As resolved by the AGM, the nomination committee of Impact Coatings shall comprise three members representing the company’s largest shareholders in terms of votes, together with the Chairman of the Board as an adjunct member. If any of the three largest shareholders decides not to exercise the right to appoint a representative on the nomination committee, the right is passed on to the next largest shareholder.
The nomination committee for the AGM 2025 in Impact Coatings consists of: Kai Tavakka, Chairman, appointed by Accendo Capital SICAV RAIF Joseph Boadi-Darkwah, appointed by Hyundai Motor Company Hans Österberg, private investor Mark Shay, Chairman of the Board, adjunct member
The AGM will be held in Linköping on May 21, 2025. The proposals of the nominating committee will be published in the invitation to the AGM and will be made available on the company website, www.impactcoatings.com.
Shareholders who wish to submit proposals to the nomination committee may do so via e-mail to investors@impactcoatings.com no later than February 1, 2025.
An Extraordinary General Meeting (EGM) of shareholders of Impact Coatings AB (publ), which is listed on Nasdaq First North Growth Market, was held today. 30,256,770 shares, corresponding to 34.58% of the total outstanding votes, participated at the EGM.
The EGM decided:
To approve the Board’s proposal on implementation of a warrant-based incentive program for key persons.
To approve a Shareholder’s proposal on implementation of a warrant-based incentive program for a board member.
That the Board of Directors is granted a mandate to make minor corrections to decisions taken at the EGM as related to registration with the Swedish Companies Registration Office and Euroclear Sweden AB.
FINANCIAL RESULTS THIRD QUARTER 2024
FINANCIAL RESULTS JANUARY-SEPTEMBER 2024
BUSINESS HIGHLIGHTS DURING THE THIRD QUARTER 2024
BUSINESS HIGHLIGHTS AFTER THE PERIOD
[1] Metals for electrolysis are invoiced in a cost-neutral manner and do not affect operating profit.[2] Includes severance pay for the former CEO of SEK 3.0 million.[3] Future agreed leasing revenue of SEK 10.7 million over 54 months for a production line in Coating Service Center China is not included in the backlog figures.
CEO’s COMMENTARY
During the third quarter, Impact Coatings continued to show growth across the business, primarily driven by consistency in system sales. Our efforts to improve production efficiency and refine our delivery strategy have contributed to shorter lead times and increased volumes, particularly to China. With continued strong demand and positive momentum in both system sales and Coating Services, we look forward to building on this success in the coming quarters. Growth across business areasNet sales for the third quarter amounted to SEK 31.7 million (14.8). No metals for electrolysis were invoiced separately during the quarter. Net sales on a rolling twelve-month basis reached SEK 100 million for the first time, indicating the endurance of our focused sales efforts and continuity in system sales.
The quarter’s growth is attributed to the successful delivery of another INLINECOATER™ IC2000 to Boyuan in September. This system delivery significantly contributed to system sales, which amounted to SEK 21.5 million (0) during the quarter.
Coating Services continued its positive trend over the year, although revenues remain at lower levels compared to 12 months ago due to delayed orders in electrolysis, as previously communicated. Net sales from Coating Services amounted to SEK 6.6 million (8.4) for the quarter, excluding metals for electrolysis, primarily driven by Coating Service Center China, which remains in full operation.
Aftermarket sales were higher than in the corresponding period last year.
Successful delivery strategyDuring the third quarter, we again demonstrated the results of our new delivery strategy with the successful delivery of another IC2000 system within the same quarter as the order was received. The delivery to Boyuan in China confirms that our focus on standardization and forecast-based system production increases efficiency.
The IC2000 has quickly become a flagship in our product line and is, due to its capacity, particularly attractive to customers with large-scale production needs. Repeat orders from customers show that the IC2000 not only meets today’s demands but also delivers long-term value through its reliability in rapidly growing markets.
Moving forward, we will work on refining software, coating processes, and other system functionalities. The modular design of the IC2000 allows us to update existing systems with new software and technical upgrades to certain hardware components. The combination of quick adaptability and a more streamlined production process gives our customers and us a strong position in the market. We are confident that faster deliveries will enhance our competitiveness and drive long-term sales growth.
Increased capacity at Coating Service Center ChinaOur Coating Service Center China has been operating at full production capacity in two-shifts since the second quarter 2024. With machine setup time and preparations for the next shift, this in practice means round-the-clock production at the factory. The planned IC2000 system for the Shanghai plant, which was communicated in the Q2 2024 report, has shipped during October. The addition of another system will more than double the facility’s capacity, giving us a strong position to meet the high demand for fuel cell coatings in the Chinese market.
During my visit to China in early September, it became clear that the market is moving. Players in the fuel cell segment are gearing up for increasing demand. Our position as a strategic partner, to grow alongside them, is crucial to our establishment in this emerging landscape. It is still a market in development, but we see significant opportunities and look forward to being part of this growth.
