On October 17, 2008, EMTA Holdings, Inc. (the “Company”) and its wholly owned subsidiary ATME Acquisitions, Inc. (“ATME”) entered into an agreement (the “Agreement”) with Cliff Blake, the majority shareholder, shareholder representative for the minority shareholders and CEO of Easy Staffing Solutions, Inc. (“ESSI”), providing for the sale by the shareholders of ESSI of all of the issued and outstanding shares of ESSI to the Company.
The transaction will take place as an acquisition by a wholly owned subsidiary of the Company. Consideration will consist of the issuance by the Company of 12,500,000 shares of its common stock, the assumption by ATME of debt in the approximate amount of $8,900,000, and cash in the amount $1,575,000, which amount is payable in four equal annual installments. Completion of the transaction is scheduled to take place no later than January 15, 2009. The Company will enter into employment agreement with Cliff Blake.
Pursuant to the terms of the Agreement, control of ESSI is deemed to have been assumed by ATME as of October 17, 2008, the execution date of the Agreement.
ESSI is an employee staffing company based in Scottsdale, Arizona. ESSI and its subsidiaries operate in a number of states including Arizona, California, Florida, Illinois, Pennsylvania, Texas, and Utah, providing long term staffing, temporary staffing, and related services with more than 5,000 employees.
As permitted by Item 9.01(a)(4) of Form 8-K, audited financial statements of ESSI will be filed not later than 75 days following the completion of the acquisition as required under the applicable rules.
As permitted by Item 9.01(b)(2) of Form 8-K, pro forma financial statements of the Registrant giving effect to the acquisition of ESSI will be filed not later than 75 days following the completion of the acquisition as required under the applicable rules.
