Staffing 360 Solutions Announces Results of Proxy Votes and Passage of All Proposals

Rhea-AI Summary

Staffing 360 Solutions, Inc. (STAF) announced the results from its 2021 Special Meeting of Stockholders, where approximately 66.97% of shares were voted. All three proposals passed, including an amendment to increase authorized shares to 200 million, with 54.63% voting in favor. The second proposal received 54.11% support, and the third proposal to increase shares available under the 2021 Omnibus Incentive Plan to 5 million garnered 86.21% approval. CEO Brendan Flood emphasized the importance of these measures for future growth through M&A and business expansion.

Positive

• All three proposals at the 2021 Special Meeting passed, enabling future growth.
• Approval to increase authorized shares to 200 million supports M&A opportunities.
• Strong support for the 2021 Omnibus Incentive Plan allows further employee incentives.

Negative

• None.

NEW YORK, Dec. 28, 2021 (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, announced today the ballot results from its 2021 Special Meeting of Stockholders.

Approximately 66.97 percent of shares were voted, or 11,552,488 shares of 17,249,150 total shares outstanding. All three proposals passed.

• A total of 11,552,488 votes were cast in regard to proposal one (amendment to Amend and Restate Certificate of Incorporation to increase the number of authorized shares to 200,000,000), representing approximately 67 percent of all shares. Of those voting, 54.63 percent voted in favor of the proposal.
  
  
• With regard to proposal two (amendment to Amend and Restate Certificate of Incorporation that further increases to the number of shares of authorized Common Stock need not be subject to a class vote under Delaware General Corporation Law), approximately 54.11 percent voted in favor of the amendment, while approximately 12.69 percent voted against it. Approximately 0.16 percent abstained.
  
  
• A total of 7,125,016 votes were cast in regard to proposal three (amendment to 2021 Omnibus Incentive Plan to increase number of common stock shares available to 5,000,000). Approximately 86.21 percent voted in favor of the amendment, while approximately 13.78 percent voted against it and approximately 0.31 percent abstained.
  

Brendan Flood, Chairman, CEO and President said, “Stockholder approval for the passage of these measures was important to enhance the Company’s ability to conduct business and progress with our business plan - including future M&A activities and our ability to be nimble and complete transactions.

“While we continue to grow our business organically, we are actively pursuing M&A opportunities. I look forward to providing progress updates as available,” concluded Flood.

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 were the results of Staffing 360 Solutions' 2021 Special Meeting of Stockholders?

Approximately 66.97% of shares voted, with all three proposals passing.

What proposals were approved at the Special Meeting for STAF on December 28, 2021?

Proposals included increasing authorized shares to 200 million, amendments for common stock voting, and increasing shares available under the Omnibus Incentive Plan to 5 million.

How many shares were voted at the Staffing 360 Special Meeting?

A total of 11,552,488 shares were voted out of 17,249,150 total shares outstanding.

What is the significance of the amendments approved on December 28 for STAF?

The amendments are crucial for Staffing 360's ability to pursue future M&A activities and enhance operational flexibility.