Staffing 360 Solutions Announces $4 Million Private Placement Priced At-The-Market Under Nasdaq Rules
July 01 2022 - 4:30PM
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 that it has entered into a securities
purchase agreement with several institutional investors to purchase
657,858 shares of common stock (or common stock equivalents) and
warrants to purchase up to an aggregate of 657,858 shares of common
stock in a private placement priced at-the-market under Nasdaq
rules. The purchase price for one share of common stock (or common
stock equivalent) and one warrant to purchase one share of common
stock is $6.10. The warrants have an exercise price of $5.85 per
share, will be immediately exercisable, and will expire five and
one-half years from the date of issuance. The gross proceeds from
the private placement are expected to be approximately $4 million.
The offering is expected to close on or about July 6, 2022, subject
to satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
Staffing 360 intends to use the net proceeds
received from the offering for general working capital
purposes.
The Company also has agreed that certain
existing warrants to purchase up to an aggregate of 657,858 shares
of common stock of the Company that were previously issued to those
investors, with exercise prices ranging from $18.50 to $38.00 per
share and expiration dates ranging from July 22, 2026 to November
1, 2026, will be amended effective upon the closing of the private
placement so that the amended warrants will have a reduced
exercise price of $5.85 per share and will expire five and one-half
years following the closing of the private placement offering.
The offer and sale of the foregoing securities
in the private placement are being made in a transaction not
involving a public offering and have not been registered under the
Securities Act of 1933, as amended, or applicable state securities
laws. Accordingly, the securities in the private placement may not
be reoffered or resold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and such
applicable state securities laws.
Under an agreement with the investors, Staffing
360 is required to file a registration statement with the
Securities and Exchange Commission covering the resale of the
shares of the common stock and the shares of common stock
underlying the warrants in the private placement no later than 15
days following the date of the agreement and to use best efforts to
have the registration statement declared effective as promptly as
practical thereafter, and in any event no later than 45 days
following the date of the agreement.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of the securities in any state in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of such
state.
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 and include, among
others, the satisfaction of the conditions to the closing of the
private placement and the consummation thereof, and statements
regarding the intended use of net proceeds from the private
placement; 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
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