Strengthened collaborationIn September, we signed a Letter of Intent with FTXT in China, a subsidiary of Great Wall Motors and a leading player in fuel cell technology. The intention is to collaborate regarding coating development and allow them to test our coatings in their development cycle, opening up future growth opportunities and technological innovation in fuel cell applications for vehicles.
The Letter of Intent is a direct result of a collaboration described in a press release on April 18, 2024, when we received official approval as a volume supplier of our Premium FC coatings. At that time, initial orders to us from the plate supplier of FTXT were estimated at a value of SEK 13 million.
Relocation of our headquartersDuring the quarter we began the relocation of our Linköping headquarters including R&D, system manufacturing, and our European Coating Service Center to our new premises in the area called Mjärdevi. Mjärdevi is the home of Linköping Science Park, offering us a dynamic and innovative environment. With the new facility we get access to modern and larger production facilities, including a clean room that is particularly important for our coating processes within hydrogen applications. The new facility will allow us to scale production capacity, further streamline production, and continue ensuring our high-quality standards. The move is being carried out in stages, and we expect to be fully settled in the headquarters by the end of the year.
Towards profitability and continued growthNet income has improved thanks in part to sales of IC2000 systems during the last few quarters – a trend we aim to continue and improve upon. With a strong sales pipeline, proven delivery capacity, and increased production capacity in our new premises, we see a path to reach profitability. We are focusing on optimizing our processes and strengthening our production capacity in order to increase volumes in our existing segments. We are also exploring new partnerships, development collaborations, and potential acquisitions that can complement our business.
We will continue to work closely with our customers to ensure that our solutions evolve in line with market needs and that we keep pace with the rapid developments in hydrogen applications such as fuel cells and electrolysis.
A sincere “Thank You” to our employees, customers, suppliers, partners, and shareholders for your continued trust and commitment.
Jonas Nilsson, CEO
The full report is attached, and can be retrieved on the company’s website at www.impactcoatings.com/finansiella-rapporter-arkiv/.
Presentation
Impact Coatings invites investors, analysts and the media to a presentation of this Interim Report on Friday, October 18 at 10:00 am (CEST). CEO Jonas Nilsson and CFO Bengt Vernerson will comment on the Interim Report and take questions. The presentation will held via webcast in English.
Impact Coatings publishes its Interim Report för the third quarter of 2024 on October 18, at 08:00 a.m. (CEST). In reference to this, the company invites investors, analysts and the media to a webcast on the same day at 10:00 a.m. (CEST). Impact Coatings’ CEO Jonas Nilsson together with CFO Bengt Vernerson will present and comment on the Interim Report, and answer questions. The presentation will be held in English.
What: Presentation of Impact Coatings’ Q3 2024 Interim Report via webcastTime: Friday October 18, at 10:00 a.m. (CEST)Link to webcast: https://www.finwire.tv/webcast/impact-coatings/q3-2024/ The webcast in its entirety will afterwards be available on the company’s website www.impactcoatings.com.
The shareholders of Impact Coatings AB (publ), reg. no. 556544-5318 (the ”Company”), are hereby invited to participate in the Extraordinary General Meeting (“EGM”), which will be held on Friday, October 18, 2024 at 2:30 p.m. (CEST) at KANTER law firm on Engelbrektsgatan 3 in Stockholm.
Shareholders wishing to participate in the EGM must be registered in the register of shareholders maintained by Euroclear Sweden AB on Thursday, October 10, 2024, and notify attendance to the Company no later than on Friday, October 11, 2024.
The notice of attendance to the EGM shall be sent by email to anmalan@impactcoatings.com or by post to Impact Coatings AB, Westmansgatan 29G, SE-582 16 Linköping, Sweden. The notice of attendance shall state name, date of birth or corporate identification number, address, telephone number, when applicable, the number of assistants, and the number of shares held by the shareholder.
A form of a power of attorney for shareholders who wish to participate in the EGM through a proxy holder will be available on the Company´s website, www.impactcoatings.com. Shareholders who are represented by a proxy holder may exercise their voting right at the EGM by a proxy holder with a written and dated power of attorney which is signed by the shareholder. If the power of attorney is issued by a legal entity, a copy of the certificate of registration or equivalent authorization document for the legal entity shall be attached. The power of attorney and any certificate of registration or equivalent authorization document must be sent to the Company to the abovementioned address well in advance before the EGM. The power of attorney cannot be older than one year, unless a longer validity term is specifically stated in the power of attorney, maximum five years.
Shareholders who have had their shares registered in the name of a nominee must have their shares registered in their own name in the register of shareholders maintained by Euroclear Sweden AB in order to be entitled to participate in the EGM. Such registration may be temporary (so-called voting rights registration) and is requested from the trustee in accordance with the trustee’s procedures. Registration of voting rights made no later than on Monday, October 14, 2024, will be taken into account in the preparation of the share register.
