Important notice and disclaimer

IMPORTANT NOTICE AND DISCLAIMER

Please read the following important notice and disclaimer carefully. You must accept its terms before you can proceed.

Users of this website (the “Site”) are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained herein. By proceeding to access the information, users are deemed to have represented and warranted that the applicable laws and regulations of their relevant jurisdiction allow them to do so. No information contained on this Site constitutes or would be deemed to constitute an invitation in any jurisdiction to invest or otherwise deal in the shares of Atrato Onsite Energy PLC (the “Company”).

The information contained on this Site does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities in the United States or in any jurisdiction or jurisdictions in which such offers or sales are unlawful.

The shares of the Company have not been nor will they be registered under the U.S. Securities Act of 1933, as amended (the “US Securities Act“), or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered, sold, resold, pledged, taken up, exercised, renounced, transferred, delivered or distributed, directly or indirectly, within the United States or to or for the account or benefit of U.S. Persons (as defined in Regulation S of the US Securities Act). There will be no public offer of the securities in the United States, Australia, Canada, Japan, the Republic of South Africa, any member state of the EEA or any jurisdiction in which such an offer would constitute violation of the relevant laws or regulations of such jurisdiction. The Company will not be registered under the U.S. Investment Company Act of 1940, as amended (the “US Investment Company Act”), and investors will not be entitled to the benefits of the US Investment Company Act.

Any investment is subject to risk. The value of the Company’s shares may go down as well as up. Past performance is no guarantee of future returns. There is also no guarantee that the Company’s investment objective will be achieved. Potential investors in the Company are advised to seek expert financial advice before making any investment decision and should be aware that they may not fully recover the amount invested.

Terms of Use of this Site

The information contained in this Site is for general information purposes only. It is not intended to amount to advice on which you should rely or to amount to any recommendation. Nothing on this Site constitutes an offer to sell, a solicitation, or an offer to buy, any investment, securities, funds, financial instruments, products or services, or to engage in any other transaction, or to provide any investment advice, recommendation or service. You must obtain independent professional or specialist advice before making any decision or taking (or refraining from) any action (including among other things to purchase a financial product or service, enter a contract for the same, or make any decision after you have entered such a contract).

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Forward-Looking Statements

Nothing in this Site is, or should be relied on as, a promise or representation as to the future. This Site includes “forward-looking statements”. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms “believes”, “estimates”, “anticipates”, “forecasts”, “projects”, “expects”, “intends”, “may”, “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Site and include statements regarding the intentions, beliefs or current expectations of the Company concerning, amongst other things, the investment objective and investment policy, investment performance, results of operations, financial condition, prospects, and dividend policy of the Company and the markets in which it is involved. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company’s actual investment performance, results of operations, financial condition and dividend policy may differ materially from the impression created by the forward looking statements contained in this Site. None of the Company, Atrato Partners Limited (the Investment Adviser) nor any of their respective affiliates undertakes any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by applicable law or regulation.

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Use of this Site is at your sole risk. None of the Company, the Investment Adviser or any of their respective affiliates assumes any responsibility for, or makes any warranties that:

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You agree that under no circumstances, including, but not limited to, negligence, shall the Company, the Investment Adviser or any other third party that has provided information contained in this Site or any of their respective affiliates be liable for any direct, special or consequential damages that result from the access or use of, or the inability to access or use, the materials on this Site.

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Thursday 6th February 2025

Atrato Onsite Energy plc

(in Members’ Voluntary Liquidation)

(“the Company”)

 

Notice to Shareholders

Further to the appointment of Richard Barker and Derek Hyslop as Joint Liquidators of the Company on 13 December 2024 and in accordance with the circular issued to shareholders on 27 November 2024 (“the Circular”).

 

The Joint Liquidators confirm that a First Distribution at a rate of £0.775 per Ordinary Share will be paid on 6 February 2025. Shareholders will receive their distribution by CREST or cheque and those cheques will be issued by the Company’s Registrar (Link Asset Services) to the address on the share register as at the Record Date.

