Labor SMART, Inc. Statement Pursuant to Reg FD

Powder Springs, Georgia, UNITED STATES


ATLANTA, Feb. 22, 2021 (GLOBE NEWSWIRE) -- Labor SMART, Inc. (LTNC) (the “Company”), a leader in providing on-demand blue collar staffing primarily in the southeastern United States and transitioning into a diversified holding company, today provided the following background and details in compliance with Regulation FD (Fair Disclosure).

Background

Labor Smart, Inc. was incorporated in the State of Nevada on May 31, 2011. On January 30, 2020, the Company’s corporate charter was re-domiciled to the State of Wyoming due to cost concerns.

Labor Smart, Inc. was founded to provide dependable temporary staffing solutions to SMB’s and Fortune 500 Companies via its network of staffing branch offices.

On March 27, 2016, the Company filed Form 15-12G with the United States Securities and Exchange Commission, terminating its reporting requirements under Sections 13 and 15(d) of the Securities Exchange Act of 1934.

After filing the Form 15-12G in 2016, (“going dark”) the Company continued to routinely update investors via Twitter, its selected social media platform.

On April 2, 2013, the SEC issued a report that makes clear that disclosure of material, non-public information by companies pursuant to social media outlets such as Twitter or Facebook can be permissible under Regulation FD, so long as investors are alerted as to which social media a company intends to use. As previously disclosed to investors via Form 8-k filed with the Securities and Exchange Commission, Labor Smart, Inc. routinely releases material information via the following Twitter handles:

@CRyanSchadel
@LaborSMARTInc
@laborsmart

On January 15, 2020, the Company acquired Restore Franchise Group, LLC. (RFG), a pizzeria franchise operator. Details of this transaction were disclosed timely via the @CRyanSchadel Twitter handle. This was the Company’s first material business acquisition outside of the staffing industry. Through RFG, the Company operates one franchised unit in Cumming, GA. The Company has disclosed previously via the @CRyanSchadel Twitter handle that it was seeking to expand the operations of RFG via additional acquisitions.

Recent Developments

On September 16, 2020, the US Securities and Exchange Commission adopted changes to Rule 15c2-11. Per the SEC release (https://www.sec.gov/news/press-release/2020-212), the amended rule is intended to enhance disclosure and investor protection in the OTC market. Specifically, the amended rule requires that information about the issuer and its securities be current and publicly available before a broker-dealer can begin quoting that security; (2) limit broker-dealers’ reliance on certain of the Rule’s exceptions when issuer information is not current and publicly available.

In light of this amendment and after consultation with the Company’s attorney, on January 7, 2021 via Twitter Mr. Schadel stated, “I am going on record as of now to state my intention is to conform to the ARS of otcmarkets.com and bring $LTNC to “current information” under the new guidelines.” This was again confirmed on February 12, 2021 in a company press release via GlobeNewswire and in a Form 8-k voluntarily filed with the Securities and Exchange Commission, where Mr. Schadel stated, “We have submitted application to otcmarkets.com to begin the process of gaining compliance with the Alternative Reporting Standard and are committed to completing this process promptly.”

On February 6, 2021, it was disclosed that the Kansas City Chiefs were a client company via the tweet below:

(39) Ryan Schadel on Twitter: "This is the first Superbowl I will be happy no matter who wins. I'll be cheering the Buccaneers because Tom Brady is the man. I'll be cheering the Chiefs because they are a huge client for $LTNC." / Twitter

The Company had disclosed this previously, but in this particular case it garnered attention given the fact that it was Superbowl Sunday.

On February 8, 2021, Mr. Schadel received a call from an unrelated business acquaintance, stating there was an acquisition opportunity the Company should look at in the beverage industry. Mr. Schadel fields many calls of this sort and routinely explores ideas and opportunities for the benefit of Labor Smart, Inc., though most go no further than an introduction.

On February 9, 2021, Mr. Schadel participated in a conference call providing an overview of the acquisition opportunity and parties involved, which notably included certain sports professionals. Mr. Schadel believed there could be potential benefit to Labor Smart, Inc. and began due diligence, including verification of certain sports professionals involvement in the business.

On February 10, 2021, Mr. Schadel informed investors of these developments via twitter.

On February 12, 2021, Mr. Schadel sent a Non-Binding Letter of Intent to the target company.

On February 16, 2021, Mr. Schadel announced via twitter, a ZOOM meeting with the beverage acquisition target management.

On February 19, 2021, Mr. Schadel participated in the Zoom meeting with management of the target company. On the Zoom meeting was Alex Guerrero, co-founder of TB12, Inc., among others. While Mr. Guerrero is the co-founder of TB12, Inc., neither TB12 nor Tom Brady have endorsed any products or are affiliated with this acquisition target.

After the market closed on February 19, 2021, Mr. Schadel via twitter, informed investors of these developments.

Going Forward

The Company is expeditiously preparing definitive documents and intends to close the proposed acquisition as quickly as possible. There are some items that still must be negotiated and there can be no assurance that the acquisition will close. Mr. Schadel is confident the deal will get completed and is committed to doing so.

The Company is continuously evaluating opportunities to expand its brands and is actively seeking acquisitions.

Upon achieving “current information” status with otcmarkets.com, the Company is expected to seek a name change to reflect its anticipated status as a diversified holding company and will operate its brands as subsidiaries.

Shareholders and interested parties are encouraged to follow @CRyanSchadel on Twitter for updates. Mr. Schadel routinely answer questions regarding Labor Smart, Inc. and all prior material information released can be found in his Tweets & Replies Feed indefinitely. Relevant tweets are tagged by Mr. Schadel with the Company’s ticker symbol.

About Labor SMART, Inc.
Labor SMART, Inc. provides On-Demand temporary labor to a variety of industries. The Company's clients range from small businesses to Fortune 100 companies. Labor SMART was founded to provide reliable, dependable and flexible resources for on-demand personnel to small and large businesses in areas that include construction, manufacturing, hospitality, event-staffing, restoration, warehousing, retailing, disaster relief and cleanup, demolition and landscaping. Labor SMART believes it can make a positive contribution each and every day for the benefit of its clients and temporary employees. The Company's mission is to be the provider of choice to its growing portfolio of customers with a service-focused approach that enables Labor SMART to be seen as a resource and partner to its clients. The Company also operates a restaurant franchise and is seeking additional opportunities outside of the staffing industry.

Safe Harbor Statement
This release contains statements that constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements appear in a number of places in this release and include all statements that are not statements of historical fact regarding the intent, belief or current expectations of Labor SMART, Inc., its directors or its officers with respect to, among other things: (i) financing plans; (ii) trends affecting its financial condition or results of operations; (iii) growth strategy and operating strategy. The words "may", "would", "will", "expect", "estimate", "can", "believe", "potential", and similar expressions and variations thereof are intended to identify forward-looking statements. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond Labor SMART, Inc.'s ability to control, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. More information about the potential factors that could affect the business and financial results is and will be included in Labor SMART, Inc.'s filings with OTC Markets.com.

Contacts:
Labor SMART, Inc.
ir@laborsmart.com