UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 8, 2014
SOLAR3D, INC.
(Exact name of registrant as specified in its charter)
|
Delaware
|
000-49805
|
01-0592299
|
|
(State or other jurisdiction of incorporation or organization)
|
(Commission File Number)
|
IRS Employer
Identification No.)
|
|
26 West Mission Avenue #8
Santa Barbara, CA
|
93101
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
(805) 690-9000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective December 8, 2014, Mr. Frank Hunt, Mr. John Van Slooten, and Mr. Abe Emard were appointed to the Board of Directors of Solar3D, Inc. (the “Company”). Mr. Hunt was appointed Chairman of the Company’s newly formed Audit Committee. Mr. Van Slooten was appointed as Chairman of the Company’s newly formed Compensation Committee, as well as to serve on the Company’s Audit Committee.
Mr. Hunt is the owner of Hunt Business Consulting, a company that provides consultation to companies regarding current requirements under GAAP, where Mr. Hunt provides consulting service since 2010. Mr. Hunt has over 30 years of experience as a CPA and served as a member (partner) of HJ & Associates, LLC, a public accounting firm, from 1995 to 2010. Mr. Hunt has previously served on the board and advisory committee for both public and private companies. Currently, Mr. Hunt is serving on the advisory board for Independent Stock Market and American Gunity companies. Mr. Hunt served as the Audit Committee Chairman for Cereplast, Inc., a public company, from September 2010 until March 2014. Mr. Hunt received a Bachelor of Science degree from Brigham Young University. His thirty years of experience in public accounting bring to the Company a broad knowledge of public finance, audit processes, and compliance expertise.
Mr. Van Slooten is the Managing Partner of Intrepid Equity Partners since 2013. From 2007 until 2013 he served as the Managing Partner of Atlanta-based VVS Capital. Prior, Mr. Van Slooten served as a Managing Director at SunTrust Robinson Humphrey Capital Markets. He has over 25 years’ experience in private equity and the capital markets. He has executed private equity investments in a variety of industries. He oversees the investment in Brown Integrated Logistics, the leading provider of transportation services to the paper industry in the southeast and serves on the board of Track Utilities. He has worked for Standard Chartered Bank and First Interstate Bank Ltd. He holds a BS in Accounting and an MBA from Brigham Young University. His twenty-five years of experience in management, public finance and private equity bring to the Company a broad knowledge of public company management, and investment community relationships among institutional investors, analysts and investment bankers.
Abe Emard is the CEO & RMO of SUNworks, a division of Solar3D, and is actively engaged in the design, installation and management of solar energy solutions for commercial, agricultural and residential customers. Mr. Emard is a co-founder of SUNworks and has served as CEO since the company's inception in February 2011. From 2000 until co-founding SUNworks, he worked for Emard Electric, Inc. as its Project Manager, Vice President and Business Development Officer. Mr. Emard is pursuing a construction management degree from the University of California at Davis extension program and holds the company’s electrical C-10 License. He is a certified installer for Canadian Solar, Sharp, AE Solaron, Sunower and PV Powered. The Company’s Board of directors believes Mr. Emard’s management experience and familiarity with the Company and its business will be invaluable to the Board of Directors and the Company.
None of Mr. Hunt, Mr. Van Slooten, or Mr. Emard has a family relationship with any of the executive officers or directors of the Company, except that Mr. Hunt is the spouse of the cousin of the Company’s current Chief Executive Officer. There are no arrangements or understandings between any of Mr. Hunt, Mr. Van Slooten, or Mr. Emard and any other person pursuant to which they were appointed as directors of the Company.
The Company issued a press release with respect to the foregoing, a copy of which is included as Exhibit 99.1.
Additionally, effective December 8, 2014, Mr. Emil Beitpolous resigned his position serving as a member of the Company’s Board of Directors. Mr. Beitpolous’s resignation was not as a result of any disagreements with the Company’s operations, policies or practices.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Description
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| |
|
|
SOLAR3D, INC.
|
| |
|
|
|
|
|
| |
|
|
|
|
|
|
Date: December 11, 2014
|
|
By:
|
/s/ James B. Nelson
|
|
| |
|
|
|
Name: James B. Nelson
|
|
| |
|
|
|
Title: Chief Executive Officer
|
|
Exhibit 99.1
Solar3D, Inc. Announces New Board Members
Company adds executive leadership and two new Committees as it continues to build infrastructure to support organizational growth.
