Attached files
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EX-31.2 - EX-31.2 - Staffing 360 Solutions, Inc. | staf-ex312_7.htm |
EX-31.1 - EX-31.1 - Staffing 360 Solutions, Inc. | staf-ex311_6.htm |
EX-23.1 - EX-23.1 - Staffing 360 Solutions, Inc. | staf-ex231_8.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 2)
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 28, 2019
or
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
COMMISSION FILE NUMBER: 001-37575
STAFFING 360 SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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68-0680859 |
(State of incorporation) |
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(I.R.S. Employer Identification) |
641 Lexington Avenue
Suite 2701
New York, New York 10022
(Address of principal executive offices)
(646) 507-5710
(Registrant’s telephone number)
Securities registered under Section 12(b) of the Exchange Act: Common Stock, par value $0.00001.
The Nasdaq Stock Market LLC
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of the chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the act): Yes ☐ No ☒
As of June 28, 2019, the last business day of the registrant’s most recently completed second fiscal quarter the aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was approximately $9,198,756. based on the closing price (last sale of the day) for the registrant’s common stock on the Nasdaq exchange on June 28, 2019of $1.56 per share.
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common stock |
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STAF |
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NASDAQ |
As of May 11, 2020, 9,307,563 shares of common stock, $0.00001 par value, were outstanding.
This Amendment No. 2 to the Annual Report on Form 10-K of Staffing 360 Solutions, Inc. (the “Company”) for the year ended December 28, 2019 as filed with the Securities and Exchange Commission on May 11, 2020 (the “Original Form 10-K”) is being filed to replace the consent of BDO USA, LLP, the Company’s independent registered public accounting firm, previously filed as Exhibit 23.1 to the Original Form 10-K to correctly reflect the references to the registration statements, which incorporate by reference the financial statements included in the Original Form 10-K.
Except as otherwise expressly noted herein, this Amendment No. 2 does not modify or update in any way the Original Form 10-K, nor does it reflect events occurring after the filing of the Original Form 10-K. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Form 10-K.
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(1) |
Financial Statements |
No financial statements are filed with this Amendment No. 2. These items were included as part of the Original Form 10-K.
(2) |
Financial Statements Schedule |
None.
(3) Exhibits
10.8 |
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Amendment No. 1 to the Credit and Security Agreement, effective August 31, 2015, by and among PeopleSERVE PRS, Inc. as borrower, MidCap Financial Trust, as agent and lender, and certain other lenders as the case may be (24) |
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10.10± |
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10.11± |
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10.12 |
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Warrant Agreement, dated January 25, 2017, by and among the Company and Jackson Investment Group LLC (28) |
10.13 |
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10.14 |
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10.15 |
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10.16 |
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10.18 |
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Second Amendment, dated April 5, 2017, by and among the Company and Jackson Investment Group LLC (34) |
10.19 |
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10.20 |
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10.21 |
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10.22 |
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10.23 |
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10.24 |
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10.25 |
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10.26 |
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10.27 |
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10.28 |
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10.29 |
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10.30 |
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10.31 |
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10.32 |
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10.33 |
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10.34 |
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10.35 |
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12% Senior Secured Note, due September 15, 2020, issued on August 27, 2018, to Jackson Investment Group, LLC (51) |
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10.37 |
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10.38 |
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10.39 |
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10.40 |
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10.41 |
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10.42 |
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10.43 |
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Placement Agency Agreement dated January 22, 2019, between the Company and ThinkEquity (59) |
10.44± |
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Employment Agreement with Alicia Barker dated June 19, 2018 (60) |
10.45± |
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10.46 |
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10.47 |
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10.48 |
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10.50 |
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Underwriting Agreement, dated February 8, 2019, between the Company and ThinkEquity (66) |
10.51 |
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10.52 |
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10.53 |
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Placement Agency Agreement, dated July 29, 2019, by and between the Company and ThinkEquity (69) |
10.54 |
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10.55 |
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10.56 |
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10.57 |
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10.58± |
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21.1* |
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23.1** |
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31.1** |
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31.2** |
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32.1# |
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* |
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Previously filed with the Original Form 10-K. |
