Shareholder Update

20th iHub Office

City Tower

Piccadilly

Manchester

M1 4BT

 

Tel: 0208 242 6204

 

mail@sunlight-uk.com

 

 

11th January 2019,

 

 

Dear Shareholder,

 

Initially may we wish you a Happy New Year and take the opportunity to thank you for your continued support of Sunlight Technology PLC - especially during what has clearly been an immensely testing period for the company culminating in 2 EGMs in December 2018.

 

Now that period is behind us the new board look forward to honouring our commitments made to you in previous correspondence - we are delighted to be involved with the Company.

 

One of the immediate deliverables we are keen to address is the matter of shareholder communication and, as such, we are pleased to be writing to you with the first shareholder update letter. Moving forward, we will endeavour to write to shareholders on a quarterly basis, or more frequently as necessary. The intention is to keep you abreast of the company strategy and performance, encompassing key milestones as well as advising on upcoming opportunities for shareholders and advisers to engage with the company board, all clearly subject to PLC limitations.

 

In this initial update it is our intention to provide an overview of:

 

1) The results of the 2 EGMs on 3rd and 7th December.

2) Detail of the current situation in terms of management of the business and strategy review.

3) Future communications planned for shareholders.

 

 

1) Results of the previous EGMs

 

  • In advance of the members convened EGM on 3rd December the ‘then’ board convened a board meeting at 8:15am 3 December and appointed Messrs McGann, Smith, Crowe and Read as Directors of Sunlight Technology PLC.
  • The members convened EGM – held at 11:00am on the same day ratified the appointments above and in addition the proposals to remove Messrs Gammond, Fernandes, A Thompson and P Thompson as Directors was approved.
  • The subsequent EGM on the 7th December called by the previous board contained 2 proposals: to re-register the company as a private limited company; and the articles of association to be amended to reflect the change from a public to private limited company. Both resolutions were unanimously rejected (resolution 1 - 39.62% against and 10.91% for and resolution 2 - 40.49% against and 10.04% for).

 

 

  • As such the company is to remain a public limited company under the new board of McGann, Read, Crowe and Smith.

 

2) Board Composition / Current Position

 

The new board took operational control of the business immediately following the EGM on the 3rdDecember and as such, in line with previous commitments, have undertaken to provide a full strategic review for shareholders to be concluded by the 3rd March 2019.

 

In the initial period from 3rd December to date our primary focus has been:

 

- Maintaining key personnel within the business;

- Maintaining and building upon all key supplier relationships;

- Highlighting specific opportunities / quick wins from current operational efficiencies;

- Ensuring sufficient liquidity for immediate needs and looking to reduce any unnecessary    overheads;

- Ensuring that the business has the correct reporting systems for operational measurement / financial management and shareholder records;

- Understanding Goldfield’s asset management claim against Sunlight;

- Aligning board responsibilities and accountabilities and looking at optimal structure for maximum operational efficiency and profitability.

 

We are confident that we can fully review the above within the 3-month timeframe we proposed, at which point we will highlight key issues in each area with specific actions undertaken / action plans to address and improve.

 

We understand that there had been some belief that a further dividend would be declared around this time however, following review, we do not propose to pay any further dividends until the financial position and liquidity exercise is complete and an informed decision can be made.

 

Regarding the new board we have made the following executives responsible for driving forward components of the strategy, specifically:

 

Martin Smith (CEO)

- Portfolio performance driven by operational efficiency.

- Optimal staff and structure assessment.

- Exploring synergies and other opportunities within the renewable energy marketplace that may be a good fit for Sunlight.

 

Andrew Crowe (CFO)

- Ensuring robust day to day financial systems and processes.

- Assessment of auditors and strategic finance / professional services partners.

- Provision of a detailed strategic financial plan incorporating cashflow / profit and loss and balance sheet linking back to shareholder value.

 

Mark Read (NED)

- Strategic oversight of all areas of business but emphasis on ensuring strategic risks fully understood and addressed in planning process.

- Ensuring the voice of the shareholder is heard in all decision-making processes.

 

 

Damian McGann (Chairman)

- Ensuring highest standards of corporate governance for a business of this nature.

- Primary responsibility for shareholder communications and key relationships.

- Strategic lead on current and future banking / funding relationships.

 

Clearly this list is not exhaustive however we hope you will find some value in understanding how we propose to allocate the key initial priorities as we see them. We would clearly welcome feedback on upcoming calls and at the AGM.

 

3) Upcoming Shareholder / Adviser Communications – Dates for Diaries

 

We would like to invite all shareholders to dial in to a conference call on 30/1/19 at which stage we will be able to share with you the latest thinking within the strategic review

- Dial in details: 0333 113 0050 - Pin 854 0480.

-Time: 11:00am – 12:30pm BST for a 30 minute update followed by a period of Q&A.

 

Shareholder Communications Ongoing

 

We are currently working on upgrading the current website so that the shareholder communications page has a more user-friendly functionality to it – _but more pertinently we will use this as an additional medium to publish useful publications about the company or our industry.

 

We would also welcome hearing any of your thoughts and views directly so please do so by mailing Sunlight mail@sunlight-uk.com and one of the board will reply / contact you directly.

 

Yours faithfully,

 

 

Damian McGann

Mark Read

Martin Smith

Andrew Crowe

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