CIRC on Nasdaq

CIRCLE8 GROUP INC

CIRCLE8 GROUP INC is an American help supply services company based in Wilmington, active since 2014.2

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Last updated Oct 21, 2026.

Overview

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  • TickerCIRC on Nasdaq2
  • IndustryServices-Help Supply Services2
  • HeadquartersWilmington, United States2
  • Incorporated inDE3
  • Business address270 Sylvan Avenue, Suite 2230, Englewood Cliffs, Nj 076323
  • Filer category, Emerging growth company3
  • Legal formCorporation2
  • LEI9845007C9EB061437W542
  • StatusActive2
  • LEI statusIssued and current2
  • Registered address251 LITTLE FALLS DRIVE, 19808 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 55108492

On June 18, 2024, Atlantic International Corp (f/k/a SeqLL, Inc., the “Company”) completed its previously announced merger transaction and reorganization with SeqLL Merger LLC, a Delaware corporation (“SeqLL LLC”), Atlantic Acquisition Corp., a Delaware corporation (“Atlantic”), Atlantic Merger LLC, a Delaware limited liability company and a majority-owned subsidiary of Atlantic (“Atlantic Merger LLC”), Lyneer Investments LLC, a Delaware limited liability company (“Lyneer”) and IDC Technologies, Inc., a California Corporation (“IDC”) in accordance with the terms of the Agreement and Plan of Merger, dated as of May 29, 2023 and subsequently amended on June 23, 2023, October 5, 2023, October 17, 2023, November 3, 2023, January 16, 2024, March 7, 2024, April 15, 2024, June 4, 2024 and June 12, 2024 (the “Merger Agreement”) pursuant to which (i) Atlantic Merger LLC was merged with and into L…5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

10.6%Gross margin6
-11.5%Operating margin6
-13.6%Net margin6
-1.5%Revenue growth, 20256
-$4.5MFree cash flow6

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Temporary Placement Services brought in 99% of the revenue CIRCLE8 GROUP INC broke down this way in fiscal 2025.

  1. Temporary Placement Services$431.4M699%down 2% from 2024
  2. Permanent Placement And Other Services$4.5M61%up 18% from 2024
Products and services by year
Products and services20242025
Temporary Placement Services$438.8M$431.4M
Permanent Placement And Other Services$3.8M$4.5M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue81¢$389.9M
  • Selling, general and admin19¢$91.3M
  • Income tax0¢$34.0K

Out of $435.9M in revenue.6 The company lost money this year.

Financial statements

Revenue789106$435.9M in 2025+132187% since 2020
0$200.0M$400.0M$600.0M2020: $329.5K$329.5K20202021: $210.0K$210.0K2021−36%2022: $78.7K$78.7K2022−63%2023: $401.4M$401.4M2023+510172%2024: $442.6M$442.6M2024+10%2025: $435.9M$435.9M2025−2%
Gross profit789106$46.0M in 2025+28878% since 2020
0$20.0M$40.0M$60.0M2020: $158.7K$158.7K20202021: $152.3K$152.3K2021−4%2022: $78.0K$78.0K2022−49%2023: $46.9M$46.9M2023+60024%2024: $47.2M$47.2M2024+1%2025: $46.0M$46.0M2025−3%
Operating income789106-$50.2M in 2025+5189% since 2020
-$60.0M-$40.0M-$20.0M02020: -$949.7K-$949.7K20202021: -$2.5M-$2.5M2021+168%2022: -$4.0M-$4.0M2022+57%2023: -$3.5M-$3.5M2023−14%2024: -$21.8M-$21.8M2024+533%2025: -$50.2M-$50.2M2025+130%
Net income789106-$59.4M in 2025+5585% since 2020
-$150.0M-$100.0M-$50.0M02020: -$1.0M-$1.0M20202021: -$3.7M-$3.7M2021+254%2022: -$4.1M-$4.1M2022+11%2023: -$15.3M-$15.3M2023+272%2024: -$135.5M-$135.5M2024+788%2025: -$59.4M-$59.4M2025−56%

