Current Report Filing (8-k)
April 14 2022 - 4:16PM
Edgar (US Regulatory)
0001499717
false
0001499717
2022-04-12
2022-04-12
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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
April
12, 2022
Date
of Report (Date of earliest event reported)
STAFFING
360 SOLUTIONS, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-37575 |
|
68-0680859 |
(State
or other jurisdiction of
incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
757
Third Avenue
27th
Floor
New
York, NY 10017
(Address
of principal executive offices)
(646)
507-5710
(Registrant’s
telephone number, including area code)
641
Lexington Avenue
27th
Floor
New
York, NY 10022
(Former
name or former address, if changed since last report.)
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 (17 CFR 230.425) |
|
|
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
|
☐ |
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)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405
of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§ 240.12b–2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
stock |
|
STAF |
|
NASDAQ |
Item
3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As
previously reported, on June 3, 2020, Staffing 360 Solutions, Inc. (the “Company”) received a letter from the Listing Qualifications
Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was no longer
in compliance with the minimum stockholders’ equity requirement for continued listing on Nasdaq under Nasdaq Listing Rule 5550(b)(1)
(the “Stockholders’ Equity Requirement”). As previously reported, a hearing before a Nasdaq Hearings Panel (the “Panel”)
was held on January 21, 2021, and the Company was granted an extension to regain compliance until February 28, 2021, which was subsequently
further extended to May 31, 2021. On June 28, 2021, the Company received a letter from the Staff notifying the Company that the Panel
determined that the Company had regained compliance with the Stockholders’ Equity Requirement. The Panel also imposed a Panel Monitor
under Nasdaq Listing Rule 5815(d)(4)(A) for a period of one year from the date of the June 28, 2021 letter, during which period the Company
was expected to remain in compliance with all of Nasdaq’s continued listing requirements (the “Panel Decision”).
As
previously reported, on February 23, 2022, the Company received a letter from the Staff notifying the Company that it was no longer in
compliance with the bid price requirement, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”),
for continued listing on Nasdaq. Pursuant to the Panel Decision, the Company was not eligible for the 180-day bid price compliance period
set forth in the Nasdaq Listing Rules. On March 2, 2022, the Company timely requested a hearing before the Panel, which was held on March
31, 2022.
On
April 12, 2022, the Company received a letter from Nasdaq notifying the Company that the Panel determined to grant the Company’s
request for continued listing on Nasdaq, subject to the following: (i) on or about May 2, 2022, the Company will advise the Panel of
the status of the proxy statement it plans to file to obtain shareholder approval for a reverse stock split, (ii) on or about May 23,
2022, the Company will advise the Panel on the status of the shareholder meeting it plans to hold to obtain approval of the reverse stock
split, (iii) on or about May 26, 2022, the Company will affect a reverse stock split and (iv) on or before about June 22, 2022, the Company
shall demonstrate compliance with the Bid Price Requirement by evidencing a closing bid price above $1.00 per share for the previous
ten consecutive trading sessions.
SIGNATURES
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 hereunto duly authorized.
Date:
April 14, 2022 |
STAFFING
360 SOLUTIONS, INC. |
|
|
|
|
By:
|
/s/
Brendan Flood |
|
|
Brendan
Flood |
|
|
Chairman
and Chief Executive Officer |
Staffing 360 Solutions (NASDAQ:STAF)
Historical Stock Chart
From Mar 2024 to Apr 2024
Staffing 360 Solutions (NASDAQ:STAF)
Historical Stock Chart
From Apr 2023 to Apr 2024