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HireQuest (NASDAQ: HQI) proposes $105M cash deal for TrueBlue’s People-Ready unit

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

HireQuest, Inc. has proposed a cash acquisition of certain assets from TrueBlue’s People-Ready segment. The offer is for $105 million in cash, targeting the on-demand portion of People-Ready, which the company characterizes as an underperforming business for TrueBlue.

HireQuest’s CEO said the on-demand business would complement the HireQuest Direct division and highlighted that the proposal, based on TrueBlue’s proxy disclosures, equates to about $3.45 per TrueBlue share. Prior bids in 2025 to acquire all of TrueBlue, at $7.50 to $12.30 per share, were rejected. The current proposal is framed as a potential way for TrueBlue to divest this segment and raise cash.

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Insights

HireQuest proposes a $105M cash asset deal, but completion remains uncertain.

HireQuest is pursuing a targeted acquisition of the on-demand portion of TrueBlue’s People-Ready segment for $105 million in cash. Management positions this business as underperforming for TrueBlue but strategically aligned with HireQuest’s franchise-driven HireQuest Direct division.

The proposal follows earlier, rejected 2025 offers to buy all of TrueBlue at $7.50–$12.30 per share and an unlaunched tender offer. The filing emphasizes that no business combination is agreed, and numerous conditions, including TrueBlue board cooperation and potential shareholder and regulatory approvals, would govern any eventual transaction.

Outcome and financial impact depend on whether TrueBlue engages, on the final deal structure, and on HireQuest’s ability to integrate and potentially convert operations to franchises. Future company filings and any registration or proxy materials related to this proposal would provide more concrete terms.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Proposed cash consideration $105 million Offer for certain assets of TrueBlue’s People-Ready on-demand segment
Segment valuation reference in excess of $100 million Value attributed to the on-demand People-Ready segment
Implied per-share value $3.45 per share Value per TrueBlue share based on latest proxy statement disclosures
Prior offer range $7.50–$12.30 per share Earlier 2025 proposals by HireQuest to acquire all of TrueBlue
tender offer financial
"HQI was prepared to initiate a tender offer directly to the TBI shareholders"
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
franchise model financial
"HireQuest’s franchise model is uniquely suited to unlock the value in the on-demand portion"
A franchise model is a business arrangement where a company (the franchisor) lets independent operators (franchisees) use its brand, products, and operating system in exchange for fees and royalty payments. Think of it like a recipe and storefront design that others pay to copy; it lets the parent company grow faster with less capital but gives up some direct control. Investors watch this model because it influences revenue stability, profit margins, capital needs, growth speed and legal or reputational risk tied to independent operators.
forward-looking statements regulatory
"This news release includes, and HireQuest’s officers and other representatives may sometimes make or provide certain estimates and other forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
proxy statement regulatory
"Based on disclosures in their most recent proxy statement, this proposal represents $3.45 per share"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
special dividend financial
"or even make a sizeable special dividend to TrueBlue shareholders"
A special dividend is a one-time payment made by a company to its shareholders, usually when it has accumulated excess profits or cash. It is like a bonus or a reward for investors, often signaling that the company has extra funds available. This type of dividend matters because it can indicate a company's financial health or a significant change in its cash situation.
false 0001140102 0001140102 2026-05-12 2026-05-12
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): May 12, 2026
 
 
hqi20230316_8kimg001.jpg
 
HIREQUEST, INC.
(Exact name of registrant as specified in its Charter)
 
 
Delaware
 
001-38513
 
91-2079472
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
     
111 Springhall Drive, Goose Creek, SC
 
29445
(Address of Principal Executive Offices)
 
(Zip Code)
 
(843) 723-7400
(Registrants telephone number, including area code)
 
 
 
(Former name, former address and former fiscal year, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Stock, $0.001 par value
HQI
The NASDAQ Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 

 
 
Item 7.01 Regulation FD Disclosure.
 
On May 12, 2026, HireQuest, Inc. ("the Company") announced that it has submitted to the Board of Directors of TrueBlue, Inc. ("TrueBlue") a proposal to acquire certain assets of TrueBlue's People-Ready segment for $105 (the "Proposal"). The related press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
 
The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed subject to the requirements of amended Item 10 of Regulation S-K, nor shall it be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing. The furnishing of this information hereby shall not be deemed an admission as to the materiality of such information.
 
Item 9.01 Financial Statements and Exhibits.
 
Exhibit Index
 
Exhibit
Description
99.1 Press Release dated May 12, 2026 (furnished only)
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
 
 

 
 
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.
 
         
   
HIREQUEST, INC.
   
(Registrant)
     
         
     
Date: May 12, 2026
     
/s/ John McAnnar
       
John McAnnar
       
Chief Legal Officer, Vice President, and Corporate Secretary
 
 

Exhibit 99.1

 

 

image01.jpg

 

HIREQUEST ISSUES OFFER TO THE BOARD

OF DIRECTORS OF TRUEBLUE, INC.

