Leclanché S.A.

Capital/Financing Update • Oct 18, 2011

News Details

Ad-hoc | 18 October 2011 07:15

Leclanché SA: Leclanché convenes an extraordinary general meeting and plans capital increase

Leclanché SA / Key word(s): AGM/EGM/Capital Increase

18.10.2011 07:15

Release of an ad hoc announcement pursuant to Art. 53 KR

Press Release

This document constitutes neither an offer to sell nor a solicitation to
buy any securities. It does not constitute a prospectus pursuant to art.
652a and/or 1156 of the Swiss Code of Obligations or art. 27 et seq. of the
SIX Swiss Exchange Listing Rules. A decision to invest in shares of
LECLANCHE S.A. should be based exclusively on the issue and listing
prospectus published by the company for such purpose. This press release
and the information contained herein are not for distribution in or into
the United States of America and must not be distributed to U.S. persons
(as defined in Regulation S of the U.S. Securities Act of 1933, as amended
('Securities Act')) or to publications with a general circulation in the
United States. This press release does not constitute an offer to sell or a
solicitation of an offer to purchase any securities in the United States.
The securities of LECLANCHE S.A. have not been and will not be registered
under the Securities Act and may not be offered, sold or delivered within
the United States or to U.S. persons absent registration under or an
applicable exemption from the registration requirements of the Securities
Act. There will be no public offer of securities of LECLANCHE S.A. in the
United States.

This press release is directed only to persons (i) who are outside the
United Kingdom or (ii) who have professional experience in matters relating
to investments falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2001 (as amended) (the
'Order') or (iii) who fall within Article 49(2)(a) to (d) ('high net worth
companies, unincorporated associations, etc.') of the Order (all such
persons together being referred to as 'Relevant Persons'). Any person who
is not a Relevant Person must not act or rely on this communication or any
of its contents. Any investment or investment activity to which this
communication relates is available only to relevant persons and will be
engaged in only with Relevant Persons.

Leclanché convenes an extraordinary general meeting and

plans capital increase

• The Board of Directors of Leclanché convenes an extraordinary general
  meeting on 8 November 2011, at which the shareholders of Leclanché SA
  will be asked to approve an ordinary share capital increase as well as
  the creation of conditional capital in order to raise up to CHF 28
  million.

• The funds will be used to finance the final phase of commissioning the
  new mass production line for large format lithium-ion cells, its
  adaptation to larger lithium-ion cells type 17.300, as well as other
  costs related to its ramp-up, and to increase the company's working
  capital in connection with the expansion of its production capacity and
  for general corporate purposes.

• Leclanché intends to enter the growing market of energy storage at
  industrial scale with a 'container' solution. For such applications,
  Leclanché will be using specifically suited larger format lithium-ion
  cells (type 17.300)

• As a result of using larger cells of type 17.300, the output of the new
  production line will increase from an annual electrical storage
  capacity of 40 MWh per year to up to 76 MWh per year. Construction of
  the new production unit, planned to start serial production by the end
  of Q2 2012, is on-going and on track.

Yverdon-les-Bains, 18 October 2011 - Leclanché SA (SIX Swiss Exchange:
LECN), specialized in the production of large-format lithium-ion cells and
energy storage solutions, today announces that the Board of Directors
convenes today an extraordinary general meeting on 8 November 2011 in
Yverdon-les Bains, at which the shareholders of Leclanché SA will be asked
to approve an ordinary share capital increase as well as the creation of
conditional capital leading to an inflow of funds in the amount of up to
CHF 28 million. The funds will be used to finance the final phase of
commissioning the new mass production line for large format lithium-ion
cells, as well as other costs related to its ramp-up, and to increase the
company's working capital in connection with the expansion of its
production capacity and for general corporate purposes. The planned capital
increase will primarily be based on the existing authorized capital of
1'617'925 shares, while the ordinary capital increase tranche is used to
provide the Company with additional flexibility in the offering process.

The planned funding will also allow Leclanché to adapt its new one million
cell mass production unit for a larger cell format (type 17.300), which
will increase its output from an annual electrical storage capacity of 40
MWh per year to up to 76 MWh per year. Construction of the new production
unit, planned to start serial production by the end of Q2 2012, is on-going
and on track.

Using notably the larger 17.300 format lithium-ion cells Leclanché intends
to also expand its product portfolio beyond its home storage solution by
adding an industrial 'container' storage module for the growing market of
large storage solutions.

'The planned capital increase is a requirement to pursue our industrial
development and take advantage of upcoming market opportunities,' said Rolf
Eckrodt, Chairman of the Board of Directors. 'Energy storage will be
crucial for the large-scale deployment of fluctuating renewable energy
worldwide, especially after the decision of several governments to phase
out nuclear energy. Following our agreement with Schüco, a German company
with sales of EUR 2.3bn in 2010 and one of the market leaders in solar
energy, to enter the emerging stationary home market, we believe that there
are also market opportunities and needs to provide energy storage for
utilities and other power stations, ' he added.

Rolf Eckrodt concluded, 'The use of the new and larger format cells and the
resulting upgrade of Leclanché's planned mass production line from 40 to 76
MWh annual capacity is a logical consequence of the significant progress
made by the Company this year on the commercial, technological, and
production fronts. It reflects as well the fundamental macroeconomic trend
in favour of renewable energies such as wind and solar, requiring new
solutions to store energy. The time to enter this new market is now, before
the best lots are claimed.'

