S-3 Registration Statement Expected to Provide Company With Maximum Flexibility to Strengthen Its Balance Sheet and Fund Strategic Growth
NEW YORK, NY--(Marketwired - March 23, 2016) - Staffing 360 Solutions, Inc. (NASDAQ: STAF), a public company executing a global buy-and-build strategy through the acquisition of staffing organizations in the US and UK, today announced that its universal shelf registration statement originally filed on Form S-3 on January 4, 2016 with the United States Securities and Exchange Commission has been declared effective.
"We are pleased to announce the effectiveness of our Form S-3," said Brendan Flood, Executive Chairman at Staffing 360 Solutions. "Although the timing of potential raises through the S-3 are not set in stone, they will be strategically implemented to be as advantageous as possible for the Company and for our shareholders. We believe that having an effective universal shelf registration statement at our disposal will provide Staffing 360 Solutions with maximum flexibility to fund our strategic business opportunities through the public capital markets. It also allows us to embark on the process of rebuilding our balance sheet to deliver optimal support to our business and to make it less debt intensive."
Mr. Flood continued, "This is truly a transformative event on several levels. In addition to providing future funding for our $170 million run-rate business, the S-3 registers common stock and shares underlying other securities held by many of our most loyal shareholders and investors in Staffing 360's previous capital raises, helping improve our free float. Now that the S-3 is effective, we will be utilizing the universal shelf along with several other developments that are in the works, to launch a company-wide strategic initiative to reduce our debt, strengthen our balance sheet, and rejuvenate the capital structure of the Company. This is a major inflection point for Staffing 360 Solutions."
The universal shelf registration statement provides the ability for the Company to offer and sell, from time to time, up to $25 million of securities in the form of senior, subordinated or convertible debt securities, warrants, units, rights, common and preferred stock or any combination thereof. The terms of any securities offered under the registration statement, and intended use of proceeds, will be established at the times of the offerings and will be described in prospectus supplements filed with the SEC at the times of the offerings.
In addition, the registration statement is registering the issuance by the Company of shares of its common stock and shares of common stock underlying warrants and other securities issued in the Company's various private offerings and capital raises since inception.
This press release is not an offer to sell or a solicitation of an offer to buy, nor will there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such state or jurisdiction.
A copy of the shelf registration statement on Form S-3 and copies of the prospectus supplements relating to any offerings under the registration statement, when available, can be accessed on the SEC's website at www.sec.gov.
About Staffing 360 Solutions, Inc.
Staffing 360 Solutions, Inc. (NASDAQ: STAF) is a public company in the staffing sector engaged in the execution of a global buy-and-build strategy through the acquisition of domestic and international staffing organizations in the US and UK. The Company believes the staffing industry offers opportunities for accretive acquisitions that will drive its annual revenues to $300 million. As part of its targeted consolidation model, the Company is pursuing acquisition targets in the finance and accounting, administrative, engineering and IT staffing space. For more information, please visit: www.staffing360solutions.com.
Certain matters discussed within this press release are forward-looking statements including, but not limited to the timing and ability to enter into any additional acquisitions, as well as the size of future revenue. Although Staffing 360 Solutions, Inc. believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Specifically, in order for the Company to achieve annualized revenues of $300 million, the Company will need to successfully raise sufficient capital, to consummate additional target acquisitions, successfully integrate any newly acquired companies, organically grow its business, successfully defend current and any potential future litigation, as well as various additional contingencies, many of which are unknown at this time and generally out of the Company's control. The Company can give no assurance that it will be able to achieve these objectives. Staffing 360 Solutions does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law. Factors that could cause actual results to differ materially from expectations include general industry considerations, regulatory changes, changes in local or national economic conditions and other risks detailed from time to time in Staffing 360 Solutions' reports filed with the SEC, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K.