PROPOSED AGENDA
PROPOSED RESOLUTIONS
Board of Directors’ proposal for resolution on implementation of an updated warrant-based incentive program for key persons (item 7) At the Impact Coatings Annual General Meeting held on May 22, 2024, shareholders approved the Board of Directors’ proposed resolution to implement a warrant-based incentive program for key persons (item 15 on the AGM agenda). The AGM-approved warrant-based incentive program has, due to administrative reasons, not been implemented as of the date of this EGM. Therefore, the Board of Directors proposes to the EGM that shareholders vote to nullify the previous program and replace it with a new long-term warrant-based incentive program for key persons in the Impact Coatings group (the “Warrant Program 2024/2027:1”) through (A) a resolution to issue warrants of series 2024/2027:1 to the Company and (B) a resolution to approve transfer of warrants of series 2024/2027:1 from the Company to key persons in the group, as set out below. The Board of Directors’ proposal for resolutions under (A) and (B) below constitutes a combined proposal, which shall be resolved on as one resolution. The Board of Directors considers that the proposed program can have a positive effect on the Company’s development. The main purpose of implementing the program is to align the key persons’ interests with the shareholders’ interests to promote long-term value creation. The program is also expected to facilitate for the Company to recruit and retain key persons. (A) Proposal for resolution to issue warrants of series 2024/2027:1 The Board of Directors proposes that the meeting resolves to issue a maximum of 650,000 warrants of series 2024/2027:1 on the following terms and conditions: 1. With deviation from the shareholders’ preferential rights, the warrants may only be subscribed for by the Company, with the right and obligation for the Company to transfer the warrants to key persons in the group in accordance with what is stated in the proposal under (B) below. The Company shall not be entitled to dispose of the warrants in any other way than what is stated in the proposal under (B) below. 2. The reason for the deviation from the shareholders’ preferential rights is that the warrants shall be used within the framework of Warrant Program 2024/2027:1. 3. The warrants shall be issued free of charge to the Company. 4. Subscription of warrants shall be made on a separate subscription list on November 7, 2024 at the latest. The Board of Directors shall have the right to prolong the subscription period. 5. Each warrant entitles the holder to subscribe for one new share in the Company against cash payment at a subscription price corresponding to 150 per cent of the volume-weighted average price paid for the Company’s share on Nasdaq First North Growth Market during the period from October 21, 2024 up to and including November 1, 2024. The Board of Directors reserves the right to change the time period for calculation of the subscription price. The subscription price shall be rounded off to the nearest even hundredth of a SEK, where SEK 0.005 shall be rounded upwards. However, the subscription price may never be lower than the share’s quotient value. Upon subscription of shares, the part of the subscription price that exceeds the quotient value of the previous shares shall be allocated to the non-restricted share premium fund. 6. The warrants may be exercised for subscription of shares during the period from November 1, 2027 up to and including December 10, 2027. The Board of Directors shall have the right to prolong the subscription period if any warrant holder is prevented from subscribing for shares during that period due to insider or market abuse legislation. 7. Shares issued upon exercise of warrants confer right to dividends for the first time on the next record date for dividends which occurs after subscription is effected. 8. The full terms and conditions for the warrants are set forth in the terms and conditions for warrants of series 2024/2027:1, which will be kept available at the Company and on the Company’s website no later than on September 27, 2024 (the “Terms”). According to the Terms the subscription price and the number of shares which each warrant confers right to subscribe for may be recalculated in the event of a bonus issue, reverse share split or share split, new issue of shares, issue of warrants or convertibles and under some other circumstances. Further, the period for exercise of warrants may be brought forward or be postponed in some cases. 9. If all warrants are subscribed for, all warrants are transferred to key persons in the group in accordance with what is stated in the proposal under (B) below and all warrants are exercised for subscription of shares, the Company’s share capital will increase by SEK 81,250 (with reservation for eventual recalculation according to the Terms). 10. The Board of Directors, or anyone appointed by the Board of Directors, shall be authorized to make such minor formal adjustments in the issue resolution that may be required in connection with registration of the resolution with the Swedish Companies Registration Office or, where applicable, Euroclear Sweden AB. (B) Proposal for resolution on approval of transfer of warrants of series 2024/2027:1 The Board of Directors proposes that the meeting resolves to approve that the Company, within the framework of Warrant Program 2024/2027:1, transfers a maximum of 650,000 warrants of series 2024/2027:1 to key persons in the group on the following terms and conditions: 1. Key persons in the group shall be entitled to acquire warrants from the Company as set out below: (a) the CEO of the Company (one person) shall be offered to acquire a maximum of 100,000 warrants;
(b) the other permanent members of the group management and regional presidents (seven persons) shall be offered to acquire a maximum of 50,000 warrants each; and
(c) the other key persons in the group (ten persons), shall be offered to acquire a maximum 20,000 warrants each.