 

Cash offer values the on-demand segment of

TrueBlue, Inc. in excess of $100 million

 

 

GOOSE CREEK, SC May 12, 2026 – HireQuest, Inc. (Nasdaq: HQI) announced today that it has submitted to the Board of Directors of TrueBlue, Inc. (NYSE: TBI) a proposal to acquire certain assets of TrueBlue’s People-Ready segment for $105 million in cash.

 

As previously disclosed, HireQuest (“HQI”) made multiple offers to acquire True Blue, Inc. (“TBI”) in 2025 at prices ranging from $7.50 to $12.30 per share. Each of those offers, however, was rebuffed by the board of directors of TBI (the “TBI Board”). As a result, and also as previously disclosed, HQI was prepared to initiate a tender offer directly to the TBI shareholders and incurred substantial costs in preparing such offer. However, prior to commencing the tender, HQI postponed further shareholder-facing communication in the hopes of engaging with the TBI Board directly on a friendly basis regarding a potential deal.

 

Now, a year after initially making its interest in a transaction public, no deal between HQI and TBI has materialized. HQI is once again exploring all options with respect to a potential transaction. “We remain interested in acquiring TrueBlue and especially the on-demand portion of the company’s People-Ready segment,” stated Richard Hermanns, CEO of HQI. “We believe the on-demand business is very complimentary to our HireQuest Direct division, and, as a result, we made an attractive all-cash offer earlier today to the TrueBlue Board for them to engage with us in a transaction to sell the on-demand business of TrueBlue’s People-Ready segment to us if they prefer to keep TrueBlue as an independent publicly-traded company.”

 

“The all-cash proposal for this portion of People-Ready,” Mr. Hermanns continued, “represents a unique opportunity for TrueBlue. This business, which excludes the higher-growth skilled and solar/renewable energy staffing segments, has been an underperformer for TrueBlue for years. As we’ve said in the past, HireQuest’s franchise model is uniquely suited to unlock the value in the on-demand portion of People-Ready. This deal could allow TrueBlue to divest of this underperforming segment and raise a substantial amount of cash that could be used to repay debt, grow and diversify its business strategically, or even make a sizeable special dividend to TrueBlue shareholders. Based on disclosures in their most recent proxy statement, this proposal represents $3.45 per share of TrueBlue stock.”

 

In closing, Mr. Hermanns added, “We hope the Board of TrueBlue will view this opportunity for what it is – a clear path to creating incremental shareholder value for TrueBlue shareholders.”

 

About HireQuest, Inc.

 

HireQuest is a franchisor of staffing solutions with a footprint across the U.S. and international markets. Through its primary divisions - HireQuest Direct, HireQuest Health, Snelling, TradeCorp and DriverQuest - the company delivers temporary, direct-hire, and contract workforce solutions across a wide range of industries, including construction, light industrial, healthcare, finance, manufacturing, hospitality, logistics and more. From on-demand staffing to direct hire recruiting, HireQuest’s divisions work together to provide workforce solutions that help businesses grow and create meaningful opportunities for the communities we serve. For more information, visit www.hirequest.com

 

Forward-looking Statements

 

This news release includes, and HireQuest’s officers and other representatives may sometimes make or provide certain estimates and other forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act, and Section 21E of the Exchange Act, including statements regarding the proposed transaction, benefits and synergies of the proposed transaction and future opportunities for the combined company, including statements regarding value, profitability or growth prospects of the combined company. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will," and similar references to future periods.

 

While HireQuest believes these statements are accurate, forward-looking statements are not historical facts and are inherently uncertain. They are based only on HireQuest's current beliefs, expectations, and assumptions regarding the future of its and TrueBlue’s business, future plans and strategies, projections, anticipated events and trends, the economy, and other future conditions. HireQuest cannot assure you that these expectations will occur, and its actual results may be significantly different. Therefore, you should not place undue reliance on these forward-looking statements. Important factors that may cause actual results to differ materially from those contemplated in any forward-looking statements made by HireQuest, include but are not limited to the possibility that the parties will not agree to pursue a business combination transaction or that the terms of any definitive agreement will be materially different from those described herein; uncertainties as to whether TrueBlue will cooperate with HireQuest regarding the proposed transaction; HireQuest’s ability to consummate the proposed transaction with TrueBlue; the conditions to the completion of the proposed transaction, including the receipt of any required shareholder approvals and any required regulatory approvals; the possibility that HireQuest may be unable to achieve expected synergies and operating efficiencies within the expected time-frames or at all and to successfully integrate TrueBlue’s operations with those of HireQuest; that such integration, including any proposed conversion to franchises, may be more difficult, time-consuming or costly than expected; that operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers or suppliers) may be greater than expected following the proposed transaction or the public announcement of the proposed transaction; that the retention of certain key employees may be difficult; that any or all of such factors could result in lower profitability of the combined businesses than of HireQuest currently; and general economic conditions that are less favorable than expected. Additional risks that may affect HireQuest’s operations and other factors discussed in the "Risk Factors" section and elsewhere in HireQuest’s most recent Annual Report on Form 10-K and the quarterly reports on Form 10-Q filed thereafter. 

