Atlas Acquisition Holdings Corp. Announces Actions Relating to Securing Stockholder Approval of Bus. Combination with Select ...
10 Februar 2010 - 1:00PM
Business Wire
Atlas Acquisition Holdings Corp. (“Atlas”) (NYSE AMEX:AXG) (NYSE
AMEX:AXG.U) (NYSE AMEX:AXG.WT) today announced that it had been
advised that its founding stockholders (including James N. Hauslein
and Gaurav V. Burman) and the Sorensen Family Trust (the “Sorensen
Trust”), the principal beneficial owner of Koosharem, LLC, a
California limited liability company that does business as “Select
Staffing,” are negotiating arrangements with holders of shares of
Atlas common stock and warrants as part of their efforts to secure
stockholder approval of Atlas’ proposed business combination with
Select Staffing. In addition, Atlas announced that it has been
advised that its founders and the Sorensen Trust are negotiating
with potential buyers of shares of common stock of Atlas who will
agree to vote in favor of the proposed business combination. The
purpose of such arrangements would be to increase the likelihood
that holders of a majority of the shares of Atlas common stock
issued in its initial public offering (the “public shares”) vote in
favor of the Select Staffing business combination and that holders
of less than 30% of the public shares demand conversion of their
public shares into cash. In any of these arrangements, holders or
potential buyers of public shares would agree to vote such shares
in favor of the proposal to approve the business combination. These
arrangements are expected to include agreements with third parties
pursuant to which Atlas’ founders and the Sorensen Trust would
provide incentives to holders or potential buyers of public shares
to vote in favor of the business combination by transferring shares
of Atlas stock to such third parties. Any such transfer of shares
would take place promptly after the closing of the business
combination. It is also expected that Atlas will provide
“piggyback” registration rights with respect to transferred shares
of Atlas common stock. The underwriters for Atlas’ January 2008
initial public offering have consented to the release from escrow
of all founder shares that are transferred by the founders as part
of their efforts to secure stockholder approval of the Select
Staffing business combination.
The special meetings of Atlas’ stockholders and warrantholders
scheduled to be held on February 12, 2010 could be adjourned to
provide time to seek out and negotiate additional arrangements if,
at the time of the meeting, it appears that the requisite vote will
not be obtained or that the conversion threshold will be exceeded,
assuming that an adjournment proposal is presented and approved.
Also, under Delaware law, Atlas’ board of directors may postpone
the meeting at any time prior to it being called to order to
provide time to seek out and negotiate such arrangements.
About Atlas Acquisition
Holdings Corp.
Atlas is a special purpose acquisition company formed in 2007 by
James N. Hauslein, Chairman and Chief Executive Officer, and Gaurav
V. Burman, President, for the purpose of effecting a business
combination. On January 30, 2008, Atlas completed its initial
public offering of 20,000,000 units for an offering price of $10.00
per unit, or an aggregate of $200,000,000. Each unit consists of
one share of common stock, par value $.001, and one warrant. Each
warrant entitles the holder to purchase one share of common stock
at a price of $7.00 commencing on the consummation of a business
combination.
About Select
Staffing
Select Staffing is a leading provider of temporary staffing
services in the United States. Through a network of company-owned
and franchise agent offices, Select Staffing offers a wide range of
temporary staffing solutions for over 200 job classifications
across a range of service categories. Select Staffing provides its
services in 45 states through 355 offices, of which 202 are
company-owned and 153 are franchise agent offices. Select Staffing
has rapidly expanded its revenue and U.S. market share during the
past several years through numerous acquisitions and the efforts of
its strong national, regional, and local sales teams. Select
Staffing’s revenues have grown during the last four years at a
compounded annual rate of nearly 36%, from $411 million in 2004 to
over $1.4 billion in 2008.
Forward-Looking Statements and
Other Disclosure
This press release contains, and Atlas’ management may make,
certain “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. The words
“anticipates,” “may,” “can,” “believes,” “expects,” “projects,”
“intends,” “likely,” “will,” “to be,” and other expressions that
are predictions of or indicate future events, trends, or prospects
identify forward-looking statements. These forward-looking
statements involve known and unknown risks, uncertainties, and
other factors that may cause the actual results, performance, or
achievements of Atlas to differ materially from any future results,
performance, or achievements expressed or implied by such
forward-looking statements. These risks and uncertainties include,
but are not limited to, uncertainties regarding the timing of the
closing of the transactions with Select Staffing referred to above,
whether the closing conditions will be satisfied, as well as
industry, market, and economic conditions, and competitive, legal,
governmental, and technological factors. There is no assurance that
Atlas’ expectations will be realized. If one or more of these risks
or uncertainties materialize, or if Atlas’ underlying assumptions
prove incorrect, actual results may vary materially from those
expected, estimated, or projected. Atlas’ forward-looking
statements speak only as of the date of this press release or as of
the date they are made, and, except as required by law, Atlas
undertakes no obligation to update forward-looking statements.
Additional Information and
Where to Find It
In connection with the special meeting of stockholders and
special meeting of warrantholders, Atlas has filed with the
Securities and Exchange Commission (“SEC”) a definitive proxy
statement on January 26, 2010. On January 27, 2010, Atlas mailed
the definitive proxy statement to its stockholders and
warrantholders of record on January 15, 2010. You may obtain copies
of all documents filed by Atlas with the SEC, free of charge, at
the SEC’s website (www.sec.gov).
Atlas and its directors and officers may be soliciting proxies
from Atlas stockholders and warrantholders in favor of the
proposals. Information regarding the persons who, under the rules
of the SEC, are participants in the solicitation of Atlas
stockholders and warrantholders in connection with the proposals
are set forth in the definitive proxy statement filed with the SEC.
You can find more information about Atlas in its filings with the
SEC.
This press release is not a proxy statement or a solicitation of
proxies from Atlas stockholders and warrantholders. Any
solicitation of proxies will be made only pursuant to the
definitive proxy statement. Atlas urges its stockholders and
warrantholders to read the definitive proxy statement and
appendices thereto, because they contain important information
about Atlas and the proposals to be presented at the special
meetings of stockholders and warrantholders.
Atlas Acquistion Hldg Corp (AMEX:AXG)
Historical Stock Chart
Von Apr 2024 bis Mai 2024
Atlas Acquistion Hldg Corp (AMEX:AXG)
Historical Stock Chart
Von Mai 2023 bis Mai 2024