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How are we doing

Please find the below information disclosed pursuant of Rule 26 of the AIM Rules

This information was last updated 2nd December 2021

DescriptionLink
Admission Document and CircularsCan be viewed here
Business Description Can be viewed here
Company Directors and BiographiesCan be viewed here
Country of Incorporation and OperationsCountry of incorporation: England and Wales
Company registration number: 12398098
Main country of operation: United Kingdom
Details of the nominated adviser and other key advisers Can be viewed here
Details of the Board and Corporate GovernanceCan be viewed here
Corporate documentsCan be viewed here
Financial Reports and ResultsCan be viewed here
Details of any other exchanges or trading platforms on which the company has applied or agreed to have any of its securities (Including AIM securities) admitted and tradedThe company has not applied or agreed to have any of its securities admitted or traded on any other exchanges or trading platforms other than its admission to trading on AIM with trading code AIM:LST
Major ShareholdersCan be viewed here
Regulatory NewsCan be viewed here
Takeover CodeThe Company is subject to the provisions of the City Code on Takeover and Mergers

This information was last updated on 2nd December 2021

The number of securities in issue (noting no treasury shares) – 174,150,000

Details of Restrictions of the Transfer of Securities – there are no restrictions on the transfer of ordinary shares

The percentage of AIM securities which are in issue that are not in public hands  – 67.4%

Name
Number of ordinary shares
% of Light Science Technologies Holdings Ltd
Simon Deacon80,600,00046.3
Intuitive Investments Group plc13,280,0007.6
David Evans* 10,000,0005.7
Herald Investment Management 10,000,0005.7
LSTH Trustee8,900,0005.1

* David Evans is a founder and substantial shareholder of Intuitive Investments Group plc. Rob Naylor (a director of the Company) is the CEO and a shareholder of Intuitive Investments Group plc.

Click on the documents below to view/download the PDF

This information was last updated 2nd December 2021

Articles of Association
01.07.2021

Terms of reference – audit and risk committee
09.09.2021

Terms of reference – remuneration committee
09.10.2021

Terms of reference – nomination committee
09.09.2021

Schedule of matters reserved for the board
11.10.2021

Corporate governance statement
14.10.2021

Admission document
15.10.2021

Click on the documents below to view/download the PDF

Intention to float on AIM
12.10.2021

Admission to trading on AIM & First Day of Dealings
15.10.2021

Holding(s) in Company
18.10.2021

Placing of Existing Shareholder’s Interest
03.11.2021

Holding(s) in Company
03.11.2021

Zenith and Rentokil Contracts Update
08.11.2021

Vox markets presentation
16.11.2021

Investor presentation webinar
25.11.2021

Director/PDMR Shareholding – Acquisition of Shares
01.12.2021

Corporate governance

The Board is committed to the principles of good corporate governance and believes that an effective corporate governance framework is essential to underpin the success of the Group’s business. The Board is committed to achieving the highest standards of integrity, ethics, professionalism and business practice throughout the Group’s operations. Therefore, the Company has adopted the Quoted Companies Alliance Corporate Governance Code (the “QCA Code”), in line with the AIM Rules for Companies, which requires all AIM-quoted companies to adopt a recognised corporate governance code and to explain how the company complies with and where it departs from the chosen code. Click here for details

Myles Halley (Chairman) – October 2021

Board members responsibilities

The Board is responsible for the overall management of the Group. The Board will meet at least 10 times a year and otherwise on an as-required basis, to review, formulate and approve the Group’s strategy, budgets, corporate actions and oversee the Group’s progress towards its goals.

The key procedures which the Board intends to establish with a view to providing effective internal financial control include the following:

– the Company has instituted a monthly management reporting process to enable the Board to monitor the performance of the Company;

– the Board has adopted and reviewed a comprehensive annual budget for the Company. Monthly results will be examined against the budget and deviations will be closely monitored by the Board; and

– the Board is responsible for maintaining and identifying major business risks faced by the Company and for determining the appropriate courses of action to manage those risks.