A key person who applies for acquisition of warrants within the limits stated above and fulfills the prerequisites for acquisition stated in item 5 below, is guaranteed to acquire the number of warrants that he/she wishes to acquire (“guaranteed allotment“).
A key person is entitled to apply for acquisition of more warrants than he/she is guaranteed allotment of, but no more than the number corresponding to 50 per cent of his/her guaranteed allotment. If the number of warrants to which such applications refer exceeds the number of warrants that remain to be distributed after guaranteed allotment, the remaining warrants shall be distributed among the key persons who have applied for acquisition of additional warrants. The distribution shall be made pro-rata in relation to the number of additional warrants that each of them has been entitled to apply for acquisition of. 2. The warrants shall be transferred at a price (premium) corresponding to the warrant’s market value at the time of the transfer. Calculation of the warrant’s market value shall be made by People & Corporate Performance AB, as an independent valuation institute, by applying the Black-Scholes valuation model. 3. Application for acquisition of warrants shall be made on a special application form on November 7, 2024 at the latest. The Board of Directors shall have the right to prolong the application period. 4. Payment for warrants acquired shall be made on November 12, 2024 at the latest. The payment shall be made in cash to the bank account designated by the Company. The Board of Directors shall have the right to prolong the payment period. 5. A prerequisite for being entitled to acquire warrants from the Company is (i) that the key person is employed in the group or engaged as a consultant by a company in the group at the time of the acquisition and that the employment or consultancy agreement has not been terminated, (ii) that acquisition of warrants can take place in accordance with applicable laws, and (iii) that the key person at the time of the acquisition has entered into an agreement with the Company, which inter alia contains a pre-emption right for the Company if the key person wishes to transfer or otherwise dispose of his/her warrants and a right for the Company to repurchase the warrants, or some of them, if the key persons employment or consultancy assignment ceases. However, the repurchase right shall not apply when the consultancy assignment ceases if the key person becomes employed in the group at the same time. The Board of Directors shall have the right to make reasonable changes and adjustments in the terms and conditions in the agreement that are deemed suitable or appropriate as a result of local civil law or tax law or administrative conditions. 6. Warrants of series 2024/2027:1 which are not transferred to key persons in the group, as well as warrants of series 2024/2027:1 which, where applicable, are later repurchased, may be canceled.
Dilution Per the day of this Notice there are 87,486,713 shares in the Company. If all warrants that can be issued within the framework of Warrant Program 2024/2027:1 (warrants of series 2024/2027:1) are subscribed for, transferred and exercised for subscription of shares, the number of shares and votes in the Company will increase by 650,000 (with reservation for eventual recalculation according to the Terms), which corresponds to a dilution of approximately 0.74 per cent of the number of shares and votes in the Company. The dilution effects have been calculated as the number of additional shares and votes in relation to the number of existing and additional shares and votes. Preliminary valuation, costs and effects on key figures People & Corporate Performance AB has made a preliminary valuation of the market value of a warrant of series 2024/2027:1, applying the Black-Scholes valuation model. Based on an assumed share price of SEK 5.90 at the time of the issuance of the warrants, an assumed subscription price of SEK 8.85 upon exercise of the warrants, a term of 3.1 years, an assumed volatility of 37.5 per cent, a risk-free interest rate of 1.67 per cent and full compensation through recalculation in the event of payment of any dividends during the term, the market value of a warrant of series 2024/2027:1 has been calculated to SEK 0.85. When transferring the warrants to the key persons, the market value will be determined based on updated assumptions and then known parameters. As the warrants are to be acquired by the key persons at market value, Warrant Program 2024/2027:1 is not expected to cause any costs for the Company with regards to key persons residing in Sweden. With regards to key persons residing in other countries than Sweden (a few persons), the program is expected to cause costs for the Company in the form of social security contributions. The size of the costs for social security contributions depends on how many warrants the key persons residing in other countries than Sweden acquires and exercises for subscription of shares, the market value of the Company’s share at the time of the exercise of the warrants in 2027, and the applicable percentages of social security contributions in the different counties at that time. If all key persons residing in other countries than Sweden acquires the number of warrants corresponding to their guaranteed allotment and exercises them for subscription of shares, the costs for social security contributions are, at an assumed share price of SEK 14.75 at the time of exercise of the warrants (corresponding to 2.5 times the assumed share price at the time of the issue) and unchanged percentages for social security contributions in the different countries, estimated to amount to approximately SEK 100,000. As the costs that may arise for the Company are estimated to be small, the board of directors does not propose that any hedging measures be taken to secure the Company’s exposure to the costs that may arise. Warrant Program 