Please note that this distribution could have tax consequences which may need to be reflected in your tax return.  If a Shareholder is in any doubt as to their individual tax position, it is recommended that they seek advice from an independent professional advisor.

A second and final distribution is expected to be paid to shareholders prior to the conclusion of the liquidation. Once the Liquidators have concluded the Company’s residual affairs, which includes novation of parental guarantees provided by the Company in relation to its former subsidiary investments, the tax affairs of the Company, satisfaction of claims of creditors of the Company and paid the costs and expenses of the liquidation, it is expected the Liquidators will make a final distribution to Shareholders of the residual cash in the liquidation estate. The final distribution, if any, will be paid at a time to be determined by the Liquidators but is envisaged to be in the region of nine months after the commencement of the liquidation.

A further update will be provided on the website once the timing of the final distribution is known.  In the meantime, if shareholders have any questions in relation to the liquidation they should contact the Liquidators.

Following the commencement of the members’ voluntary liquidation, shareholders are no longer able to trade in the Company’s shares on the London Stock Exchange. The Company will not publish any further regulatory information service announcements and will not produce further financial statements (other than those prepared by the Joint Liquidators and communicated to shareholders under the relevant provisions of the Insolvency Act 1986).

Jay Bhatt

jay.bhatt2@uk.ey.com

+44 20 7951 5251

Shareholders with questions, including regarding the receipt of their entitlements in respect of the first distributions, should contact the Company’s Registrar, MUFG Corporate markets, using the details below.

shareholderenquiries@cm.mpms.mufg.com

0371 664 0300

Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. The MUFG Corporate markets helpline is open between 9 am – 5.30 pm, Monday to Friday excluding public holidays in England and Wales.  Please note that MUFG Corporate Markets cannot provide any financial, legal or tax advice and calls may be recorded and monitored for security and training purposes

 

Friday 31st January 2025

Atrato Onsite Energy plc

(in Members’ Voluntary Liquidation)

(“the Company”)

Notice to Shareholders

Further to the approval of a special resolutions by a general meeting of the Company held on 13 December 2024, the Company was placed into Members’ Voluntary Liquidation, and Richard Barker and Derek Hyslop of Ernst & Young LLP were appointed as Joint Liquidators.

As stated in the circular issued to shareholders on 27 November 2024, it is anticipated that the Liquidators will be in a position to make an initial distribution of substantially all of the net assets of the Company in early February 2025 (the “Initial Distribution”). This timeline is to allow (a) the Liquidators to comply with their obligation to give all actual and/or contingent creditors of the Company notice of the liquidation and the requirement to submit claims to the Liquidators by a last proving date, which must be a minimum period of 21 days from the date of the notice; and (b) the Liquidators to adjudicate and pay (if accepted) and/or reserve sufficient funds to pay any claims received. It is estimated that the value of the Initial Distribution will be no less than 77.0  pence per Ordinary Share.

The Liquidators will retain the balance of funds in the liquidation estate and once the Liquidators have satisfied all the claims of creditors of the Company and paid the costs and expenses of the liquidation, and the Company’s tax affairs have been finalised, it is expected the Liquidators will make a final distribution to Shareholders of any residual cash in the liquidation estate. The final distribution, if any, will be paid at a time to be determined solely by the Liquidators but is envisaged to be in the region of nine months after the entry into members’ voluntary liquidation.

All Shareholders on the Register of Members as at 6.00 p.m. on 12 December 2024, being the Record Date, will be entitled to any distributions made during the course of the liquidation.

Following the commencement of the members’ voluntary liquidation, shareholders are no longer able to trade in the Company’s shares on the London Stock Exchange. The Company will not publish any further regulatory information service announcements and will not produce further financial statements (other than those prepared by the Joint Liquidators and communicated to shareholders under the relevant provisions of the Insolvency Act 1986).

A further update will be provided on the website at the time of the first distribution to shareholders.  In the meantime, if shareholders have any questions in relation to the liquidation they should contact the Liquidators.

Jay Bhatt

jay.bhatt2@uk.ey.com