American International Holdings Corp. Announces 1-for-60 Reverse Stock Split
On May 12, 2022, American International Holdings Corp. (OTCQB: AMIH) executed a 1-for-60 reverse stock split effective immediately. Trading on a post-split basis under the new symbol ‘AMIHD’ commenced on May 13, 2022, for 20 business days before reverting to 'AMIH'. The total shares outstanding post-split will approximately be 1,621,448. This move, approved by shareholders on July 30, 2021, aims to consolidate share value and may impact stock options and convertible securities.
For holders with electronic shares, no action is needed; certificate holders will receive instructions from the transfer agent.
- The reverse stock split aims to consolidate share value and can improve market perception.
- Shareholders' percentage ownership remains unchanged despite the share consolidation.
- The reverse stock split can signal underlying issues, such as a declining stock price requiring consolidation.
- Post-split, there may be increased volatility due to a reduced number of shares in circulation.
Plano, Texas, May 13, 2022 (GLOBE NEWSWIRE) -- American International Holdings Corp. (OTCQB: AMIH)(“AMIH” or the “Company”), a diversified holding company that develops, acquires and operates technology-based health and wellness companies, announces today it has effected a 1-for-60 reverse split of its common stock effective May 12, 2022.
Commencing with the opening of trading on the OTCQB Market maintained by OTC Markets on May 13, 2022, the Company’s common stock will trade on a post-split basis under the symbol ‘AMIHD’ for a period of 20 business days including the effective date of the reverse stock split. After the conclusion of the 20-business day period, the Company’s common stock will resume trading under its previous ticker symbol “AMIH”.
As a result of the reverse stock split, the CUSIP number for the Company’s common stock will now be 02687R205 and every 60 shares of issued and outstanding common stock will be exchanged for 1 share of common stock, with any fractional shares being rounded up to the next higher whole share.
Immediately after the reverse stock split becoming effective, the Company will have approximately 1,621,448 shares of common stock issued and outstanding (subject to adjustments due to the effect of rounding fractional shares into whole shares). Proportional adjustments will be made to the number of shares of common stock issuable upon exercise of the Company’s outstanding stock options, warrants and convertible securities, as well as the applicable exercise price and conversion price thereof. The reverse stock split will not have any effect on the par value of the common stock or preferred stock, the authorized shares of preferred stock, or any previously designated shares of preferred stock, except to the extent the conversion ratio thereof is adjusted as a result of such reverse stock split.
The reverse stock split was approved by stockholders holding a majority of the Company’s voting power on July 30, 2021, and by the board of directors on January 25, 2022. The reverse stock split impacts all holders of the Company’s common stock proportionally and will not impact any shareholder’s percentage ownership of common stock (except to the extent of the rounding described above).
Shareholders who are holding their shares in electronic form at brokerage firms do not have to take any action as the effect of the Reverse Stock Split will automatically be reflected in their brokerage accounts. The Company’s transfer agent, American Stock Transfer & Trust Company, LLC will contact shareholders who hold shares in certificate form and provide further instructions on how such shareholders may (but are not required to) send their certificates to the Company’s transfer agent so that the transfer agent can issue a new share certificate reflecting the terms of the reverse stock split.
Additional information regarding the reverse stock split is available in the Form 8-K filed by the Company on May 12, 2022.
About American International Holdings Corp.
American International Holdings Corp. (OTCQB: AMIH) is an investor, developer and asset manager of diversified, synergistic health and wellness businesses. Today, the AMIH portfolio encompasses telemedicine and other virtual health platforms, affordable subscriber-based primary care and concierge medicine plans, preventative care solutions and wellness related assets such as mental & behavioral health services, as well as its own proprietary life coaching platform. AMIH markets its various services through direct-to-consumer and business-to-business distribution channels. AMIH’s focus is on bringing to market technologies and solutions that advance the quality of life for the global community.
Forward-Looking Statements
This press release may contain forward-looking statements, including information about management’s view of the Company’s future expectations, plans and prospects, within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements also may be included in other publicly available documents issued by the Company and in oral statements made by our officers and representatives from time to time. These forward-looking statements are intended to provide management's current expectations or plans for our future operating and financial performance, based on assumptions currently believed to be valid. They can be identified by the use of words such as “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “would,” “could,” “will” and other words of similar meaning in connection with a discussion of future operating or financial performance. Examples of forward-looking statements include, among others, statements relating to future sales, operations, expansion, earnings, cash flows, results of operations, uses of cash and other measures of financial performance. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and other factors that may cause the Company's actual results and financial condition to differ materially from those expressed or implied in the forward-looking statements. Such risks, uncertainties and other factors include, among others such as, but not limited to the proposed operations of the Company’s subsidiary, EPIQ Scripts, the ability of EPIQ Scripts to obtain required licenses and accreditations, the timing of such licenses and accreditations, and limitations on its operations if such licenses and accreditations are not in place, and future projected revenues, customers, and results of operations of EPIQ Scripts; economic conditions, changes in the laws or regulations, demand for products and services of the Company; our limited operating history; our need for additional funding to support our operations, repay debt and expand our operations; the effects of COVID-19 on our operations and prospects, and the future effects of COVID-19 on us and our operations; impairments we may be required to assess in connection with our assets and goodwill; risks associated with our prior launch of a telehealth platform, including liability in connection therewith, funding needed to support such operations and other risks associated with the operations of the telehealth platform; disruptions to our operations or liabilities associated with future acquisitions; our ability to continue as a going concern; our dependence on our Chief Executive Officer, Jacob D. Cohen, and related party transactions affecting the Company; Mr. Cohen’s voting control over the Company; competition we face; our ability to maintain our varied operations, and service our indebtedness; material weaknesses in our controls and procedures; our ability to obtain and maintain adequate insurance; legal challenges and litigation; liability associated with our contracting operations; the terms of Mr. Cohen’s employment agreement; dilution caused by the conversion of outstanding notes, exercise of outstanding warrants, and future fund-raising activities; anti-dilution and favored nation provisions of our outstanding convertible notes and warrants; the price of, volatility in, and lack of robust trading market for, our common stock; meeting the listing standards and the Company’s ability to uplist on NASDAQ; and other factors that could cause actual results to differ materially from those projected or represented in the forward-looking statements. These risk factors and others are included from time to time in filings made by the Company with the Securities and Exchange Commission, including, but not limited to, in the “Risk Factors” sections in its Form 10-Ks and Form 10-Qs and in its Form 8-Ks, which it has filed, and files from time to time, with the U.S. Securities and Exchange Commission. These reports are available at www.sec.gov. The forward-looking statements included in this press release are made only as of the date hereof. The Company cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. We undertake no obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.
Investor Relations Contact
Frank Benedetto
(619) 915-9422
FAQ
What is the significance of the reverse stock split for AMIH?
When will AMIH resume trading under its previous symbol?
How many shares will AMIH have after the reverse stock split?
Will I need to take action if I hold AMIH shares electronically?
What should certificate holders expect after the reverse stock split?