2024/2027:1 will have a marginal effect on the Company’s key figures. Other incentive programs There are no other outstanding incentive programs besides the programs adopted at the 2024 AGM that are proposed to be nullified. Preparation of the proposal The proposal for resolution has been prepared by the Board of Directors in consultation with external advisers. Majority requirements For a valid resolution in accordance with the proposal, the resolution must be supported by share-holders with at least nine-tenths of the votes cast as well as the shares represented at the meeting. Shareholder’s proposal for resolution on implementation of an updated warrant-based incentive program for a board member (item 8) At the Impact Coatings Annual General Meeting held on May 22, 2024, shareholders approved the shareholder Accendo Capital SICAV RAIF’s (“Accendo”) proposed resolution to implement a warrant-based incentive program for board member Per Wassén (item 16 on the AGM agenda). The AGM-approved warrant-based incentive program has, due to administrative reasons, not been implemented as of the date of this EGM. Therefore, Accendo, representing approximately 34 per cent of the shares and votes in the Company, proposes to the EGM that shareholders vote to nullify the previous program and replace it with a new long-term warrant-based incentive program for board member Per Wassén (the “Warrant Program 2024/2027:2”) through (A) a resolution to issue warrants of series 2024/2027:2 to the Company and (B) a resolution to approve transfer of warrants of series 2024/2027:2 from the Company to Per Wassén, as set out below. Accendo’s proposal for resolutions under (A) and (B) below constitutes a combined proposal, which shall be resolved on as one resolution. Accendo considers that the proposed program can have a positive effect on the Company’s development. The main purpose of implementing the program is to align Per Wassén’s interests with the shareholders’ interests to promote long-term value creation. (A) Proposal for resolution to issue warrants of series 2024/2027:2 Accendo proposes that the meeting resolves to issue a maximum of 100,000 warrants of series 2024/2027:2 on the following terms and conditions: 1. With deviation from the shareholders’ preferential rights, the warrants may only be subscribed for by the Company, with the right and obligation for the Company to transfer the warrants to Per Wassén in accordance with what is stated in the proposal under (B) below. The Company shall not be entitled to dispose of the warrants in any other way than what is stated in the proposal under (B) below. 2. The reasons for the deviation from the shareholders’ preferential rights is that the warrants shall be used within the framework of Warrant Program 2024/2027:2. 3. The warrants shall be issued free of charge to the Company. 4. Subscription of warrants shall be made on a separate subscription list on November 7, 2024 at the latest. The Board of Directors shall have the right to prolong the subscription period. 5. Each warrant entitles the holder to subscribe for one new share in the Company against cash payment at a subscription price corresponding to 150 per cent of the volume-weighted average price paid for the Company’s share on Nasdaq First North Growth Market during the period from October 21, 2024 up to and including November 1, 2024. The Board of Directors reserves the right to change the time period for calculation of the subscription price. The subscription price shall be rounded off to the nearest even hundredth of a SEK, where SEK 0.005 shall be rounded upwards. The subscription price may however never be lower than the share’s quotient value. Upon subscription of shares, the part of the subscription price that exceeds the quotient value of the previous shares shall be allocated to the non-restricted share premium fund. 6. The warrants may be exercised for subscription of shares during the period from November 1, 2027 up to and including December 10, 2027. The Board of Directors shall have the right to prolong the subscription period if the warrant holder is prevented from subscribing for shares during that period due to insider or market abuse legislation. 7. Shares issued upon exercise of warrants confer right to dividends for the first time on the next record date for dividends which occurs after subscription is effected. 8. The full terms and conditions for the warrants are set forth in the terms and conditions for warrants of series 2024/2027:2, which will be kept available at the Company and at the Company’s website no later than September 27, 2024 (the “Terms”). According to the Terms the subscription price and the number of shares which each warrant confers right to subscribe for may be recalculated in the event of a bonus issue, reverse share split or share split, new issue of shares, issue of warrants or convertibles and under some other circumstances. Further, the period for exercise of warrants may be brought forward or be postponed in some cases. 9. If all warrants are subscribed for, all warrants are transferred to Per Wassén in accordance with what is stated in the proposal under (B) below and all warrants are exercised for subscription of shares, the Company’s share capital will increase by SEK 12,500 (with reservation for eventual recalculation according to the Terms). 10. The Board of Directors, or anyone appointed by the Board of Directors, shall be authorized to make such minor formal adjustments in the issue resolution that may be required in connection with registration of the resolution with the Swedish Companies Registration Office or, where applicable, Euroclear Sweden AB. (B) Proposal for resolution on approval of transfer of warrants of series 2024/2027:2 Accendo proposes that the meeting resolves to approve that the Company, within the framework of Warrant Program 2024/2027:2, transfers a maximum of 100,000 warrants of series 2024/2027:2 on the following terms and conditions: 1. Per Wassén shall be entitled to acquire warrants from the Company. He shall be offered to acquire a maximum 100,000 warrants. 