Every line of the income statement as filed: the last 2 fiscal years, latest first.6

Period ending2025-12-312024-12-31
Service revenue, net$435.9M$442.6M
Cost of revenue$389.9M$395.4M
Gross profit$46.0M$47.2M
Selling, general and administrative$91.3M$64.0M
Depreciation and amortization$4.9M$5.0M
(Loss) income from operations-$50.2M-$21.8M
Loss on debt extinguishment$0$1.2M
Advisory fees paid in merger$0$43.0M
Interest expense$9.2M$12.0M
Other expense$0$52.0M
Net loss before provision for income taxes-$59.4M-$130.1M
Income tax expense-$34.0K-$5.4M
Net loss-$59.4M-$135.5M
Net loss per share, basic (in dollars per share)-$1.08-$3.68
Net loss per share, diluted (in dollars per share)-$1.08-$3.68
Weighted-average shares outstanding, basic (in shares)54.8M shares36.8M shares
Weighted-average shares outstanding, diluted (in shares)54.8M shares36.8M shares

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Corporate structure

CIRCLE8 GROUP INC sits at the top of its group. 26 entities, 6 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of CIRCLE8 GROUP INC

  • Guus Paul Wilhelm Franke Filed SCHEDULE 13D on CIRCLE8 GROUP INC, latest Feb 10, 2026
  • Andrew Bressman Filed SCHEDULE 13D/A on CIRCLE8 GROUP INC, latest Jan 7, 2026 (3 filings since Jan 16, 2025)
  • Jeffrey M. Jagid Filed SCHEDULE 13D/A on CIRCLE8 GROUP INC, latest Jan 7, 2026 (4 filings since Jun 27, 2024)
  • SPP Credit Advisors, LLC Filed SCHEDULE 13D on CIRCLE8 GROUP INC, latest May 15, 2025
  • Pequod Consulting LLC Filed SCHEDULE 13D on CIRCLE8 GROUP INC, latest Jan 16, 2025
  • Raymond Jones Filed SCHEDULE 13D on CIRCLE8 GROUP INC, latest Jan 16, 2025
  • Prateek Gattani Filed SC 13D/A on CIRCLE8 GROUP INC, latest Jul 29, 2024 (2 filings since Jun 28, 2024)
  • CIRCLE8 GROUP INC Wilmington, Delaware, United States
    • Circle 8 GmbH Subsidiary · Germany
    • Circle8 Belgium B.V. Subsidiary · Belgium
    • Circle8 Benelux B.V f/k/a Staffing Enterprises B.V. Subsidiary · Netherlands
    • Circle8 Consulting GmbH Subsidiary · Germany
    • Circle8 Netherlands B.V f/k/a De Staffing Groep Nederland B.V. Subsidiary · Netherlands
    • Circle8 Professionals GmbH Subsidiary · Germany
    • Circle8 S.à.r.l Subsidiary · Luxembourg
    • Circle8 Switzerland AG Subsidiary · Switzerland
    • DynaHouse B.V. Subsidiary · Netherlands
    • FixedToday 52 B.V. Subsidiary · Netherlands
    • FixedToday B.V Subsidiary · Netherlands
    • FixedToday Holding B.V. Subsidiary · Netherlands
    • IT-Staffing Europe B.V. Subsidiary · Netherlands
    • Kwiik B.V. Subsidiary · Netherlands
    • Lyneer Holdings, Inc Subsidiary · Delaware, United States
    • Lyneer Investments, LLC Subsidiary · Delaware, United States
    • Lyneer Staffing Solutions, LLC Subsidiary · Delaware, United States
    • People4Office B.V. Subsidiary · Netherlands
    • Seven Stars B.V. Subsidiary · Netherlands
    • Seven Stars ICT Group B.V. Subsidiary · Netherlands
    • Seven Stars Noord B.V. Subsidiary · Netherlands
    • Seven Stars Staffing Services B.V. Subsidiary · Netherlands
    • Staffing Facility B.V. Subsidiary · Netherlands
    • Swisslinx AG Subsidiary · Switzerland
    • Swisslinx International AG Subsidiary · Switzerland

