Westaff Announces Receipt of Stockholder Approval to Adopt Merger Agreement with Select Staffing
March 17 2009 - 4:43PM
Business Wire
Westaff, Inc., (NASDAQ: WSTF), a leading provider of staffing
services announced today that it received approval from its
stockholders to adopt the merger agreement between Westaff and
Koosharem Corporation (dba Select Staffing) at a special meeting of
stockholders held earlier today at Westaff�s administrative offices
in Walnut Creek, California. A total of 13,921,746 shares were
voted in favor of adopting the merger agreement, representing
approximately 83 % of Westaff shares outstanding and entitled to
vote.
The proposed merger is expected to be completed this week,
subject to the satisfaction or waiver of all of the other closing
conditions set forth in the merger agreement (including receipt by
Select Staffing of financing of $28 million to replace a letter of
credit in favor of The Travelers Indemnity Company outstanding
under Westaff�s financing agreement). If the proposed merger is
completed, Westaff common stock will no longer be traded on
NASDAQ.
About Westaff
Westaff provides staffing services and employment opportunities
for businesses in global markets. Westaff annually employs more
than 100,000 people and services thousands of client accounts
throughout the United States. For more information, please visit
the company Web site at www.westaff.com.
About The Select Family of Staffing Companies
Founded in Santa Barbara, California in 1985, The Select Family
of Staffing Companies is one of the nation�s fastest-growing,
full-service staffing companies. The company operates as Select
StaffingSM, SelectRemedy�, Remedy� Intelligent Staffing, RemX�
Financial Staffing, RemX� IT Staffing, RemX� OfficeStaff, and other
national brands. Select StaffingSM offers premier workforce
management services, including recruiting and screening
professional job candidates, payroll and time attendance
management, on-site supervision, proactive safety programs, and
specialty staffing solutions, to a wide variety of client
companies, including manufacturing, industrial, clerical,
administrative, accounting, finance, information technology, and
professional services.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995
This press release contains forward-looking statements within
the meaning of the U.S. securities laws. Forward-looking statements
in this release are generally identified by words such as
�expects,� �believes,� �will,� �should� and similar expressions
that are intended to identify forward-looking statements. You are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. All
forward-looking statements are qualified in their entirety by this
cautionary statement. Forward-looking statements contained herein
include, but are not limited to, statements regarding the
completion of the merger, including the expected timing of the
completion of the proposed merger. The forward-looking statements
contained herein involve a number of assumptions, risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied by these forward-looking
statements. Many of these risks and uncertainties cannot be
controlled by Westaff. These risks and uncertainties include, but
are not limited to: (1) the risk that Select Staffing might not be
able to finalize existing financing commitments on terms
satisfactory to the underwriter of Westaff�s existing workers
compensation insurance program and the risk that Select Staffing
might not be able to satisfy contingencies to the availability of
those commitments; (2) the risk that the conditions to the merger
might not be satisfied; and (3) the possibility that the merger may
not be completed as planned or at all. Additional information
concerning the risks and uncertainties listed above, and other
factors you may wish to consider, is contained in Westaff�s filings
with the Securities and Exchange Commission (the �SEC�), including
Westaff�s most recent Annual Report on Form 10-K for the year ended
November 1, 2008 and Current Report on Form 8-K filed with the SEC
on February 20, 2009.
Forward-looking statements are based on the beliefs and
assumptions of Westaff�s management and on currently available
information. Westaff undertakes no responsibility to publicly
update or revise any forward-looking statement except as required
by applicable laws and regulations.
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