On October 27, 2022, Staffing 360 Solutions, Inc. entered into a third amended and restated note purchase agreement with Jackson Investment Group, LLC (Jackson) which amended and restated the second amended and restated note purchase Agreement, dated October 26, 2020, as amended, by and between the Company and Jackson, and issued to Jackson the Third Amended and Restated Senior Secured 12% Promissory Note, with a remaining outstanding principal balance of approximately $9.0 million (the “Jackson Note”). In connection with the Amended Note Purchase Agreement, the Company paid, or agreed to pay, to Jackson certain fees, including reasonable fees of Jackson’s legal counsel and its other advisors. Under the terms of the Amended Note Purchase Agreement and Jackson Note, the Company is required to pay interest on the Jackson Note at a per annum rate of 12% and in the event the Company has not repaid in cash at least 50% of the outstanding principal balance of the Jackson Note by October 27, 2023, then interest on the outstanding principal balance of the Jackson Note shall continue to accrue at 16% per annum of the outstanding principal balance of the Jackson Note until the Jackson Note is repaid in full.

The Amended Note Purchase Agreement also extends the maturity date of the Jackson Note from October 28, 2022 to October 14, 2024.