** |
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Filed herewith. |
± |
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Management contract or compensatory plan or arrangement. |
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Previously filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed with the SEC on January 31, 2017. |
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(31) |
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Previously filed as Exhibit 10.5 to the Company’s Current Report on Form 8-K, filed with the SEC on January 31, 2017. |
(32) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on March 20, 2017. |
(33) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on April 6, 2017. |
(34) |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on April 6, 2017. |
(35) |
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Previously filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the SEC on April 6, 2017. |
(36) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on August 8, 2017 |
(37) |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on August 8, 2017. |
(38) |
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Previously filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the SEC on September 19, 2017. |
(39) |
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Previously filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed with the SEC on September 19, 2017. |
(40) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on September 19, 2017. |
(41) |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on September 19, 2017. |
(42) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on February 13, 2018. |
(43) |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on February 13, 2018. |
(44) |
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Previously filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the SEC on February 13, 2018. |
(45) |
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Previously filed as an exhibit to the Company’s Form 8-K filed with the SEC on July 5, 2018 |
(46) |
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Previously filed as an exhibit to the Company’s Form 8-K filed with the SEC on July 5, 2018 |
(47) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on November 2, 2018 |
(48) |
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Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2018 |
(49) |
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Previously filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2018 |
(50) |
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Previously filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2018 |
(51) |
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Previously filed as Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2018 |
(52) |
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Previously filed as Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2018 |
(53) |
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Previously filed as Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on November 13, 2018 |
(54) |
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Previously filed as Exhibit 10.91 to the Company’s Registration Statement on Form S-1, filed with the SEC on November 16, 2018. |
(55) |
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Previously filed as Exhibit 10.92 to the Company’s Registration Statement on Form S-1, filed with the SEC on November 16, 2018. |
(56) |
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Previously filed as Exhibit 10.93 to the Company’s Registration Statement on Form S-1, filed with the SEC on November 16, 2018. |
(57) |
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Previously filed as Exhibit 10.94 to the Company’s Registration Statement on Form S-1, filed with the SEC on November 16, 2018 |
(58) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on January 23, 2019. |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on January 23, 2019. |
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(60) |
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Previously filed as Exhibit 10.97 to the Company’s Registration Statement on Form S-1, filed with the SEC on January 31, 2019. |
(61) |
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Previously filed as Exhibit 10.98 to the Company’s Registration Statement on Form S-1, filed with the SEC on January 31, 2019. |
(62) |
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Previously filed as Exhibit 10.99 to the Company’s Registration Statement on Form S-1, filed with the SEC on January 31, 2019. |
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Previously filed as Exhibit 10.100 to the Company’s Registration Statement on Form S-1, filed with the SEC on January 31, 2019. |
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(64) |
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Previously filed as Exhibit 10.101 to the Company’s Annual Report on Form 10-K filed on March 25, 2019. |
(65) |
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Previously filed as Exhibit 10.102 to the Company’s Annual Report on Form 10-K filed on March 25, 2019. |
(66) |
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Previously filed as Exhibit 1.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 11, 2019. |
(67) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 5, 2019. |
(68) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 5, 2019. |
(69) |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 29, 2019. |
(70) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 30, 2019. |
(71) |
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Previously filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on August 30, 2019. |
(72) |
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Previously filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on August 30, 2019. |
(73) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 12, 2019. |
(74) |
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Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 17, 2019. |
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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STAFFING 360 SOLUTIONS, INC. |
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Date: October 26, 2020 |
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By: |
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/s/ Brendan Flood |
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Brendan Flood |
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Chairman and Chief Executive Officer |
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(Principal Executive Officer) |
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Date: October 26, 2020 |
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By: |
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/s/ Sharnika Viswakula |
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Sharnika Viswakula SVP, Corporate Controller (Principal Financial Officer and |
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