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What CIRCLE8 GROUP INC reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$1.2M6 Dec 31, 2025$1.1M6 Dec 31, 2024+6.1%
Accumulated depreciation$914.0K6 Dec 31, 2025$778.9K6 Dec 31, 2024+17.4%
Property and equipment, net$239.2K6 Dec 31, 2025$307.6K6 Dec 31, 2024−22.2%
Operating-lease assets (leased space)$2.9M6 Dec 31, 2025$2.1M6 Dec 31, 2024+41.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$81.1K6 Dec 31, 2025$678.7K6 Dec 31, 2024−88.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Intangible assets, net (excluding goodwill)$26.6M6 Dec 31, 2025$31.4M6 Dec 31, 2024−15.3%
Finite-lived intangibles, gross$47.4M6 Dec 31, 2025$47.4M6 Dec 31, 20240%
Accumulated amortization$20.8M6 Dec 31, 2025$16.0M6 Dec 31, 2024+30.0%
Finite-lived intangibles, net$26.6M6 Dec 31, 2025$31.4M6 Dec 31, 2024−15.3%

Properties, in its own words

Our corporate headquarters are located at 270 Sylvan Avenue, Suite 2230, Englewood Cliffs, New Jersey 07632, telephone number (201) 899-4470. The lease is for approximately 3,578 square feet, expiring on or about September 2026 with an unaffiliated landlord. The monthly rental is $9,763 increasing to $10,038.

Circle8’s headquarters are located at Prins Hendriklaan 56, Amsterdam, 1075BE, Netherlands; telephone number +31 20 261 34 00. The lease is for approximately 4700 square feet, expiring on August 31, 2027 with an unaffiliated landlord landlord. The current monthly rental is €4,682, increasing to €4,795. Circle8 operates through approximately eight European offices located in the Netherlands, Germany, Belgium, Luxembourg and Switzerland.

The rest of Item 2

The principal offices of Lyneer are located at 133 Franklin Corner Road, Lawrenceville, New Jersey 08648; telephone number (609) 503-4400. Lyneer occupies approximately 1,825 square feet of office space under a three-year lease ending September 30, 2028 with an unaffiliated landlord. The monthly rental is $3,870 increasing to $4,105.

Item 2 of the 10-K filed Apr 15, 2026.5

Leadership

Who has led CIRCLE8 GROUP INC, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (10)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Circle 8 GmbH Germany4
  • Circle8 Belgium B.V. Belgium4
  • Circle8 Benelux B.V f/k/a Staffing Enterprises B.V. The Netherlands4
  • Circle8 Consulting GmbH Germany4
  • Circle8 Netherlands B.V f/k/a De Staffing Groep Nederland B.V. The Netherlands4
  • Circle8 Professionals GmbH Germany4
  • Circle8 S.à.r.l Luxembourg4
  • Circle8 Switzerland AG Switzerland4
  • DynaHouse B.V. The Netherlands4
  • FixedToday 52 B.V. The Netherlands4
  • FixedToday B.V The Netherlands4
  • FixedToday Holding B.V. The Netherlands4
  • IT-Staffing Europe B.V. The Netherlands4
  • Kwiik B.V. The Netherlands4
  • Lyneer Holdings, Inc Delaware4
  • Lyneer Investments, LLC Delaware4
  • Lyneer Staffing Solutions, LLC Delaware4
  • People4Office B.V. The Netherlands4
  • Seven Stars B.V. The Netherlands4
  • Seven Stars ICT Group B.V. The Netherlands4
  • Seven Stars Noord B.V. The Netherlands4
  • Seven Stars Staffing Services B.V. The Netherlands4
  • Staffing Facility B.V. The Netherlands4
  • Swisslinx AG Switzerland4
All 25 listed subsidiaries
  • Swisslinx International AG Switzerland4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • ATLANTIC INTERNATIONAL CORP.Jun 18, 2024 to Jul 1, 20263
  • SeqLL, Inc.Jun 10, 2014 to Jun 6, 20243