2. The warrants shall be transferred at a price (premium) corresponding to the warrant’s market value at the time of the transfer. Calculation of the warrant’s market value shall be made by People & Corporate Performance AB, as an independent valuation institute, by applying the Black-Scholes valuation model. 3. Application for acquisition of warrants shall be made on a special application form on November 7, 2024 at the latest. The Board of Directors shall have the right to prolong the application period. 4. Payment for warrants acquired shall be made on November 12, 2024 at the latest. The payment shall be made in cash to the bank account designated by the Company. The Board of Directors shall have the right to prolong the payment period. 5. A prerequisite for being entitled to acquire warrants from the Company is (i) that Per Wassén is a board member of the Company at the time of the acquisition, (ii) that acquisition of warrants can take place in accordance with applicable laws, and (iii) that Per Wassén at the time of the acquisition has entered into an agreement with the Company, which inter alia contains a pre-emption right for the Company if Per Wassén wishes to transfer or otherwise dispose of his warrants and a right for the Company to repurchase the warrants, or some of them, if Per Wassén’s appointment as a board member of the Company ceases. 6. Warrants of series 2024/2027:2 which are not transferred to Per Wassén, as well as warrants of series 2024/2027:2 which, where applicable, are later repurchased, may be canceled. Dilution Per the day of this Notice there are 87,486,713 shares in the Company. If all warrants that can be issued within the framework of Warrant Program 2024/2027:2 (warrants of series 2024/2027:2) are subscribed for, transferred and exercised for subscription of shares, the number of shares and votes in the Company will increase by 100,000 (with reservation for eventual recalculation according to the Terms), which corresponds to a dilution of approximately 0.11 per cent of the number of shares and votes in the Company. The dilution effects have been calculated as the number of additional shares and votes in relation to the number of existing and additional shares and votes. Preliminary valuation, costs and effects on key figures People & Corporate Performance AB has made a preliminary valuation of the market value of a warrant of series 2024/2027:2, applying the Black-Scholes valuation model. Based on an assumed share price of SEK 5.90 at the time of the issuance of the warrants, an assumed subscription price of SEK 8.85 upon exercise of the warrants, a term of 3.1 years, an assumed volatility of 37.5 per cent, a risk-free interest rate of 1.67 per cent and full compensation through recalculation in the event of payment of any dividends during the term, the market value of a warrant of series 2024/2027:2 has been calculated to SEK 0.85. When transferring the warrants to the key persons, the market value will be determined based on updated assumptions and then known parameters. As the warrants are to be acquired by Per Wassén at market value, Warrant Program 2024/2027:2 is not expected to cause any costs for the Company. Warrant Program 2024/2027:2 will have a marginal effect on the Company’s key figures. Other incentive programs There are no other outstanding incentive programs besides the programs adopted at the 2024 AGM that are proposed to be nullified. Preparation of the proposal The proposal for resolution has been prepared by Accendo in consultation with external advisers. Majority requirements For a valid resolution in accordance with the proposal, the resolution must be supported by shareholders with at least nine-tenths of the votes cast as well as the shares represented at the meeting.
Resolution to authorize the Board of Directors to make minor adjustments to the resolutions adopted at the EGM in connection with the registration with the Swedish Companies Registration Office (item 9)
The EGM is proposed to authorise the Board of Directors, or the person appointed by the Board of Directors to make such minor adjustments and clarifications to the resolutions adopted at the EGM as are necessary for the registration with the Swedish Companies Registration Office.
DOCUMENTS, INFORMATION AND NUMBER OF SHARES AND VOTES
The Board of Directors and the CEO shall, if a shareholder so requests and the Board of Directors believes that it can be done without material harm to the Company, at the EGM provide information regarding circumstances that may affect the assessment of an item on the agenda.
All documents in accordance with the Swedish Companies Act will be available at the Company and on the Company’s website, www.impactcoatings.com, no later than on September 27, 2024. The documents will be sent free of charge to shareholders who request it and who state their address.
The total number of shares and votes in the Company as of the date of this notice is 87,486,713. The Company holds no own shares.
PROCESSING OF PERSONAL DATA
For information on how your personal data is processed in connection with the EGM, please see the privacy notice on Euroclear Sweden AB’s website, www.euroclear.com/dam/ESw/Legal/Privacy-notice-bolagsstammor-engelska.pdf.
___________________________Linköping in September 2024Impact Coatings AB (publ)Board of Directors
Impact Coatings today announces the successful delivery of an INLINECOATER™ IC2000 for coating fuel cell plates to Shandong Boyuan New Energy Technology Development Co., Ltd. (“Boyuan”) in China. The order was received and announced in a press release on July 27, 2024. The delivery, which was both received and fulfilled within the same quarter, is further proof of the company’s successful efforts to shorten lead times through standardized system production and forecast-based manufacturing.