The Company has established an Audit and Risk Committee, a Remuneration Committee, and a Nomination Committee, each with formally delegated duties and responsibilities and with written terms of reference. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises.

Audit and Risk Committee

The audit and risk committee comprises Myles Halley, Lisa Clement and Rob Naylor, and is chaired by Myles Halley.

The audit and risk committee is responsible for monitoring the integrity of the Company’s financial statements, reviewing significant financial reporting issues, reviewing the effectiveness of the Company’s internal control and risk management systems, monitoring the need for and if necessary the effectiveness of the internal audit function and overseeing the relationship with the external auditors including advising on their appointment, agreeing the scope of the audit and reviewing the audit findings.

The audit committee meets at least three times a year at appropriate times in the reporting and audit cycle and otherwise as required. The audit committee meets regularly with the Company’s external auditors.

Remuneration Committee

The remuneration committee is comprised of Lisa Clement, Rory James-Duff and Rob Naylor, and is chaired by Lisa Clement.

The remuneration committee is responsible for determining and agreeing with the Board the framework for the remuneration of the Chief Executive Officer, the other executive Directors and other designated senior executives and, within the terms of the agreed framework, determining the total individual remuneration packages of such persons including, where appropriate, bonuses, incentive payments and share options or other share awards.

The remuneration of non-executive Directors is a matter for the executive members of the Board. No Director is involved in any decision as to his or her own remuneration. The remuneration committee meets at least twice a year and otherwise as required.

Nominations Committee

The nominations committee is comprised of Lisa Clement, Rory James-Duff and Simon Deacon, and is chaired by Lisa Clement.

The nominations committee is responsible for reviewing the structure, size and composition of the Board and identifying and nominating, for the approval of Board, candidates to fill vacancies on the Board as and when they arise. The nominations committee meets at least twice a year and otherwise as required.

The Company’s financial statements are set out in the Admission Document.

The Annual Report and accounts of the Company will be made up to 30 November in each year with copies expected to be sent to Shareholders within the following five months.

The first annual report will be prepared to 30 November 2021. The Company will also publish unaudited half-yearly reports to 31 May each year with copies expected to be posted to Shareholders within the following three months.

The first unaudited half-yearly report will be prepared to 31 May 2022. The Company’s financial statements will be prepared and presented in Sterling under IFRS.

This information was last updated on 15th October 2021

The Company was incorporated in England and Wales on 13 January 2020 and is the holding company of the Group’s contract electronics manufacturing (“CEM”) division, UK Circuits and Electronics Solutions Limited (“UK Circuits”), and its controlled environment agriculture (“CEA”) division, Light Science Technologies Ltd (“Light Science Technologies”).

The registered office address office is 1 Lowman Way, Hilton Business Park, Hilton, Derbyshire, DE65 5LJ, United Kingdom and the company number is 12398098

UK Circuits was founded in 1997 and is a contract electronics manufacturer with strong revenue and cash generation. The Group’s manufacturing facilities in Manchester, England enable the Group to design, manufacture and test high-quality CEM products used in a broad range of sectors.

Light Science Technologies was founded in September 2019 and facilitates the Company’s CEA operations. The Group’s state-of-the-art laboratory facilities in Derby, England, enable the Group to design, test and provide innovative CEA products and services.

