “SEF-Lux”. Pure Capital S.A. being the beneficial owner as per the reporting platform of SIX Exchange Regulation AG’s Disclosure Office – Date of publication of the most recent notification: 10 January 2023.