UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): March 8, 2021

 

AMERICAN INTERNATIONAL HOLDINGS CORP.

(Exact name of registrant as specified in its charter)

 

Nevada   000-50912   88-0225318

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

3990 Vitruvian Way, Suite 1152, Addison, Texas 75001

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (972) 803-5337

 

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:

 

[  ] 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: None.

 

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 1.01 Entry into a Material Definitive Agreement.

 

On March 8, 2021, American International Holdings Corp. (the “Company”, “we” and “us”) entered into a Consulting Agreement with KBHS, LLC (“KBHS”), whose Chief Executive Officer is Mr. Kevin Harrington.

 

Pursuant to the Consulting Agreement, KBHS agreed to provide consulting services to the Company as the Company’s Brand Ambassador, including providing endorsement services and advising on marketing, promotions, acquisitions, licensing and business development. KBHS also agreed to up to four webinar appearances on behalf of the Company per year to support the Company’s direct sales efforts. The Consulting Agreement has a term of two years, and can be terminated with ten days prior written notice (subject to applicable cure rights set forth in the Consulting Agreement), in the event we or KBHS breach any term of the agreement, or we fail to pay any amounts due, become subject to any government regulatory investigation, certain lawsuits, claims, actions or take certain other actions during the term of the Consulting Agreement.

 

As consideration for providing the services under the Consulting Agreement, we agreed to issue KBHS 1.5 million shares of restricted common stock, which vest immediately upon issuance, to pay KBHS $10,000 per month, and agreed to pay KBHS a 5% finder’s fee on any new business introduced or developed by KBHS and 7.5% of the value of any acquisition or merger created or developed exclusively by KBHS, undertaken by the Company, subject to applicable laws. In the event we fail to pay any consideration due under the Consulting Agreement, such amount accrues interest at the rate of 1.5% per month until paid in full.

 

The Consulting Agreement contains customary confidentiality requirements binding the parties and indemnification requirements binding on the Company.

 

* * * * *

 

 
 

 

The foregoing description of the Consulting Agreement is not complete, and is qualified in its entirety by the full text of such agreement, attached hereto as Exhibit 10.1, which is incorporated by reference herein.

 

Item 3.02 Unregistered Sales of Equity Securities.

 

As described in greater detail above in Item 1.01, which information is incorporated by reference into this Item 3.02 in its entirety, pursuant to the Consulting Agreement we agreed to issue KBHS 1.5 million shares of common stock. We plan to claim an exemption from registration for such issuance pursuant to Section 4(a)(2) and/or Rule 506(b) of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), since the foregoing issuance will not involve a public offering, the recipient is (i) an “accredited investor”; and/or (ii) had access to similar documentation and information as would be required in a Registration Statement under the Securities Act. The securities will be subject to transfer restrictions, and the certificates/book-entry notations evidencing the securities will contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom.

 

Item 8.01 Other Events.

 

On March 17, 2021, the Company formed an Advisory Board to provide guidance to the Board of Directors (currently consisting solely of Jacob D. Cohen), regarding business development, marketing, acquisitions and other growth initiatives, and on such other matters as the Board of Directors may from time to time request input and guidance on. The Advisory Board has no authority to bind the Company or the Board of Directors on any matters and was formed only to provide the director(s) non-binding guidance and advice as requested by the Directors from time to time.

 

On March 17, 2021, the Board of Directors appointed Mr. Kevin Harrington to the Advisory Board.

 

On March 18, 2021, the Company issued a press release announcing the appointment of Mr. Harrington to the Advisory Board. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits. The following exhibits are filed herewith.

 

Exhibit No.   Description
10.1*   March 8, 2021, Consulting Agreement between American International Holdings Corp. and KBHS, LLC
99.1*   Press Release dated March 18, 2021, announcing appointment of Mr. Kevin Harrington to the Advisory Board

 

* Filed herewith.

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  AMERICAN INTERNATIONAL HOLDINGS CORP.
                          
Dated: March 18, 2021 By: /s/ Jacob D. Cohen
  Name: Jacob D. Cohen
    Chief Executive Officer

 

 

 

 

Exhibit 10.1

 

CONSULTING AGREEMENT

 

This Consulting Agreement (the “Agreement”), effective as of March 8th, 2021, (the “Effective Date”), is made by and between American International Holdings Corp., herein referred to collectively as (“Company”), and KBHS, LLC (“Consultant”). For the purposes of this Agreement, Company and Consultant may sometimes herein be referred to collectively as the “Parties” or individually as a “Party.”

 

WHEREAS, Consultant is the business of providing consulting services on brand development, marketing, management, licensing and distribution of goods and services.

