Sunworks Reports on Special Meeting of Stockholders
12 Novembre 2020 - 11:00PM
Sunworks, Inc. (Nasdaq: SUNW), a provider of solar power solutions
for agriculture, commercial and industrial (ACI), public works and
residential markets, today announced that the proposed merger with
the Peck Company Holdings, Inc. (“Peck Company”) failed to secure
stockholder approval. Sunworks had established October 9, 2020 as
the record date for determining stockholders eligible to vote at
the special meeting of stockholders and as of that record date,
there were 16,628,992 shares of common stock outstanding and
entitled to vote. At the special meeting of stockholders on
November 12, 2020, only 4,362,575 votes were cast, or 26% of the
total outstanding shares. This total fell short of the quorum
required to vote on the proposed merger with the Peck Company.
Quorum requires the presence, virtually or represented by proxy, of
the holders of a majority of the voting power of the stock issued,
outstanding and entitled to vote as of the record date. Therefore,
the special meeting of stockholders was concluded and the merger
was not approved. Following the special meeting of stockholders,
pursuant to the terms of the merger agreement with the Peck
Company, Sunworks notified the Peck Company of its decision to
terminate the merger agreement.
Chuck Cargile, Sunworks Chairman of the Board, said, “We are
disappointed that the proposed merger with the Peck Company failed
to gain approval from our stockholders. We believed that this
merger would have been the best long-term option for Sunworks and
would have provided the best outcome for stockholders. We will
continue to have strategic discussions with the Peck leadership
team to determine if there are other ways for us to work together
to benefit from the many synergies identified in this planned
business combination.”
About Sunworks, Inc.
Sunworks, Inc. (NASDAQ:SUNW) is a premier
provider of high performance solar power systems. Sunworks is
committed to quality business practices that exceed industry
standards and uphold its ideals of ethics and safety. Sunworks
continues to grow its presence, expanding nationally with regional
and local offices. The Company strives to consistently deliver high
quality, performance-oriented solutions for customers in a wide
range of industries including agricultural, commercial and
industrial, state and federal, public works, and residential.
Sunworks’ diverse, seasoned workforce includes veterans who bring a
sense of pride, discipline, and professionalism to their
interaction with customers. Sunworks is a member of the Solar
Energy Industries Association (SEIA) and is a proud advocate for
the advancement of solar power. For more information, visit
www.sunworksusa.com.
Safe Harbor Statement
Matters discussed in this press release contain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. When used in this press
release, the words "anticipate," "believe," "estimate," “will,”
"may," "intend," "expect" and similar expressions identify such
forward-looking statements. Forward-looking statements include all
statements other than statements of historical fact contained in
this press release, including statements regarding the Company’s
future business relationship with the Peck Company, future sales,
revenue, gross profit, gross margin, operating expenses, operating
income, net income, cash balance and cash from operating
activities. Actual results, performance or achievements could
differ materially from those contemplated, expressed or implied by
the forward-looking statements contained herein. Forward-looking
statements are neither historical facts nor assurances of future
performance. Instead, they are based largely on the expectations of
the Company and are subject to a number of risks and uncertainties.
These risks include, but are not limited to, risks and
uncertainties associated with: an inability to take advantage of
synergies identified with the Peck Company, the impact of economic,
competitive, regulatory, environmental and other factors affecting
the Company and its operations, markets and products; the impact of
COVID-19 and the related federal, state and local restrictions on
the Company’s operations and workforce, the impact of COVID-19 and
such restrictions on our customers, and the impact of COVID-19 on
the Company’s supply chain and availability of shipping and
distribution; the prospects for sales, lower revenues, failure to
earn profit, higher costs than expected, potential operating
losses, ownership dilution, inability to repay debt, and the
inability to complete projects within anticipated timeframes and
costs; the impact of tariffs imposed by governmental bodies; the
impact of national and local economies generally; the Company’s
ability to access governmental assisted financing; and other
factors detailed in reports filed by the Company. You should also
review the risks described in “Risk Factors” in Part I, Item 1A of
Sunworks, Inc.’s Annual Report on Form 10-K and in the other
reports and documents Sunworks files with the Securities and
Exchange Commission from time to time.
Any forward-looking statement made by us in this
press release is based only on information currently available to
us and reflects only as of the date on which it is made. We
undertake no obligation to publicly update any forward-looking
statement, whether written or oral, that may be made from time to
time, whether as a result of new information, future developments
or otherwise.
Investor Relations Contact:
Rob Fink FNK IR646.809.4048 rob@fnkir.com
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