Nominated and Financial Adviser to the Company
Strand Hanson Limited
26 Mount Row, Mayfair, London, W1K 3SQ, United Kingdom

Legal Adviser to the Company
BDB Pitmans LLP
One Bartholomew Close, London, EC1A 7BL, United Kingdom

Registrar to the Company
Neville Registrars Limited
Neville House, Steelpark Road, Halesowen, B62 8HD, United Kingdom

Broker to the Company
Turner Pope Investments (TPI) Ltd
8 Frederick’s Place, London, EC2R 8AB, United Kingdom

Financial public relations adviser
Walbrook PR Limited
75 King William Street, London, EC4N 7BE, United Kingdom

Please find the below information disclosed pursuant of Rule 26 of the AIM Rules

This information was last updated 2nd December 2021

DescriptionLink
Admission Document and CircularsCan be viewed here
Business Description Can be viewed here
Company Directors and BiographiesCan be viewed here
Country of Incorporation and OperationsCountry of incorporation: England and Wales
Company registration number: 12398098
Main country of operation: United Kingdom
Details of the nominated adviser and other key advisers Can be viewed here
Details of the Board and Corporate GovernanceCan be viewed here
Corporate documentsCan be viewed here
Financial Reports and ResultsCan be viewed here
Details of any other exchanges or trading platforms on which the company has applied or agreed to have any of its securities (Including AIM securities) admitted and tradedThe company has not applied or agreed to have any of its securities admitted or traded on any other exchanges or trading platforms other than its admission to trading on AIM with trading code AIM:LST
Major ShareholdersCan be viewed here
Regulatory NewsCan be viewed here
Takeover CodeThe Company is subject to the provisions of the City Code on Takeover and Mergers

This information was last updated on 2nd December 2021

The number of securities in issue (noting no treasury shares) – 174,150,000

Percentage of shares not in public hands  – 67.4%

Name
Number of ordinary shares
% of Light Science Technologies Holdings Ltd
Simon Deacon80,600,00046.3
Intuitive Investments Group plc13,280,0007.6
David Evans* 10,000,0005.7
Herald Investment Management 10,000,0005.7
LSTH Trustee8,900,0005.1

Click on the documents below to view/download the PDF

This information was last updated 2nd December 2021

Articles of Association
01.07.2021

Terms of reference – audit and risk committee
09.09.2021

Terms of reference – remuneration committee
09.10.2021

Terms of reference – nomination committee
09.09.2021

Schedule of matters reserved for the board
11.10.2021

Corporate governance statement
14.10.2021

Admission document
15.10.2021

Corporate governance

The Board is committed to the principles of good corporate governance and believes that an effective corporate governance framework is essential to underpin the success of the Group’s business. The Board is committed to achieving the highest standards of integrity, ethics, professionalism and business practice throughout the Group’s operations. Therefore, the Company has adopted the Quoted Companies Alliance Corporate Governance Code (the “QCA Code”), in line with the AIM Rules for Companies, which requires all AIM-quoted companies to adopt a recognised corporate governance code and to explain how the company complies with and where it departs from the chosen code. Click here for details

Myles Halley (Chairman) – October 2021

Board members responsibilities

The Board is responsible for the overall management of the Group. The Board will meet at least 10 times a year and otherwise on an as-required basis, to review, formulate and approve the Group’s strategy, budgets, corporate actions and oversee the Group’s progress towards its goals.

The key procedures which the Board intends to establish with a view to providing effective internal financial control include the following:

– the Company has instituted a monthly management reporting process to enable the Board to monitor the performance of the Company;

– the Board has adopted and reviewed a comprehensive annual budget for the Company. Monthly results will be examined against the budget and deviations will be closely monitored by the Board; and

– the Board is responsible for maintaining and identifying major business risks faced by the Company and for determining the appropriate courses of action to manage those risks.

The Company has established an Audit and Risk Committee, a Remuneration Committee, and a Nomination Committee, each with formally delegated duties and responsibilities and with written terms of reference. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises.

Audit and Risk Committee

The audit and risk committee comprises Myles Halley, Lisa Clement and Rob Naylor, and is chaired by Myles Halley.

The audit and risk committee is responsible for monitoring the integrity of the Company’s financial statements, reviewing significant financial reporting issues, reviewing the effectiveness of the Company’s internal control and risk management systems, monitoring the need for and if necessary the effectiveness of the internal audit function and overseeing the relationship with the external auditors including advising on their appointment, agreeing the scope of the audit and reviewing the audit findings.