 

Any forward-looking statement made by HireQuest or its management in this news release is based only on information currently available to HireQuest and speaks only as of the date on which it is made. HireQuest and its management disclaim any obligation to update or revise any forward-looking statement, whether written or oral, that may be made from time to time, based on the occurrence of future events, the receipt of new information, or otherwise, except as required by law.

 

Important Additional Information

 

This communication does not constitute an offer to buy or solicitation of an offer to sell any securities. This communication relates to a proposal that HireQuest has made for a business combination transaction with TrueBlue. In furtherance of this proposal and subject to future developments, HireQuest (and, if applicable, TrueBlue) may file one or more registration statements, consent solicitation or proxy statements, tender offer statements, prospectuses or other documents with the Securities and Exchange Commission (the “SEC”). However, such filings will not be made unless required. This communication is not a substitute for any registration statement, consent solicitation or proxy statement, tender offer statement, prospectus or other document HireQuest and/or TrueBlue may file with the SEC in connection with the proposed transaction.

 

Investors and security holders of TrueBlue and HireQuest are urged to read any registration statement(s), consent solicitation or proxy statement(s), tender offer statement(s), prospectus(es) and/or other documents that may be filed with the SEC carefully in their entirety if and when they become available as they will contain important information about the proposed transaction.

 

Any final prospectus(es) and definitive consent solicitation or proxy statement(s) (if and when available) will be mailed to shareholders of True Blue and/or HireQuest, as applicable. Investors and security holders will be able to obtain free copies of these documents (if and when available) and other documents filed with the SEC by HireQuest through the web site maintained by the SEC at www.sec.gov, and by visiting HireQuest’s investor relations site at investors.hirequest.com.

 

This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.

 

This communication is neither a solicitation of a consent or proxy nor a substitute for any consent solicitation or proxy statement or other filings that may be made with the SEC. Nonetheless, to the extent a TrueBlue shareholder vote is required, HireQuest and its directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of consents or proxies in respect of the proposed transactions. You can find information about HireQuest’s executive officers and directors in its Proxy Statements on Schedule 14A filed with the SEC on April 30, 2026. Additional information regarding the interests of such potential participants will be included in one or more registration statements, consent solicitation or proxy statements, tender offer statements or other documents if and when they become available. These documents (if and when available) may be obtained free of charge from the SEC’s website www.sec.gov, and by visiting HireQuest’s investor relations site at investors.hirequest.com.

 

 

Company Contact:

HireQuest

David Hartley, Chief Financial Officer

(800) 835-6755

Email: cdhartley@hirequest.com

 

Investor Relations Contact:

IMS Investor Relations

John Nesbett/Jennifer Belodeau

(203) 972-9200

Email: hirequest@imsinvestorrelations.com

 

 

FAQ

What transaction did HireQuest (HQI) propose in this 8-K filing?

HireQuest proposed acquiring certain assets from TrueBlue’s People-Ready segment for $105 million in cash. The offer targets the on-demand portion of People-Ready, which HireQuest views as complementary to its HireQuest Direct franchise network and potentially better suited to its operating model.

How does HireQuest’s $105 million offer value TrueBlue’s People-Ready business?

HireQuest states the $105 million cash offer values the on-demand segment at more than $100 million overall. Based on TrueBlue’s proxy disclosures, the company notes this proposal represents about $3.45 per TrueBlue share, offering a clear per-share reference for TrueBlue investors.

What past proposals has HireQuest (HQI) made to acquire TrueBlue (TBI)?

In 2025, HireQuest made multiple offers to acquire all of TrueBlue at prices ranging from $7.50 to $12.30 per share. Those bids were rejected by TrueBlue’s board, and a contemplated tender offer to shareholders was prepared but ultimately not launched.

Is the $105 million People-Ready asset acquisition between HireQuest and TrueBlue finalized?

No, the transaction is currently only a proposal submitted to TrueBlue’s board. The communication highlights numerous uncertainties, including whether TrueBlue will engage, reach agreement on terms, and obtain any necessary shareholder or regulatory approvals before any deal could be completed.

How might TrueBlue potentially use proceeds from HireQuest’s proposed $105 million cash offer?

HireQuest suggests TrueBlue could use potential cash proceeds to repay debt, invest in growth or diversification, or pay a special dividend. These are framed as possible uses that could follow a divestiture of the on-demand People-Ready segment, rather than firm commitments by TrueBlue.

Why does HireQuest believe the People-Ready on-demand segment fits its business model?

HireQuest describes the on-demand People-Ready business as very complementary to its HireQuest Direct division. Management argues that its franchise model is well suited to operate this underperforming segment and potentially unlock value that TrueBlue has not realized under its current structure.

Filing Exhibits & Attachments

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