Boyuan’s order for the INLINECOATER™ IC2000 was a follow-up order, with the first coating system delivered to Boyuan by Impact Coatings in 2022. On June 22, 2024, the companies also signed a Letter of Intent, appointing Impact Coatings as a strategic supplier of PVD coatings equipment for the production of bipolar and monopolar fuel cell plates.
“Today’s delivery of an IC2000 system to Boyuan is clear proof of our new delivery strategy and our ability to meet customers’ needs with precision and speed. Boyuan is a key strategic customer for us in China, where we see strong demand for our PVD coating solutions. We look forward to continuing to grow together with our customers and strengthening our position in the fuel cell market, both in China and globally,” said Jonas Nilsson, CEO at Impact Coatings.
Boyuan is a majority-owned subsidiary of GEB – Shandong Golden Empire Precision Machinery Technology Co., Ltd., a supplier of ball bearing fittings and other components for automotive and other industries.
FINANCIAL RESULTS SECOND QUARTER 2024
FINANCIAL RESULTS JANUARY-JUNE 2024
BUSINESS HIGHLIGHTS DURING THE SECOND QUARTER 2024
[1] Metals for electrolysis are invoiced in a cost-neutral manner and do not affect operating profit.[2] Includes severance pay for the former CEO of SEK 3.0 million.
CEO’s COMMENTARYStrategic progress and net sales growth
The second quarter was a period of significant progress and strategic milestones for Impact Coatings. We continued to deliver on our promises, showing concrete results of our strategy. An increased focus on standardization, shorter delivery times, and sales efforts have begun to bear fruit. We have a lot of work ahead still, but are standing strong and ready to take advantage of new opportunities to drive Impact Coatings forward.
Financial developmentNet sales for the second quarter amounted to SEK 31.7 million (25.1). No metals for electrolysis were invoiced separately during the period. The quarter was positively affected by a second INLINECOATER™ IC2000 being successfully delivered to SEKSUN in June. Net sales for systems amounted to SEK 25.7 million (0) during the quarter.
We saw positive signs within Coating Services, but are not satisfied with the outcome. The previously communicated volume production for fuel cells at the Coating Service Center China started up at the end of the second quarter, yielding full production capacity in the facility and a need to further expand capacity. We also received smaller orders within electrolysis during the quarter. Delayed larger volumes in electrolysis from a single major customer weighed on Coating Services during the quarter. Indications from the customer are that planned volumes are still expected, but the timing is uncertain. We are therefore evaluating the timing of the launch of the North American Coating Service Center. At the same time, focus on sales activities in important growth markets has generated a strong sales pipeline within Coating Services, which is crucial to strengthen our position and diversify the customer base.
The aftermarket business performed in line with the corresponding period last year.
Sales developing well – driven by ChinaThe pace and energy within the sales organization remain high and sales are developing positively. A central part of the commercial work has been the continued implementation of a push-pull strategy. By not only promoting or “pushing” our products directly to our target customers, but also addressing the next step in the value chain – our customers’ customers who ultimately drive the demand for our coating technologies – we have created a strong “pull” in the market. This strategy has had a direct impact on several business deals, strengthened our relationships with key customers, and ensured that we are one step ahead in meeting future market needs.
A highlight of the quarter was both receiving the order and successfully delivering a second IC2000 system to SEKSUN. Shortly after the end of the second quarter, we also received an order from Boyuan for an IC2000 system. The order followed the signing of a Letter of Intent in June, in which Impact Coatings was appointed the strategic supplier of PVD equipment for fuel cell plates to Boyuan’s production facilities. We are proud that both SEKSUN and Boyuan are repeat customers, underlining their trust in our solutions and in our ability to deliver high quality coating systems.
We have stepped up operations at our Coating Service Center in Shanghai, where during the second quarter we expanded to two shifts to meet demand. To secure our delivery commitments, an additional coating system, an IC2000, will be installed in the facility. The system will be crucial to fulfilling our commercial commitments and to driving continued growth in the Chinese market. The expansion not only marks an important milestone for Impact Coatings, but also demonstrates our ability to adapt and grow in step with market needs.
IC2000 – a successful strategic investmentThe development and launch of the INLINECOATER™ IC2000 in 2022 was a bold strategic investment by the company. We are happy to report that it has been absolutely the right decision. The IC2000 system, with its significantly greater production capacity compared to the IC500, has been a key factor in the company’s success in the hydrogen business area. The increased production capacity means that we can meet the growing demand from our customers, especially in markets such as China where volume production is crucial. In China, we have in less than a year gone from having no IC2000 systems installed to now having several in operation, both at customers and soon in our own Coating Service Center in Shanghai. This rapid development demonstrates our ability to adapt quickly to market needs and paves the way for future growth opportunities.
Order and delivery within the same quarterOne of our most important strategic goals is to shorten delivery times by standardizing and streamlining the production of coating systems. We reached an important strategic milestone during the quarter through the delivery of the IC2000 system to SEKSUN, which was completed in the same quarter in which the order was received. The achievement shows that our strategy is working and that we are well on our way to streamlining our processes and meeting our customers’ needs for even faster deliveries.