The industrial storage solutions actually at the final specification phase
will consist of large containers accommodating about 7000 Leclanché
lithium-ion cells for a total capacity of approximately 500 kWh per
container. For this, Leclanché will be using larger format (type 17.300)
lithium-ion cells with titanate anodes, which allow high cycle lifetime of
up to 15.000 cycles and contain a patented ceramic separator as an
additional safety element. The manufacturing of larger format Titanate
lithium-ion cells will substantially increase Leclanché's installed annual
production capacity from 40 to 76 MWh. Industrial storage solutions can be
used not only by energy users such as plants and other commercial customers
but also by energy utilities and grid operators themselves.

The Company has until now implemented all the necessary steps in order to
set up the new mass production unit in Willstätt in Germany. While the
ground-breaking for a new building for cell formation took place in early
October 2011 the first machines of the new line are expected to be
delivered by the end of the year. Leclanché expect to commence serial
production of the larger cell format by the end of the second quarter of
2012 as previously announced.

The mass production unit will integrate a newly developed
environmentally-friendly production process, which uses water instead of
solvents in the production of electrodes required for the production of
lithium-ion cells.

Financing to be provided by a rights offering
The Company intends to increase its share capital by way of a discounted
rights offering which will be structured such that shares and shareholder
options will be offered together as units consisting of one share and one
shareholder option, at the offer price. Holders of shareholder options will
have the right to subscribe for new shares at a price, at an exercise ratio
and during an exercise period as determined by the Board of Directors in
the terms of the offering.

The Company intends to raise up to CHF 28 million from the rights offering.
The invitation to the extraordinary general meeting to be held on 8
November 2011 and the relevant resolutions to be considered in connection
with the rights offering will be sent to shareholders and are published
today, 18 October 2011, in the Swiss Official Gazette of Commerce. The
proposed offering is subject to approval by the extraordinary general
meeting.

The shares sold in the rights offering will be issued by way of an ordinary
capital increase proposed to the extraordinary general meeting and in a
capital increase based on the Company's existing authorised capital. The
ordinary capital increase tranche is used to provide the Company with the
flexibility in the offering process. If the offering is expected to meet
its target, the board of directors may consider to withdraw the proposal
for an ordinary capital increase.

The shares underlying the shareholder options will be issued from
conditional capital. In connection therewith, the board of directors of
Leclanché proposes to create a conditional capital in the maximum amount of
CHF 6'471'700 by issuing a maximum of 1'294'340 fully paid-in registered
shares with a nominal value of CHF 5.- each. Because pursuant to mandatory
Swiss corporate law provisions, conditional capital cannot exceed 50 per
cent of the current registered share capital of the Company of CHF
16,179,250, the board of directors proposes to decrease the existing
conditional share capital reserved for the issuance of employee options by
CHF 76,075 and delete the existing conditional capital pursuant to article
3 quinquies of CHF 6,395,625 reserved for the issuance of bonds or similar
debt instruments.

In connection with the ordinary capital increase, the Board of Directors
proposes the issuance of a maximum of 750'000 new registered shares with a
nominal value of CHF 5 each which will increase the share capital of the
Company by a maximum nominal amount of CHF 3'750'000 to a maximum of CHF
19'929'250.

About Leclanché
Leclanché specializes in the production of tailor-made energy storage
solutions and is a leading manufacturer of large-format lithium-ion cells
in Europe. Through a unique, patented ceramic separator technology for
increased thermal safety, the core element of lithium-ion cells, Leclanché
is capable of manufacturing cells with above-average safety features and a
significantly increased life in an automated production process. The
Company's core markets are industries that have the highest demands on
energy storage systems. They include energy storage solutions, which allow
better utilization of the power supply system, large hybrid diesel engines
and electric vehicles.

Leclanché currently operates a fully automated pilot production line for
large format lithium-ion cells with a theoretical annual maximum capacity
of up to 4 MWh. To prepare for an increase in demand, Leclanché is
currently in the process of expanding its production capacity by setting up
a new production line for large format lithium-ion cells with a theoretical
annual maximum capacity of up to 76 MWh.

Leclanché was founded in 1909 in Yverdon-les-Bains, Switzerland. Through
the integration of a spin-off from the Fraunhofer-Gesellschaft in 2006, the
Company developed from being a traditional battery manufacturer to becoming
a leading developer and manufacturer of lithium-ion cells in Europe.
Leclanché currently employs 110 staff and recorded revenues of CHF 15.05
million in 2010. The Company has its headquarters in Yverdon-les-Bains and
has production facilities in Willstätt, Germany. Leclanché is listed on the
SIX Swiss Exchange (LECN).

Media contact:

Christophe Lamps, Dynamics Group S.A.: Telephone: +41 79 476 26 87,
cla@dynamicsgroup.ch

Contact for German media:

Markus Wieser, CNC AG: Telephone: +49 89 599 458 114,
markus.wieser@cnc-communications.com

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.

18.10.2011 News transmitted by EquityStory AG.
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Language: English
Company: Leclanché SA
Av. des Sports 42
1400 Yverdon-les-Bains
Switzerland
Phone: +41 (24) 424 65-00
Fax: +41 (24) 424 65-20
E-mail: investors@leclanche.com
Internet: www.leclanche.com
ISIN: CH0016271550, CH0110303119
Swiss Security Number: 812950 , A1CUUB
Listed: SIX

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