Staffing 360 Solutions Announces Distribution of Series J Preferred Stock to Holders of its Common Stock
May 03 2022 - 4:15PM
Staffing 360 Solutions, Inc. (Nasdaq: STAF), a company executing an
international buy-integrate-build strategy through the acquisition
of staffing organizations in the United States and the United
Kingdom, today announced that its Board of Directors declared a
dividend of one one-thousandth of a share of newly designated
Series J Preferred Stock, par value $0.00001 per share, for
each outstanding share of the Company’s common stock held of record
as of 5:00pm Eastern Time on May 13, 2022. The outstanding
shares of Series J Preferred Stock will vote together with the
outstanding shares of the Company’s common stock, as a single
class, exclusively with respect to a reverse stock split, as well
as any proposal to adjourn any meeting of stockholders called for
the purpose of voting on the reverse stock split, and will not be
entitled to vote on any other matter, except to the extent required
under the Delaware General Corporation Law. Subject to certain
limitations, each outstanding share of Series J Preferred
Stock will have 1,000,000 votes per share (or 1,000 votes per
one one-thousandth of a share of Series J Preferred
Stock).
All shares of Series J Preferred Stock that
are not present in person or by proxy at the meeting of
stockholders held to vote on the reverse stock split as of
immediately prior to the opening of the polls at such meeting will
automatically be redeemed by the Company. Any outstanding shares of
Series J Preferred Stock that have not been so redeemed will
be redeemed if such redemption is ordered by the Company’s Board of
Directors or automatically upon the effectiveness of the amendment
to the Company’s certificate of incorporation effecting the reverse
stock split.
The Series J Preferred Stock will be
uncertificated, and no shares of Series J Preferred Stock will
be transferable by any holder thereof except in connection with a
transfer by such holder of any shares of the Company’s common stock
held by such holder. In that case, a number of one one-thousandths
of a share of Series J Preferred Stock equal to the number of
shares of the Company’s common stock to be transferred by such
holder would be transferred to the transferee of such shares of
common stock.
Further details regarding the Series J
Preferred Stock will be contained in a report on Form 8-K to
be filed by the Company with the Securities and Exchange
Commission.
About Staffing 360 Solutions,
Inc.Staffing 360 Solutions, Inc. is engaged in the
execution of an international buy-integrate-build strategy through
the acquisition of domestic and international staffing
organizations in the United States and United Kingdom. The Company
believes that the staffing industry offers opportunities for
accretive acquisitions and as part of its targeted consolidation
model, is pursuing acquisition targets in the finance and
accounting, administrative, engineering, IT, and light industrial
staffing space. For more information, visit
http://www.staffing360solutions.com. Follow Staffing 360 Solutions
on Facebook, LinkedIn and Twitter.
Forward-Looking StatementsThis
press release contains forward-looking statements, which may be
identified by words such as "expect," "look forward to,"
"anticipate," "intend," "plan," "believe," "seek," "estimate,"
"will," "project" or words of similar meaning. Forward-looking
statements are not guarantees of future performance, are based on
certain assumptions and are subject to various known and unknown
risks and uncertainties, many of which are beyond the Company's
control, and cannot be predicted or quantified; consequently,
actual results may differ materially from those expressed or
implied by such forward-looking statements. Such risks and
uncertainties include, without limitation, our ability to retain
our listing on the Nasdaq Capital Market; market and other
conditions; the geographic, social and economic impact of COVID-19
on the Company’s ability to conduct its business and raise capital
in the future when needed; weakness in general economic conditions
and levels of capital spending by customers in the industries the
Company serves; weakness or volatility in the financial and capital
markets, which may result in the postponement or cancellation of
customer capital projects or the inability of the Company’s
customers to pay the Company’s fees; the termination of a major
customer contract or project; delays or reductions in U.S.
government spending; credit risks associated with the Company’s
customers; competitive market pressures; the availability and cost
of qualified labor; the Company’s level of success in attracting,
training and retaining qualified management personnel and other
staff employees; changes in tax laws and other government
regulations, including the impact of health care reform laws and
regulations; the possibility of incurring liability for the
Company’s business activities, including, but not limited to, the
activities of the Company’s temporary employees; the Company’s
performance on customer contracts; negative outcome of pending and
future claims and litigation; government policies, legislation or
judicial decisions adverse to the Company’s businesses; the
Company’s ability to access the capital markets by pursuing
additional debt and equity financing to fund its business plan and
expenses on terms acceptable to the Company or at all; and the
Company’s ability to comply with its contractual covenants,
including in respect of its debt agreements, as well as various
additional risks, many of which are now unknown and generally out
of the Company’s control, and which are detailed from time to time
in reports filed by the Company with the SEC, including quarterly
reports on Form 10-Q, reports on Form 8-K and annual reports on
Form 10-K. Staffing 360 Solutions does not undertake any duty to
update any statements contained herein (including any
forward-looking statements), except as required by law.
Investor Relations
Contact:Terri MacInnis, VP of IRBibicoff + MacInnis,
Inc.(818) 379-8500 x 2terri@bibimac.com
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