Command Center Announces Preliminary Results of its Tender Offer
July 26 2019 - 7:00AM
Business Wire
Command Center, Inc. (Nasdaq: CCNI) (“Command Center” and/or the
“Company”) today announced the preliminary results of its
previously announced tender offer (“Tender Offer”) to purchase up
to 1,500,000 shares of its common stock, par value $0.001 per share
(“Shares”), at a purchase price of $6.00 per share. The Tender
Offer expired at 12:00 midnight, New York City time, on Thursday,
July 25, 2019.
Based on the preliminary count by Continental Stock Transfer
& Trust Company, the Depositary for the Tender Offer, 1,407,421
Shares were properly tendered and not withdrawn, including 37,299
Shares that were tendered through notice of guaranteed
delivery.
In accordance with the terms and conditions of the Tender Offer
and based on the preliminary count by the Depositary, the Company
expects to acquire 1,407,421 Shares, for an aggregate cost of
approximately $8.4 million, excluding fees and expenses relating to
the Tender Offer. The Shares expected to be acquired represent
approximately 9.7% of the total number of Shares issued and
outstanding as of July 25, 2019.
Following consummation of the Tender Offer, the Company expects
to have 13,059,246 Shares outstanding.
The number of Shares tendered and not withdrawn is preliminary
and is subject to verification by the Depositary and to the proper
delivery of all Shares tendered and not properly withdrawn
(including Shares tendered pursuant to guaranteed delivery
procedures which are assumed to be delivered within the two-trading
day settlement period). The actual number of Shares validly
tendered and not withdrawn will be announced promptly following
completion of the verification process. Promptly after such
announcement, the Depositary will issue payment for the Shares
validly tendered and accepted under the Tender Offer, and return
any Shares tendered and not purchased. Payment for Shares will be
made in cash, without interest.
As noted in the offer to purchase relating to the Tender Offer,
the Company may also purchase additional Shares in the future in
the open market subject to market conditions. The Company may also
purchase Shares in private transactions, tender offers, or
otherwise. Under applicable securities laws, however, the Company
may not purchase any Shares until after August 8, 2019. Any future
purchases of Shares by the Company will depend on many factors,
including the market price of the Shares, the results of the Tender
Offer, results of operations, financial position and capital
requirements, general business conditions, legal, tax and
regulatory constraints or restrictions, any contractual
restrictions and other factors it deems relevant.
Questions concerning the Tender Offer may be directed at the
information agent, InvestorCom LLC at (877) 972-0090 or email
info@investor-com.com.
About Command Center, Inc.
Command Center and its subsidiary Hire Quest, LLC (“Hire Quest”)
provide flexible on-demand employment solutions to businesses in
the United States, primarily in the areas of construction, light
industrial, manufacturing hospitality and event services. Through
more than 150 franchised and corporately-owned field offices in 32
states and the District of Columbia, the Company, through Hire
Quest, provides employment annually for approximately 85,000 field
team members working for thousands of clients. For more information
about Command Center, go to www.commandonline.com.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. The words
“would,” “exceed,” “should,” “anticipates,” “believe,” “expect,”
and variations of such words and similar expressions identify
forward-looking statements, but their absence does not mean that a
statement is not a forward-looking statement. These forward-looking
statements are based upon the Company’s current expectations and
are subject to a number of risks, uncertainties and assumptions.
The Company undertakes no obligation to update any forward-looking
statements, whether as a result of new information, future events
or otherwise. Among the important factors that could cause the
actual results of the operations or financial condition of the
Company to differ materially from those expressed or implied by
forward-looking statements include, but are not limited to, the
possibility that anticipated benefits from the acquisition of Hire
Quest (the “Merger”) will not be realized, or will not be realized
within the expected time period and the risk that the Company and
Hire Quest businesses will not be integrated successfully and
disruption from the Merger making it more difficult to maintain
business and operational relationships. Further information on
risks we face is contained in our filings with the SEC, including
our Form 10-K for the fiscal year ended December 28, 2018, and in
our SEC filings in connection with the Merger and the Tender Offer.
Any forward-looking statement made by us herein speaks only as of
the date on which it is made. Factors or events that could cause
our actual results to differ may emerge from time to time, and it
is not possible for us to predict all of them.
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version on businesswire.com: https://www.businesswire.com/news/home/20190726005094/en/
Company Contact: Command Center, Inc. Cory Smith, CFO
866-464-5844 cory.smith@commandonline.com
Investor Relations Contact: Hayden IR Brett Maas 646-536-7331 brett@haydenir.com
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