Atlantic International Corp. Files 8-K with Material Agreement

TL;DR

ATLANTIC INTERNATIONAL CORP. (AIIC) filed an 8-K on 6/12/24 for a material definitive agreement.

AI Summary

Atlantic International Corp. announced on June 12, 2024, that it entered into a material definitive agreement. The company, formerly known as SeqLL, Inc., also filed amendments to its articles of incorporation or bylaws and submitted financial statements and exhibits as part of this 8-K filing.

Why It Matters

This filing indicates a significant corporate event or agreement for Atlantic International Corp., which could impact its business operations and future financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and the specifics of this agreement are not detailed in the provided filing summary.

Key Players & Entities

• ATLANTIC INTERNATIONAL CORP. (company) — Registrant
• SeqLL, Inc. (company) — Former company name
• June 12, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $3.10 — the Merger Agreement) was reduced from $3.10 to $2.36 per share. All other principal
• $2.36 — er Agreement) was reduced from $3.10 to $2.36 per share. All other principal terms of

Filing Documents

• ea0208025-8k_atlantic.htm (8-K) — 28KB
• ea020802501ex2-1_atlantic.htm (EX-2.1) — 19KB
• ea020802501ex3-1_atlantic.htm (EX-3.1) — 2KB
• ex3-1_001.jpg (GRAPHIC) — 331KB
• ex3-1_002.jpg (GRAPHIC) — 591KB
• 0001213900-24-053783.txt ( ) — 1521KB
• sqllw-20240612.xsd (EX-101.SCH) — 3KB
• sqllw-20240612_def.xml (EX-101.DEF) — 28KB
• sqllw-20240612_lab.xml (EX-101.LAB) — 34KB
• sqllw-20240612_pre.xml (EX-101.PRE) — 22KB
• ea0208025-8k_atlantic_htm.xml (XML) — 4KB

01 Entry Into a Material Definitive

Item 1.01 Entry Into a Material Definitive Agreement Amended and Restated Agreement and Plan of Reorganization As previously reported, on June 4, 2024, Atlantic International Corp. (then known as SeqLL, Inc.), a Delaware corporation (the "Company"), SeqLL Merger LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company ("Purchaser Sub"), Atlantic Acquisition Corp, a Delaware corporation ("Atlantic"), Atlantic Merger LLC, a Delaware limited liability company and a majority-owned subsidiary of Atlantic ("Atlantic Merger Sub"), Lyneer Investments, LLC a Delaware limited liability company ("Lyneer"), and IDC Technologies, Inc., a California corporation ("IDC"), entered into an Amended and Restated Agreement and Plan of Reorganization (the "Merger Agreement") pursuant to which (i) Atlantic Merger Sub will be merged with and into Lyneer, with Lyneer continuing as the surviving entity (the "Lyneer Merger") and (ii) Purchaser Sub will be subsequently be merged with and into Lyneer with Lyneer continuing as the surviving entity and as a wholly-owned subsidiary of the Company (the "SeqLL Merger" and together with the Lyneer Merger, the "Mergers") On June 12, 2024, the Company entered into Amendment No 1 to the Merger Agreement to reflect a decline in the market price of SeqLL common stock since the execution of the Merger Agreement. The Merger Price (as defined in the Merger Agreement) was reduced from $3.10 to $2.36 per share. All other principal terms of the Merger Agreement remain the same. A copy of the Amendment No 1 to the Merger Agreement is attached hereto as Exhibit 2.1.

03 Amendments to Articles of Incorporation

Item 5.03 Amendments to Articles of Incorporation Bylaws; Change in Fiscal Year On June 13, 2024, in preparation for the Mergers described in Item 1.01 above, the Company changed its name from SeqLL Inc. to Atlantic International Corp. A copy of the amendment to the Company's Certificate of Incorporation is attached hereto as Exhibit 3.1.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits . (d) Exhibits Exhibit No. Description 2.1 Amendment No. 1 to the Amended and Restated Agreement and Plan of Reorganization dated as of June 12, 2024* 3.1 Certificate of Amendment of the Third Amended and Restated Certificate of Incorporation of SeqLL Inc. 10.4 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Schedules, exhibits and similar supporting attachments to this exhibit are omitted pursuant to Item 601(b)(2) of Regulation S-K. We agree to furnish a supplemental copy of any omitted schedule or similar attachment to the Securities and Exchange Commission upon request. -1-

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: June 18, 2024 ATLANTIC INTERNATIONAL CORP. By: /s/ Daniel Jones Daniel Jones Chief Executive Officer -2-

View Full Filing

View this 8-K filing on SEC EDGAR