Timeline

  1. Sep 11, 20268-K Regulation FD disclosure; Other events29
  2. Aug 19, 20268-K Entered a material agreement; Listing notice or transfer; Other events30
  3. Aug 13, 20268-K Entered a material agreement; Listing notice or transfer; Other events31
  4. Jul 7, 2026New chief executive Guus Paul Wilhelm Franke becomes CEO13
  5. Jul 1, 20268-K Entered a material agreement; Executive or director change; Bylaws or fiscal year changed32
  6. Jun 25, 20268-K Results of operations; Regulation FD disclosure; Other events33
  7. Apr 3, 20268-K Debt or obligation accelerated; Executive or director change; Other events34
  8. Mar 26, 20268-K Entered a material agreement; Completed an acquisition or sale; Bylaws or fiscal year changed35
  9. Feb 3, 20268-K Executive or director change36
  10. Jan 28, 20268-K Entered a material agreement; Completed an acquisition or sale; New debt or obligation37
  11. Nov 10, 20258-K Executive or director change; Shareholder vote38
  12. Oct 31, 20258-K Bylaws or fiscal year changed; Regulation FD disclosure39
  13. Aug 11, 20258-K Executive or director change; Regulation FD disclosure40
  14. Jun 20, 2024New chief executive Jeffrey M. Jagid becomes CEO14
  15. Sep 20, 2021New chief executive Daniel Robert Jones becomes CEO15
  16. Apr 3, 2014Founded CIRCLE8 GROUP INC is founded2

Calendar

Coming up

  1. Nov 13, 2026Reports results for the quarter ending Sep/202641

When it reported results

  1. Jun 25, 2026Reported quarterly or annual results33

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

278 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 39 major events, 62 insider forms, 13 large holders, 144 other. The latest 20:

  1. Oct 7, 2026424B7 PROSPECTUS SUPPLEMENT EDGAR
  2. Sep 11, 20268-K EDGAR
  3. Aug 19, 202610-Q EDGAR
  4. Aug 19, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
  5. Aug 17, 2026NT 10-Q EDGAR
  6. Aug 13, 20268-K CURRENT REPORT EDGAR
  7. Aug 12, 2026424B7 PROSPECTUS SUPPLEMENT EDGAR
  8. Jul 7, 20264 EDGAR
  9. Jul 2, 2026424B3 PROSPECTUS SUPPLEMENT EDGAR
  10. Jul 1, 20268-K EDGAR
  11. Jun 25, 20268-K EDGAR
  12. Jun 24, 2026424B3 PROSPECTUS SUPPLEMENT EDGAR
  13. Jun 22, 202610-Q EDGAR
  14. May 27, 2026424B3 PROSPECTUS SUPPLEMENT EDGAR
  15. May 18, 2026NT 10-Q EDGAR
  16. May 12, 2026RW EDGAR
  17. Apr 15, 202610-K EDGAR
  18. Apr 8, 2026424B3 PROSPECTUS SUPPLEMENT EDGAR
  19. Apr 3, 20268-K CURRENT REPORT EDGAR
  20. Apr 2, 2026424B3 PROSPECTUS SUPPLEMENT EDGAR

