2018 Annual General Meeting –
WISeKey Shareholders Approve All Agenda Items
7 Members of the Board of Directors Re-elected, Thomas Hürlimann Elected as New Member of the Board
Authorized Share Capital Renewed and Conditional Share Capital Increased
Zurich, Switzerland, 25 May 2018
WISeKey International Holding Ltd (“WISeKey” or the “Company“) (SIX: WIHN) announced that its shareholders approved all items on the agenda of WISeKey’s 2018 Annual General Meeting held on May 25, 2018, in Zurich, Switzerland. Among other things, the shareholders re-elected all serving members of the Board of Directors who stood for re-election and elected Thomas Hürlimann as a new member of the Board of Directors.
Shareholders also approved an increase in the conditional share capital of the Company and a renewal of the authorized share capital. Under the Company’s new authorized share capital, the Board of Directors has authority to issue up to 12,296,501 new Class B Shares in one or several steps within a two-year period. In connection with the issuance of Class B Shares from authorized share capital, the Board of Directors is authorized to limit or withdraw the preemptive rights of the existing shareholders in various circumstances, including for acquisitions and financing purposes. The Board of Directors does not currently have any specific plans to issue shares under this authorization.
Shareholders also re-elected and confirmed Carlos Moreira as Chairman of the Board. David Fergusson, Philippe Doubre and Maryla Shingler Bobbio were elected as members of the Company’s Nomination & Compensation Committee.
The shareholders of WISeKey also approved all other proposals submitted by the Board, including:
to approve the 2017 Annual Report and the 2017 audited consolidated and statutory financial statements of the Company;
to carry forward the Company’s accumulated net earnings;
to discharge all members of the Board of Directors and the Executive Management from liability for their activities during the fiscal year 2017;
to approve in an advisory vote, the Company’s 2017 compensation report, and the Board of Directors’ and Executive Management’s total compensation as required under Swiss law and the Articles of Association for the period until the 2019 AGM and financial year 2019, respectively; and,
to re-elect BDO SA asthe Company’s audit firm for a further one-year period.
Carlos Moreira, Chairman of the Board, stated, “I would like to thank our valued shareholders for their continued trust, support and the confidence they have placed in us. I would also like to thank all members of our board for their commitment and dedication to WISeKey.”
The presentation made during the shareholders’ meeting will be available on the Company’s website.
The 2018 Interim Report will be published by September 30, 2018.
WISeKey (SIX Swiss Exchange: WIHN) is a leading global cybersecurity company currently deploying large scale digital identity ecosystems with a patented process. WISeKey’s Swiss based cryptographic Root of Trust (“RoT”) provides secure authentication and identification, in both physical and virtual environments, for the Internet of Things, Blockchain and Artificial Intelligence. The WISeKey RoT serves as a common trust anchor to ensure the integrity of online transactions among objects and between objects and people. For more information, visit www.wisekey.com.
To receive WISeKey’s latest news, visit the WISeKey Investors Corner.
Press and investor contacts
Chairman & CEO
Tel: +41 22 594 3000
|WISeKey Investor Relations (US)
The Equity Group Inc.
Tel: +1 212 836-9611
This communication expressly or implicitly contains certain forward-looking statements concerning WISeKey International Holding Ltd and its business. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of WISeKey International Holding Ltd to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. WISeKey International Holding Ltd is providing this communication as of this date and does not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, and it does not constitute an offering prospectus within the meaning of article 652a or article 1156 of the Swiss Code of Obligations or a listing prospectus within the meaning of the listing rules of the SIX Swiss Exchange. Investors must rely on their own evaluation of WISeKey and its securities, including the merits and risks involved. Nothing contained herein is, or shall be relied on ass, a promise or representation as to the future performance of WISeKey.