Santa Barbara, CA – December 11, 2014 – Solar3D, Inc. (OTC: SLTD), a leading solar power company and the developer of a proprietary high efficiency solar cell, announced today the addition of Franklin L. Hunt, John Van Slooten, and Abe Emard to the Board of Directors of Solar 3D, Inc., effective immediately.
Mr. Hunt has been appointed Chairman of the Company’s newly formed Audit Committee. With over 30 years of experience in public accounting, Mr. Hunt brings a broad knowledge of public finance, audit processes, and compliance expertise. Mr. Van Slooten has been appointed Chairman of the Company’s newly formed Compensation Committee, and will also serve on the Company’s Audit Committee. His 25 years of experience in management, public finance, and private equity will provide Solar3D strategic direction within the investment community among institutional investors, analysts, and bankers. Mr. Van Slooten is the Managing Partner of Intrepid Equity Partner, and has worked previously with Standard Chartered Bank and First Interstate Bank Ltd.
Mr. Emard currently serves as the CEO of SUNworks, an operating division of Solar3D, and is actively engaged in the design, installation, and management of solar energy solutions for residential, commercial, and agricultural customers. He is a certified installer for Canadian Solar, Sharp, AE Solaron, and PV Powered. The Company believes Mr. Emard’s management experience and familiarity with Company operations will be invaluable as it continues to grow.
“We are honored to add Frank Hunt, John Van Slooten, and Abe Emard to the Solar 3D Board of Directors, a necessary move during this period of growth,” said Jim Nelson, CEO of Solar3D. “Each new board member brings a specific skillset to their position which we believe strengthens our organization at multiple levels. We are confident they will provide the leadership and experience needed to sustain the momentum generated in 2014, and carry it over into greater success for the future.”
In a recent release, Solar3D referenced an acquisition of MD Energy. While the acquisition is planned, the Company wishes to clarify that it has signed a definitive purchase agreement in November 2014, which is expected to close in February 2015.
About Solar3D, Inc.
Solar3D is a leading provider of solar power solutions and the developer of a proprietary high efficiency solar cell. The company’s SUNworks division focuses on the design, installation and management of solar power systems for commercial, agricultural and residential customers. SUNworks is one of the fastest growing solar systems providers in California and has delivered hundreds of 2.5 kilowatt to 1-megawatt commercial systems and has the capability of providing systems as large as 25 megawatts. Solar3D’s technology division is developing a patent-pending 3-dimensional solar cell technology to maximize the conversion of sunlight into electricity. The Solar3D Cell collects sunlight from a wide angle and lets light bounce around in 3-dimensional microstructures on the solar cell surface. The Company’s mission is to further the widespread adoption of solar power by deploying affordable, state-of-the-art systems and developing breakthrough new solar technologies.
To learn more about Solar3D, visit our website at http://www.Solar3D.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," "may," "intend," "expect" and similar expressions identify such forward-looking statements. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein. These forward-looking statements 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: the impact of economic, competitive and other factors affecting the Company and its operations, markets, products, and prospects for sales, failure to commercialize our technology, failure of technology to perform as expected, failure to earn profit or revenue, higher costs than expected, persistent operating losses, ownership dilution, inability to repay debt, failure of acquired businesses to perform as expected, the impact on the national and local economies resulting from terrorist actions, and U.S. actions subsequently; and other factors detailed in reports filed by the Company.
Media Contact:
Eric Fischgrund – FischTank Marketing and PR
eric@fischtankpr.com
Sunworks (NASDAQ:SUNW)
Historical Stock Chart
From Aug 2024 to Sep 2024
Sunworks (NASDAQ:SUNW)
Historical Stock Chart
From Sep 2023 to Sep 2024