Work to standardize the system manufacturing process is proceeding according to plan and has contributed to this success. By manufacturing standard products based on a modular approach rather than tailoring each piece of machinery, we achieve margin benefits and increased customer value. The new organization, where the units for development and production have been more clearly separated, has also begun to settle in, which further strengthens our internal processes.
Future prospectsThe second quarter delivered commercial success and clear progress in line with our strategy. We look forward to further increasing our presence in important geographic markets, developing our offering and moving to new premises in Linköping later this autumn. We have continued to focus on shortening system delivery times, increasing production capacity and converting the robust sales pipeline into firm orders.
We remain dedicated to achieving profitable growth. The company’s direction is clear: we will strengthen our position as the market leader in electrolysis coatings for green hydrogen and coatings for fuel cells, while continuing to leverage the wide range of applications our PVD coating technology addresses.
Our primary focus is to continue developing our business through organic growth and strengthening our commercial efforts. At the same time, we closely monitor market trends to identify opportunities for strategic partnerships and collaborations that can advance Impact Coatings’ offerings. These collaborations could take various forms, from joint development initiatives to more integrated approaches, including strategic acquisitions. Our priority is to carefully evaluate how such initiatives could contribute to Impact Coatings’ long-term financial performance and further strengthen our market position.
Thank you to our customers and shareholders for your continued trust, and I look forward to reporting our third quarter progress and accomplishments in October.
Impact Coatings invites investors, analysts and the media to a presentation of this Interim Report on Friday, August 23 at 10:00 am (CEST). CEO Jonas Nilsson and CFO Bengt Vernerson will comment on the Interim Report and take questions. The presentation will held via webcast in English.
Lena Åberg has been appointed CFO and member of the Group Management Team at Impact Coatings AB, effective November 20, 2024. She succeeds Bengt Vernerson, who has been acting CFO since February 2023.
Lena Åberg has extensive experience in financial management across large and small companies, as well as listed and unlisted companies. She is accustomed to working in an international environment, including consolidating international subsidiaries. Lena is currently Senior Group Business Controller at Saab where the work includes reporting to group management and the board as well as implementing various improvement projects. Before her years at Saab, Lena was Finance Director at Qstar Försäljning AB, which is part of DCC plc. She also brings to Impact Coatings experience from smaller high-tech companies, for example Sectra and SICK IVP. Lena Åberg will be based at Impact Coatings’ head office in Linköping. She will be part of the Group Management Team, which, with this recruitment, will consist entirely of permanent personnel.
“I look forward to having Lena on board. She has a relevant background from both smaller and larger companies, has international experience but roots in Linköping, and has many years of experience in managing teams. Having Lena as permanent CFO will help in our progress towards profitability,” said Impact Coatings CEO Jonas Nilsson. “I would also like to recognize and thank Bengt Vernerson, who with great commitment during the past 18 months has delivered as acting CFO and contributed to our strong business development,” said Jonas Nilsson.
Impact Coatings publishes its Interim Report för the second quarter of 2024 on August 23, at 08:00 a.m. (CEST). In reference to this, the company invites investors, analysts and the media to a webcast on the same day at 10:00 a.m. (CEST). Impact Coatings’ CEO Jonas Nilsson together with CFO Bengt Vernerson will present and comment on the Interim Report, and answer questions. The presentation will be held in English.
What: Presentation of Impact Coatings’ Q2 2024 Interim Report via webcastTime: Friday August 23, at 10:00 a.m. (CEST)Link to webcast: https://www.finwire.tv/webcast/impact-coatings/q2-2024/ The webcast in its entirety will afterwards be available on the company’s website www.impactcoatings.com.
Impact Coatings AB (publ) has received an order for an INLINECOATER™ IC2000 from the Chinese customer Shangdong Boyuan New Energy Technology Development Co., Ltd. (“Boyuan”), a specialist in precise forming technology for fuel cell metal plates. Boyuan ordered and received its first PVD coating system for fuel cell plates from Impact Coatings in 2022. Delivery of the new IC2000 is planned for 2024. The order value is in the EUR 2 million range.
“We are proud to receive this follow-on order. Impact Coatings has supported Boyuan over time with our flexible delivery model, scaling up with the customer’s needs from Coatings Services to Managed Service, running coating production at the customer’s site, to the delivery of complete coating systems capable of volume production of fuel cell plates,“ said Yaowen Wang, Regional President China at Impact Coatings. The system order follows on a Letter of Intent signed on June 22 and described in a press release the same day, in which Boyuan has selected Impact Coatings as a strategic supplier of PVD coating equipment for the production of fuel cell bipolar and monopolar plates at the company’s production sites in China, Mexico and other regions. The now ordered IC2000 system is to be installed in Boyuan’s factory in China.
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