The 278 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

38 open-market trades by officers, directors and large owners since October 2021: 37 buys and 1 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jul 1, 2026Franke Guus Paul WilhelmChairman & CEOSale308,783$1.00$308.8KForm 4
Jan 7, 2025Broderick ChristopherChief Financial OfficerBuy577,171Form 4
Jan 7, 2025Tenore MichaelGeneral CounselBuy577,171Form 4
Jan 7, 2025Tenore MichaelGeneral CounselBuy577,171Form 4
Jan 7, 2025Broderick ChristopherChief Financial OfficerBuy577,171Form 4
Jan 2, 2025JAGID JEFFREY MChief Executive OfficerBuy2,885,856Form 4
Aug 30, 2024JONES DANIEL ROBERTFormer CEOBuy1,465$5.90$8.6KForm 4
Aug 29, 2024JONES DANIEL ROBERTFormer CEOBuy1,000$5.49$5.5KForm 4
Aug 15, 2024JONES DANIEL ROBERTFormer CEOBuy400$6.00$2.4KForm 4
Aug 14, 2024JONES DANIEL ROBERTFormer CEOBuy925$5.48$5.1KForm 4
Jul 19, 2024Gattani PrateekDirectorBuy1,300,000Form 4
Jun 18, 2024Machinist Robert BarryDirectorBuy728,814$2.36$1.7MForm 4
Jun 18, 2024Tenore MichaelGeneral CounselBuy1,001,694$2.36$2.4MForm 4
Jun 18, 2024Broderick ChristopherChief Financial OfficerBuy2,004,237$2.36$4.7MForm 4
Jun 18, 2024JAGID JEFFREY MChief Executive OfficerBuy3,735,169$2.36$8.8MForm 4
Jan 2, 2024JAGID JEFFREY MChief Executive OfficerBuy2,885,856Form 4
Dec 19, 2022Miscoll Douglas PatrickDirectorBuy1,500$0.33$495Form 4
Dec 19, 2022Miscoll Douglas PatrickDirectorBuy1,500$0.33$495Form 4
Dec 16, 2022Miscoll Douglas PatrickDirectorBuy1,500$0.35$525Form 4
Dec 16, 2022Miscoll Douglas PatrickDirectorBuy1,500$0.35$525Form 4

All 38 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 48. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Vanguard Capital Management LLC852,036$783.9K0.0%+333,195
Lazard Asset Management LLC781,370$718.9K0.0%New
Aqr Capital Management LLC635,791$584.9K0.0%+590,408
HighTower Advisors, LLC400,035$368.0K0.0%−52
Geode Capital Management, LLC373,191$343.5K0.0%−99,933
Jane Street Group, LLC312,953$287.9K0.0%New
BlackRock, Inc.289,196$266.1K0.0%−206,798
Vanguard Fiduciary Trust Co189,466$174.3K0.0%−3,230
State Street Corp157,100$144.5K0.0%+12,641
Ieq Capital, LLC104,591$96.2K0.0%New
XTX Topco Ltd89,845$82.7K0.0%+78,835
Northern Trust Corp71,617$65.9K0.0%−37,149
Fmr LLC59,869$55.1K0.0%+52,467
Jpmorgan Chase & Co37,655$43.3K0.0%+34,352
Abel Hall, LLC46,412$42.7K0.0%New
Balyasny Asset Management L.P.43,737$40.2K0.0%New
Point72 Asset Management, L.P.42,037$38.7K0.0%New
Targeted Financial Services LLC33,000$30.4K0.0%New
Mariner, LLC31,843$29.3K0.0%New
Arax Advisory Partners23,498$21.6K0.0%+23,481
Wealth Enhancement Advisory Services, LLC19,818$17.0K0.0%New
Cerity Partners LLC15,802$14.5K0.0%New
Prudential Financial Inc15,300$14.1K0.0%New
Captrust Financial Advisors10,106$9.3K0.0%New
Russell Investments Group, Ltd.8,622$7.9K0.0%+7,288

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How CIRCLE8 GROUP INC is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARCIRCLE8 GROUP INC1
  • CIK0001605888
  • Employer ID (EIN)46-53197445
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)7363 Services-Help Supply Services1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address270 Sylvan Avenue, Suite 2230, Englewood Cliffs, NJ 076321
  • Phone20189944701
  • Shares outstanding114,406,923 as of Aug 14, 202612
  • Public float$98.2M as of Jun 30, 20255
  • AuditorRBSM LLP, Las Vegas, Nevada PCAOB ID 587; no auditor attestation of internal control over financial reporting5
  • On EDGAR sinceJun 10, 20141
  • Filings315 in all: CORRESP (50), 4 (41), 8-K (38), S-1/A (24), UPLOAD (22), 3 (18), 10-Q (15), 424B3 (10)1
    All 44 form types

