Staffing 360 Solutions adopts limited-duration stockholder rights plan (poison pill) effective immediately

Staffing 360 Solutions, Inc.

Board declared dividend of one right per common share and 0.3889 right per Series H Preferred share; record date Oct 21, 2023.
Rights become exercisable only if a person/group acquires 10% (20% for passive investors) voting power without Board approval.
Upon triggering, each right (excluding acquirer) allows purchase of common stock with market value twice the $2.75 exercise price.
Rights expire on Oct 2, 2026; plan lacks dead-hand, slow-hand limits.
As of Oct 1, 2023: ~5.6M common shares and 9M Series H Preferred shares outstanding.

item 1.01 item 3.03 item 5.03 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Staffing 360 Solutions, Inc.: Adopted a Certificate of Designation of Series A Junior Participating Preferred Stock, filed with the Delaware Secretary of State on September 30, 2023 (effective 2023-09-30).

Change: charter amendment
Effective: 2023-09-30

Exact text from the filing

In connection with the adoption of the Rights Agreement, the Company has adopted a Certificate of Designation of Series A Junior Participating Preferred Stock (the “Certificate of Designation”). The Certificate of Designation was filed with the Secretary of State of the State of Delaware on September 30, 2023.

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Source: SEC EDGAR

accession 0001493152-23-035026

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