DEFA14A: Li-Cycle Appoints Marcum Canada LLP as New Independent Auditor, Reconvenes Shareholder Meeting

Li-Cycle Holdings Corp. has selected Marcum Canada LLP as its new independent auditor and will reconvene its annual shareholder meeting on October 15, 2024, to vote on the appointment.

Summary

• Li-Cycle Holdings Corp. has appointed Marcum Canada LLP as its new independent registered public accounting firm, replacing KPMG LLP.
• The Audit Committee of the Board of Directors unanimously approved the selection of Marcum.
• Shareholders will vote on the appointment of Marcum at the reconvened annual and special meeting on October 15, 2024, at 8:30 a.m. (EDT).
• The record date for determining shareholders eligible to vote at the reconvened meeting is September 10, 2024.
• The company's proxy materials and annual report will be available online.
• Shareholders are encouraged to vote as soon as possible, with a deadline of October 10, 2024, at 8:30 a.m. (EDT) for internet or phone voting.

Sentiment

Score: 6

Explanation: The sentiment is neutral. While the company has appointed a new auditor, the document also highlights significant risks and uncertainties related to Li-Cycle's business and future performance.

Positives

• The Audit Committee believes Marcum's expertise will benefit the company and its stakeholders.
• The company is moving forward with its comprehensive review and go-forward strategy for the Rochester Hub project.
• The company has addressed the need to appoint a new auditor after KPMG declined reappointment.

Risks

• The document contains extensive forward-looking statements, which are subject to various risks and uncertainties.
• These risks include the company's ability to source, recover, and recycle lithium-ion batteries economically, implement its growth strategy, manage future growth, and develop the Rochester Hub as anticipated.
• Other risks include the company's history of losses, ability to continue as a going concern, attract and retain talent, service its debt, and maintain feedstock supply commitments.
• External factors such as a decline in EV adoption, decreases in metal prices, and unfavorable economic conditions also pose risks.

Future Outlook

The company is focused on the appointment of Marcum and advancing its comprehensive review and go-forward strategy for the Rochester Hub project.

Management Comments

• Ajay Kochhar, President and CEO of Li-Cycle, stated that the Audit Committee is pleased to have selected Marcum and the Board is recommending that shareholders vote for the appointment of Marcum.
• He believes Marcum's expertise and understanding of Li-Cycle's industry and business will serve the Company and its stakeholders well.

Industry Context

The appointment of a new auditor is a standard corporate governance procedure, especially after a previous auditor declines reappointment. This change comes as Li-Cycle navigates a challenging period in the lithium-ion battery recycling industry, where companies are striving to scale operations and secure funding.

Comparison to Industry Standards

• Selecting a reputable auditor like Marcum is a common practice among publicly traded companies to ensure financial transparency and compliance.
• Other companies in the battery recycling space, such as Redwood Materials and Ascend Elements, also rely on established accounting firms for their auditing needs.
• The reconvening of the shareholder meeting to vote on the auditor appointment aligns with standard corporate governance practices.

Stakeholder Impact

• Shareholders will have the opportunity to vote on the appointment of the new auditor.
• The appointment of a qualified auditor aims to provide assurance to stakeholders regarding the company's financial reporting.
• The company believes Marcum's expertise will serve the company and its stakeholders well.

Next Steps

• Shareholders will vote on the appointment of Marcum at the reconvened meeting on October 15, 2024.
• The company will distribute proxy materials and a proxy supplement to shareholders.

Key Dates

Keywords

Marcum Canada LLP, independent auditor, shareholder meeting, Li-Cycle, appointment, voting, KPMG