    EFFECT (9), 4/A (7), SCHEDULE 13D (6), 10-K (5), NT 10-Q (5), D (4), PRER14A (4), RW (4), S-1 (4), S-3 (4), SCHEDULE 13D/A (4), DEF 14A (3), POS AM (3), S-8 (3), 424B5 (2), 424B7 (2), 8-A12B (2), 8-K/A (2), CERT (2), DEFA14A (2), DRS/A (2), NT 10-K (2), S-4/A (2), SC 13D (2), 25-NSE (1), 424B4 (1), DEFM14A (1), DEL AM (1), DRS (1), FWP (1), PRE 14A (1), PREM14A (1), S-1MEF (1), S-3/A (1), S-4 (1), SC 13D/A (1)

  • Latest filingsAnnual report (10-K) Apr 15, 2026
    Quarterly report (10-Q) Aug 19, 2026
    Proxy statement (DEF 14A) Nov 4, 2025
    Latest 8-K (8-K) Sep 11, 2026

Securities registered for trading

ClassSymbolExchange
Common StockATLNThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Apr 15, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks CIRCLE8 GROUP INC names in Item 1A of its 10-K filed Apr 15, 2026: 52 risks under these headings, as written.5

  • Risks Related to Lyneer’s Business
  • Risks Related to Circle8’s Business
  • General Risks Affecting Our Combined Business
  • Risks Related to Ownership of Our Common Stock
  • Lyneer has a significant amount of debt obligations and its failure to restructure or pay such obligations when due could have a material adverse impact on Lyneer’s financial condition and long-term viability.
  • Lyneer has been in default under its principal credit facilities and outstanding promissory notes and any future defaults by Lyneer under its credit facilities could have a material adverse impact on Lyneer’s financial condition and long-term viability.
  • The Company has sued its former lender for attempting to seize control of the Company’s Lyneer subsidiaries, and the outcome of such litigation cannot be determined at this time.
  • The Company’s auditors have issued a going concern report on the Company’s audited financial statements.
  • Lyneer operates in an intensely competitive and rapidly changing business environment, and there is a substantial risk that its services could become obsolete or uncompetitive.
  • We will be required to raise additional funds prior to the maturity date of the Merger Note to repay such note and our other outstanding indebtedness and to support our future capital needs.
  • Lyneer’s debt instruments contain covenants that could limit its financing options and liquidity position, which would limit its ability to grow its business.
  • Lyneer faces risks associated with litigation and claims.
The other 44 risks
  • Lyneer’s revenue can vary because its customers can terminate their relationship with them at any time with limited or no penalty.
  • Lyneer has client concentration and the loss of a significant client could adversely affect Lyneer’s business operations and operating results.
  • Long-term contracts do not comprise a significant portion of Lyneer’s revenue.
  • Lyneer may be unable to find sufficient candidates for its talent solutions business.
  • Circle8 has significant working capital needs and if it is unable to satisfy those needs from cash generated from its operations or borrowings under its debt instruments, Atlantic shall be required to fund such shortfall.
  • Circle8 may lack the speed, agility, and resiliency to effectively operate our business and respond to the needs of its clients.
  • The worldwide employment services industry is highly competitive with limited barriers to entry in many markets, which could limit our ability to maintain or increase our market share or profitability.
  • We have outsourced aspects of our business, which could result in disruption, increased costs, and reputational risk.
  • Our global operations subject us to certain risks beyond our control.
  • Our ability to attract and retain business and employees may depend on our reputation in the marketplace.
  • Foreign currency fluctuations may have a material adverse effect on our operating results.
  • The performance of our subsidiaries and their ability to distribute cash to our parent company may vary, negatively affecting our ability to service our debt at the parent company level or in other subsidiaries.
  • Circle8 could be subject to changes in tax rates, adoption of new international tax legislation or tax audits that could result in additional income tax liabilities.
  • Government regulations may result in prohibition or restriction of certain types of employment services or the imposition of additional licensing or tax requirements that may reduce our future earnings.
  • Failure to comply with antibribery and corruption laws could materially adversely affect our business.
  • The Company has been and may be exposed to employment-related claims and losses, including class action lawsuits that could have a material adverse effect on its business.
  • The Company’s growth of operations could strain its resources and cause its business to suffer.
  • The Company is dependent on its management personnel and employees, and a failure to attract and retain such personnel could harm its business.
  • The Company’s results of operations can be negatively impacted by variable costs.
