Sigma Labs, Inc. (NASDAQ:SGLB) (“Sigma Labs” or the “Company”), a
provider of quality assurance software under the PrintRite3D®
brand, today announced the release of the following letter to
shareholders from Chairman and Interim CEO John Rice:
Dear Shareholders,
In the year-ending week between Christmas and New Year’s Day in
a wintery New Mexico, we at Sigma took this interlude to
analytically reflect on our company and its markets, our
opportunities and challenges, our recent past and our dawning
future.
Gearing up as we enter 2018, I assure you that we will
diligently strive to win on our announced strategies and
initiatives to grow the company with internally generated product
sales and externally developed M&A activities. While there is
no assurance that these initiatives will excel, we are certainly
committed to them and believe them to be attainable. We have filed
with the Securities and Exchange Commission (the “SEC”) a
preliminary proxy statement relating to an upcoming special meeting
of our shareholders, concurrent with sending this letter. The proxy
statement, when finalized and distributed to our shareholders, will
seek shareholder support to increase the authorized number of
shares of Sigma common stock so that the company has the tools to
grow should M&A opportunities be developed and so that
prospective companies know that Sigma has the means to deliver on a
transaction, were it negotiated. I earnestly request that you
support this proposal.
I am also pleased to share with you some of our observations
about the transformative year that 2017 was in the 3D metal
marketplace as well as in your company. Commencing with a
successful public offering and uplift to NASDAQ in February 2017,
the velocity of the change(s) we have been reporting to you during
the year increased throughout the course of the year.
In the marketplace, Additive Manufacturing equipment suppliers
brought equipment to market that aimed at production line
capability rather than prototypes. For example, EOS began
delivering multi-laser machines with substantially larger
manufacturing chambers. The venerable British firm, Renishaw,
introduced its new “M” series of equipment in which M stands for
manufacturing and is designed to meet that need. Additive
Industries introduced equipment designed for scalable production
lines. Meanwhile, aerospace manufacturer GE purchased Concept Laser
and Arcam, evidently to ensure that it could obtain the AM
equipment required to meet its forecasts of internally produced AM
products. Airbus plans to be producing 30 tons per month of metal
additive parts by December 2018. Shifting from the macro-market
view to the micro, Sigma experienced an increase in PrintRite3D®
installations with customers evaluating the product for production
deployment.
In the company, Sigma’s leadership refined business priorities,
expanded and specialized the management team, and led Sigma’s
transformation from an R&D company culture into a technology
commercialization company. We doubled down on our
In-Process-Quality-Assurance product development to sustain the
agility required to meet rapidly changing AM equipment needs in a
rapidly growing market. We combined our Sales with Technology
Development into an integrated customer service team. Sigma
introduced Version 2.0 of PrintRite3D® in February 2017 and then
Version 3.0 at the Formnext Show in November 2017. Doubling
down.
Our company and our people step out of 2017 with a collective
spirit of confidence, a consensus of intense and shared commitment,
and a hungry ‘can’t wait’ enthusiasm. It is 2018 and it is Game
On!
With thanks and appreciation for your support and appreciation
of Sigma Labs, I remain
John R. Rice,
John R. Rice, Chair and Interim CEO
Additional Disclosures Under the Federal Securities
Laws
As described in the preliminary proxy statement referred to
above, a special meeting of Sigma shareholders will be held to
consider the proposal to increase our authorized shares. The
date of the special meeting will be announced in a definitive proxy
statement to be mailed to shareholders and filed with the
SEC. Shareholders are urged to read the definitive proxy
statement when it becomes available, because it will contain
important information about Sigma and the proposed increase in
authorized shares. Definitive proxy materials for the special
meeting are expected to be mailed the week of January 15, 2018.
This press release is not a proxy statement or solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the proposed increase in authorized shares.
SHAREHOLDERS ARE URGED TO READ CAREFULLY AND IN ITS ENTIRETY THE
PRELIMINARY PROXY STATEMENT FILED WITH THE SEC, AND, WHEN THEY
BECOME AVAILABLE, THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT
MATERIALS, BECAUSE THEY DO AND WILL CONTAIN IMPORTANT INFORMATION
ABOUT SIGMA AND THE PROPOSED INCREASE IN AUTHORIZED SHARES. The
definitive proxy statement will be mailed to shareholders as of a
record date to be established for voting on this proposal.
Shareholders may obtain free copies of Sigma’s preliminary proxy
statement and its other SEC filings electronically by accessing the
SEC's home page at http://www.sec.gov. Copies can also be obtained,
free of charge, upon written request to Sigma Labs, Inc., Attn:
Corporate Secretary, 3900 Paseo del Sol, Santa Fe, NM 87507.
Participation in Solicitation
This press release may constitute soliciting material under SEC
Rule 14a-12, and Sigma and its directors, executive officers, and
advisors may be deemed to be participants in the solicitation of
proxies from the holders of Sigma common stock in respect of the
proposed increase in authorized shares.
Investors may obtain additional information regarding the
interest of those participants by reading Sigma’s preliminary proxy
statement and, when they become available, Sigma’s definitive proxy
statement and other relevant proxy materials, and Sigma’s annual
reports on Form 10-K and quarterly reports on Form 10-Q, as filed
with the SEC.
About Sigma LabsSigma Labs, Inc. is a provider
of quality assurance software under the PrintRite3D® brand and a
developer of advanced, in-process, non-destructive quality
assurance software for commercial firms worldwide seeking
productive solutions for advanced manufacturing. For more
information please visit us at www.sigmalabsinc.com.
Forward-Looking StatementsThis press release
contains “forward-looking statements” within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended (which Sections
were adopted as part of the Private Securities Litigation Reform
Act of 1995). Statements preceded by, followed by or that otherwise
include the words “believe,” “anticipate,” “estimate,” “expect,”
“intend,” “plan,” “project,” “prospects,” “outlook,” and similar
words or expressions, or future or conditional verbs such as
“will,” “should,” “would,” “may,” and “could” are generally
forward-looking in nature and not historical facts. These
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the Company's
actual results, performance or achievements to be materially
different from any anticipated results, performance or
achievements. The Company disclaims any intention to, and
undertakes no obligation to, revise any forward-looking statements,
whether as a result of new information, a future event, or
otherwise. For additional risks and uncertainties that could impact
the Company’s forward-looking statements, please see the Company’s
Annual Report on Form 10-K (including but not limited to the
discussion under “Risk Factors” therein) filed with the SEC on
March 31, 2017 and which may be viewed at http://www.sec.gov.
Investor Relations Contact:Bret ShapiroManaging
DirectorCORE IR561-479-8566 brets@coreir.com
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