The audit committee meets at least three times a year at appropriate times in the reporting and audit cycle and otherwise as required. The audit committee meets regularly with the Company’s external auditors.

Remuneration Committee

The remuneration committee is comprised of Lisa Clement, Rory James-Duff and Rob Naylor, and is chaired by Lisa Clement.

The remuneration committee is responsible for determining and agreeing with the Board the framework for the remuneration of the Chief Executive Officer, the other executive Directors and other designated senior executives and, within the terms of the agreed framework, determining the total individual remuneration packages of such persons including, where appropriate, bonuses, incentive payments and share options or other share awards.

The remuneration of non-executive Directors is a matter for the executive members of the Board. No Director is involved in any decision as to his or her own remuneration. The remuneration committee meets at least twice a year and otherwise as required.

Nominations Committee

The nominations committee is comprised of Lisa Clement, Rory James-Duff and Simon Deacon, and is chaired by Lisa Clement.

The nominations committee is responsible for reviewing the structure, size and composition of the Board and identifying and nominating, for the approval of Board, candidates to fill vacancies on the Board as and when they arise. The nominations committee meets at least twice a year and otherwise as required.

Click on the documents below to view/download the PDF

Intention to float on AIM
12.10.2021

Admission to trading on AIM & First Day of Dealings
15.10.2021

Holding(s) in Company
18.10.2021

Placing of Existing Shareholder’s Interest
03.11.2021

Holding(s) in Company
03.11.2021

Zenith and Rentokil Contracts Update
08.11.2021

Vox markets presentation
16.11.2021

Investor presentation webinar
25.11.2021

Director/PDMR Shareholding – Acquisition of Shares
01.12.2021

The Company’s financial statements are set out in the Admission Document.

The Annual Report and accounts of the Company will be made up to 30 November in each year with copies expected to be sent to Shareholders within the following five months.

The first annual report will be prepared to 30 November 2021. The Company will also publish unaudited half-yearly reports to 31 May each year with copies expected to be posted to Shareholders within the following three months.

The first unaudited half-yearly report will be prepared to 31 May 2022. The Company’s financial statements will be prepared and presented in Sterling under IFRS.

This information was last updated on 15th October 2021

The Company was incorporated in England and Wales on 13 January 2020 and is the holding company of the Group’s contract electronics manufacturing (“CEM”) division, UK Circuits and Electronics Solutions Limited (“UK Circuits”), and its controlled environment agriculture (“CEA”) division, Light Science Technologies Ltd (“Light Science Technologies”).

The registered office address office is 1 Lowman Way, Hilton Business Park, Hilton, Derbyshire, DE65 5LJ, United Kingdom and the company number is 12398098

UK Circuits was founded in 1997 and is a contract electronics manufacturer with strong revenue and cash generation. The Group’s manufacturing facilities in Manchester, England enable the Group to design, manufacture and test high-quality CEM products used in a broad range of sectors.

Light Science Technologies was founded in September 2019 and facilitates the Company’s CEA operations. The Group’s state-of-the-art laboratory facilities in Derby, England, enable the Group to design, test and provide innovative CEA products and services.

Nominated and Financial Adviser to the Company
Strand Hanson Limited
26 Mount Row, Mayfair, London, W1K 3SQ, United Kingdom

Legal Adviser to the Company
BDB Pitmans LLP
One Bartholomew Close, London, EC1A 7BL, United Kingdom

Registrar to the Company
Neville Registrars Limited
Neville House, Steelpark Road, Halesowen, B62 8HD, United Kingdom

Broker to the Company
Turner Pope Investments (TPI) Ltd
8 Frederick’s Place, London, EC2R 8AB, United Kingdom

Financial public relations adviser
Walbrook PR Limited
75 King William Street, London, EC4N 7BE, United Kingdom

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Contact

For Media or Investor Relations Enquiries

Walbrook PR

+44 (0) 20 7933 8780

lst@walbrookpr.com