  • The Company’s expansion and acquisition strategy may not be executed effectively.
  • Our principal stockholders may be able to control the election and removal of the majority of our directors.
  • We will continue to incur substantial costs and obligations as a result of being a public company.
  • We may issue additional shares or other equity securities without your approval, which would dilute your ownership interest in our company and may depress the market price of our common stock.
  • Risks of our roll-up strategy.
  • Our strategy of growing our company through acquisitions may impact our business in unexpected ways.
  • The requirements of complying with the Exchange Act and the Sarbanes-Oxley Act may strain our resources and distract management.
  • Disruption of critical information technology systems or material breaches in the security of our systems could harm our business, customer relations and financial condition.
  • Security breaches and other disruptions could compromise our information and expose us to liability, which would cause our business and reputation to suffer.
  • Cybersecurity risks may impact our business and improper disclosure or loss of sensitive or confidential company, employee, associate or customer data, including personal data could damage our business operations.
  • We are subject to certain U.S. and foreign anti-corruption, anti-money laundering, export control, sanctions, and other trade laws and regulations. We can face serious consequences for violations.
  • Until Stockholder Approval at the Special Meeting, the Company is prohibited from entering into certain transactions which include the issuance of equity securities that might otherwise be beneficial to Atlantic stockholders.
  • Until Stockholder Approval is obtained, the announcement and pendency of the Special Meeting diverted and will continue to divert significant management resources, which could have an adverse effect on Atlantic and Circle8’s respective businesses, results of operations and/or the Company’s market prices.
  • Each of Atlantic and Circle8 will incur significant costs in connection with the Acquisition.
  • The Purchase Price under the Acquisition Agreement is not adjustable based on the market price of Atlantic Common Stock, so the Share Consolidation received by Axiom may have a greater or lesser value than at the time the Acquisition Agreement was signed.
  • Our ability to use our federal net operating loss carryforwards and certain other tax attributes may be limited.
  • The market price of our common stock may be highly volatile, and you could lose all or part of your investment.
  • The price of our common stock could be subject to rapid and substantial volatility.
  • We may be subject to securities litigation, which is expensive and could divert our management’s attention.
  • If our shares become subject to the penny stock rules, it would become more difficult to trade our shares.
  • We are an “emerging growth company” and the reduced disclosure requirements applicable to emerging growth companies could make our common stock less attractive to investors.
  • Because we have elected to use the extended transition period for complying with new or revised accounting standards for an emerging growth company our financial statements may not be comparable to companies that comply with public company effective dates.
  • Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may prevent attempts by our stockholders to replace or remove our current management and limit the market price of our common stock.
  • Our amended and restated certificate of incorporation provides that the Court of Chancery of the State of Delaware is the exclusive forum for certain litigation that may be initiated by our stockholders.
  • We do not anticipate paying any cash dividends on our common stock in the foreseeable future and, as a result, capital appreciation, if any, of our common stock will be your sole source of gain for the foreseeable future.

Legal proceedings

From time to time, the Company may be involved in various disputes and litigation matters that arise in the ordinary course of business. Atlantic is currently not a party to any material legal proceedings, except as follows.

Michael Smith v. Infinity Staffing Solutions, LLC, et. al., Case No. BC692644

On February 2, 2018, Michael Smith on his own behalf and on behalf of a putative class of allegedly similarly situated individuals, filed a complaint against various defendants in the Superior Court of California, Los Angeles County, that was subsequently amended to add Lyneer as a defendant on April 28, 2022. The complaint alleges wage and hour claims, and inaccurate wage statement claims on behalf of the class and plaintiff. The $300,000 final settlement funds were disbursed on March 21, 2024.

Rosanna Vargas v. DHL Express (USA), Inc. et. al., Case No. L-4352-19

The opening of Item 3, Legal Proceedings.5

Sources

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