ATLN — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-06-22

• Atlantic, through its subsidiaries, is a worldwide strategic staffing firm. The Company was formed under the principles of honesty and integrity, and with the view of becoming the preferred outside employer of choice. Since its formation, the Company has grown from a regional operation to a worldwid…

• Atlantic is headquartered in Englewood Cliffs, New Jersey and has more than 100 locations in the USA. Circle8 is headquartered in Amsterdam, Netherlands.

• Atlantic is a high-growth outsourced services and workforce solutions company with management who have more than a 28-year operating record. Based on their knowledge of the industry, and through its mergers and acquisitions strategy, Atlantic is building a global staffing organization that redefines…

• Atlantic’s corporate acquisition strategy is designed to assist its client companies in the transformation of stagnation into growth to achieve sustainable results through their most important asset: people. Atlantic’s goal is to create a business designed to deliver to its clients targeted industry…

• Atlantic’s acquisition of Circle8 demonstrated its strategic rationale, as follows:

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• Atlantic, through its subsidiaries, is a national strategic staffing firm servicing the commercial, professional, finance, direct placement, and managed service provider verticals. Lyneer was formed under the principles of honesty and integrity, and with the view of becoming the preferred outside em…

• The Company’s management believes, based on their knowledge of the industry, that it is one of the prominent and leading staffing firms in the ever-evolving staffing industry. Its management also believes that it is an industry leader in permanent, temporary and temp-to-perm placement services in a …

• At Atlantic, management understands that finding the perfect candidate starts before the job requisition even comes in. The Company employs the strategy of proactive recruitment to build a pipeline of pre-vetted candidates for order fulfillment. Atlantic’s client mix consists of both small- and medi…

• Service revenue, net was $110,127,203 and $107,803,843 for the three months ended September 30, 2025 and 2024, respectively, an increase of $2,323,360, or 2.2%. This increase was predominately due to higher revenues from the Company’s temporary placement services business, which increased $2,034,230…

• Service revenue, net was $315,833,003 and $313,063,328 for the nine months ended September 30, 2025 and 2024, respectively, an increase of $2,769,675, or 0.9%. The Company’s temporary placement services business, slightly increased $2,323,462 or 0.7% in the nine months ended September 30, 2025 as co…

Text added vs the prior filing · source: 10-Q · 2026-06-22

• Under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, we conducted an evaluation of the disclosure controls and procedures as of March 31, 2026, the end of the period covered by this report on Form 10-Q. The term “d…

• In designing and evaluating our disclosure controls and procedures, management recognizes that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Ad…

• Our management is responsible for establishing and maintaining adequate internal control over our financial reporting. Our management, including our Chief Executive Officer and our Chief Financial Officer, has evaluated the effectiveness of our internal control over financial reporting as of March 3…

• A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting as defined under the Exchange Act, as amended and by the Public Company Accounting Oversight Board (United States), such that there is a reasonable possibility that a material misstate…

• This conclusion is based on the identification of material weaknesses in the areas of accounting for complex financial transactions or non-routine transactions. The Company currently consults with third-party experts to overcome this weakness. The Company had a material weakness related to lack of s…

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• Management is responsible for establishing and maintaining adequate internal control over our financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Under the supervision and with the participation of our management, including our Chief Executive Office…

• Prior to the Merger, we were a private company and had limited accounting and financial reporting personnel with which to address our internal controls and related procedures. Our management concluded that as of September 30, 2025, our internal control over financial reporting was not effective, and…

• We are in the process of negotiating with a third party to assess and implement measures designed to improve our internal control over financial reporting to remediate the material weaknesses and have plans to start implementing them by the end of 2025 or early 2026. For example, we plan to design a…

• oversight of third-party service providers. Our actions are subject to ongoing executive management review and will also be subject to Audit Committee oversight.

• Notwithstanding the material weaknesses in internal control over financial reporting described above, our management has concluded that our condensed unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q are fairly stated in all material respects.

Text added vs the prior filing · source: 10-Q · 2026-06-22

• On October 30, 2019, Rosanna Vargas filed a complaint in the Superior Court of New Jersey at Camden County against Lyneer and various defendants, including Lyneer’s client, alleging severe personal injury sustained at work. The case is now closed as to all parties. As a result of the matter, Lyneer’…

• Enrique Briseno, et al. vs. Three Hands Corporation, et al., Case No. 21STCV00443, Superior Court of the State of California for the County of Los Angeles

• On January 6, 2021, a class action wage and hour complaint was filed in the Superior Court of California, Los Angeles County, by Enrique Briseno as class representative. The Complaint was filed only against the Company’s client. The matter settled for $425,000, $300,000 of which is to be paid by the…

• final approval. The settlement funds will now be due from the Company within 90 days from June 25, 2026 (or about September 25, 2026) at the earliest.

• BAC Rhino 3 Federal LLC vs. Atlantic International Corp, Civil Action No 2484CV03189, Suffolk County Superior Court

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• 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 Apri…

• On October 30, 2019, Rosanna Vargas filed a complaint in the Superior Court of New Jersey at Camden County against Lyneer and various defendants, including Lyneer’s client, alleging severe personal injury sustained at work. The case is now closed as to all parties. As a result of the matter, Lyneer’…

• Enrique Briseno , et al. vs. Three Hands Corporation, et al., Case No. 21STCV00443, Superior Court of the State of California for the County of Los Angeles

• On January 6, 2021, a class action wage and hour complaint was filed in the Superior Court of California, Los Angeles County, by Enrique Briseno as class representative. The Complaint was filed only against the Company’s client. The matter settled for $425,000, $300,000 of which is to be paid by the…

Text added vs the prior filing · source: 10-Q · 2026-06-22

• •the implementation of our strategic plans, including strategy for our business, acquisitions and related financing;

• •the ability of Lyneer and IDC to meet the terms and conditions of their joint and several debt obligations;

• •our ability to maintain and establish future collaborations and strategic clients;

• •our ability to meet the continued listing requirements of the Nasdaq Stock Market;

• •the expected benefits and synergies of the Acquisition of Circle8;

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• •our ability to refinance our outstanding indebtedness in a timely manner to avoid a future default;

• You should carefully consider the following risks in evaluating us and our business as well as the risks set forth in our Annual Report on Form 10-K filed with the SEC on March 28, 2025. You should also refer to the other information set forth in this report, including the information set forth in “…

• While Lyneer’s historical financial statements report net losses primarily as a result of its accounting for its acquisition by IDC in August 2021 and in 2024 for transaction costs in connection with the Merger, there can be no assurance of profitability in the future.

• Atlantic has reported net losses of $32,282,698 and $66,828,192 for the nine-month periods ended September 30, 2025 and September 30, 2024, respectively, and net losses of $135,479,890 and $15,252,020 for the years ended December 31, 2024 and 2023, respectively. The consolidated financial statements…

• 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.