Proxy Results Form 8 K

Amendment No. 34 to Credit and Security Agreement with MidCap

On December 24, 2024, Staffing 360 Solutions, Inc. (the "Company") entered into Amendment No. 34 to Credit and Security Agreement and Limited Waiver ("Amendment No. 34"), effective as of December 20, 2024, by and among the Company, as Parent, Monroe Staffing Services, LLC, a Delaware limited liability company ("Monroe"), Faro Recruitment America, Inc., a New York corporation, Lighthouse Placement Services, Inc., a Massachusetts corporation, Key Resources, Inc., a North Carolina Corporation, Headway Workforce Solutions, Inc., a Delaware corporation, Headway Employer Services LLC, a Delaware limited liability company, Headway Payroll Solutions, LLC, a Delaware limited liability company, Headway HR Solutions, Inc., a New York corporation, and NC PEO Holdings, LLC, a Delaware limited liability company, collectively, as borrowers (the "Borrowers"), and MidCap Funding IV Trust, as agent for the lenders (as successor by assignment to MidCap Funding X Trust, "MidCap") and the lenders party thereto from time to time (the "Lenders"), which such Amendment No. 34 amends that certain Credit and Security Agreement, dated as of April 8, 2015 (as amended and restated, supplemented, or otherwise modified from time to time, the "Credit and Security Agreement"), by and among the Borrowers, the Agent and the Lenders. Pursuant to Amendment No. 34, the Commitment Expiry Date (as defined in the Credit and Security Agreement) is extended to December 27, 2024.

The foregoing description of Amendment No. 34 does not purport to be complete and is qualified in its entirety by reference to the full text of Amendment No. 34, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Limited Consent to Intercreditor Agreement

On December 24, 2024, in connection with Amendment No. 34, the Company entered into a Limited Consent (the "Limited Consent") to the Intercreditor Agreement, dated as of September 15, 2017, as amended, by and between the Company and Jackson Investment Group, LLC, which such Limited Consent permits the Company's entry into Amendment No. 34.