Staffing 360 Solutions Announces Distribution of Series J Preferred Stock to Holders of its Common Stock

Rhea-AI Summary

Staffing 360 Solutions, Inc. (STAF) announced a dividend of one one-thousandth of a share of newly designated Series J Preferred Stock for each outstanding common stock share held by record on May 13, 2022. This preferred stock will vote with common stock on reverse stock split matters, offering 1,000,000 votes per share. Non-attending shares at the meeting will be automatically redeemed. The stock's transferability is restricted, and further details will be in a Form 8-K report filed with the SEC.

Positive

• Declaration of dividend in Series J Preferred Stock, potentially enhancing shareholder value.
• Series J Preferred Stock votes alongside common stock, giving significant voting power on important decisions.

Negative

• The automatic redemption of non-present shares at the stockholders meeting may limit shareholders' influences.
• Potential dilution of common stock voting power due to the issuance of Series J Preferred Stock.

NEW YORK, May 03, 2022 (GLOBE NEWSWIRE) -- 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 Statements
This 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 IR
Bibicoff + MacInnis, Inc.
(818) 379-8500 x 2
terri@bibimac.com

FAQ

What is the recent dividend announcement by Staffing 360 Solutions?

Staffing 360 Solutions declared a dividend of one one-thousandth of a share of Series J Preferred Stock for each common stock share held as of May 13, 2022.

How will the Series J Preferred Stock affect voting on reverse stock splits for STAF?

The Series J Preferred Stock will vote with common stock on reverse stock splits, providing substantial voting power of 1,000,000 votes per share.

When is the record date for the dividend in Series J Preferred Stock?

The record date for the dividend in Series J Preferred Stock is May 13, 2022.

What happens to unrepresented Series J Preferred Stock at the stockholders meeting?

Shares of Series J Preferred Stock not present at the stockholders meeting will be automatically redeemed.