 

WHEREAS, the Company is a diversified holding company that both owns and operates various subsidiaries in the health, wellness, technology and infrastructure industries and is continuously seeking opportunities to make additional strategic acquisitions within the same industries to further grow its portfolio of operating companies (the “Subsidiaries”); and

 

WHEREAS, Company desires to retain the services of Consultant to serve the Company and its Subsidiaries as an independent contractor as more fully defined below.

 

NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement and other good and valuable consideration, the receipt of which is acknowledged by the Parties, the Parties agree as follows:

 

1. APPOINTMENT OF CONSULTANTS.

 

1.1. Appointment. Company hereby engages Consultant as an independent contractor to provide Consulting and other services for the following: serve as a Brand Ambassador, provide a full endorsement, provide an endorsement video and other digital and ancillary assets to promote the brand products, brand and business development, advising on all marketing, promotions, acquisitions, licensing (more specifically defined below), and all other sales and growth initiatives for the brand as reasonably requested by Company (“Services”). Consultant shall not be required to make personal appearances unless mutually agreed to in writing, however Consultant will agree to do up to 4 webinar appearances per year, in support of the Company’s direct sales efforts. All requested travel must be made in writing at least thirty (30) days in advance and is subject to Consultant’s availability. Consultant reserves the right to approve in writing any and all materials to be utilized that will contain the name and likeness of the Consultant, including but not limited to press releases, video, audio, marketing materials, equity and crowdfunding campaigns and financial filings and business plans. All rights granted to the Company including but not limited to the use of Consultant’s name, brand or likeness shall cease after any term or termination of this agreement.

 

1.2. Term.

 

  a. Term. Subject to the provisions for earlier termination contained herein, this Agreement shall be effective for a period of Two (2) years. Thereafter, the Parties agree to discuss a new term in good faith.

 

 
 

 

  b. Termination. During the term the Parties shall have the following rights to terminate this Agreement:

 

i. Consultant shall have the option to terminate this Agreement in the event the Company breaches any term of this agreement, fails to timely pay any or all amounts due under this Agreement, ceases to do business, becomes subject to any government regulatory investigations, penalties or failure to comply with FDA, EPA, FTC, international, federal, state and local, laws, becomes subject to a claim or lawsuit involving mismanagement, misrepresentation, fraud or engages in an activity that Consultant determines that will negatively affect Consultant’s name or brand or under the Bankruptcy Code or any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to such other party, or seeking to adjudicate such other party a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to such other party or its debts, or (ii) seeking appointment of a receiver, trustee, custodian or other similar official for such other party or for all or any substantial part of its assets, or the other party shall make a general for the benefit of its creditors. In the event of the Company’s breach of any term of this Agreement beyond any cure periods, Consultant shall retain all economic benefits contained in this Agreement. In the event the Company is anticipating dissolving the business or any of its assets at any time, Company files for bankruptcy or insolvency or has the inability to pay debts as they come due or upon a default in payment then Company agrees to exclusively negotiate in good faith with Consultant for the purchase of the assets for a period of Sixty (60) days.

 

ii. Company shall have the option to terminate this Agreement in the event that Consultants breach any term of this agreement, ceases to do business, or has filed for bankruptcy, dissolution or an assignment for the benefit of creditors.

 

iii. Notwithstanding the above, each of the Parties hereto shall have ten (10) days to cure any alleged breach of any term of this Agreement. The notice shall be in writing and delivered to the other party through electronic or other courier service.

 

2. COMPENSATION

 

2.1. Compensation for Services: Company agrees to compensate the Consultant as follows:

 

i. Consultant shall receive a one-time issuance of One Million Five Hundred Thousand (1,5000,000) shares of the Company’s common stock and shall be deemed to be fully earned and vested upon issuance. The Company shall instruct the transfer agent to issue the shares in book entry form in the name of the Consultant within five (5) business days of the Effective Date.

 

ii. Consultant shall receive a monthly payment of Ten Thousand ($10,000) dollars payable every thirty days for the term of this Agreement with the first payment due and payable upon the signing of this Agreement.

 

iv. The compensation shall be applicable to any company or entity to be formed to accommodate the expansion or expertise of the business, including but not limited to a subsidiary, successor company, acquisition, merger, partnership, joint venture or any other business relationship. Payments shall be made on a monthly basis.

 

v. BONUS: An additional Five percent (5%) finder’s fee on any new business introduced or developed by Consultant payable within Fourteen (14) days after such new business or investment has been received by the Company, subject to all legal compliance.

 

vi. If during the term of this Agreement, a successful acquisition or merger of the Company occurs which was created or developed exclusively from the direct contacts and efforts of Consultant, the Consultant will receive an additional fee for bringing the deal together, in an amount equal to Seven and one half (7.5%) percent of the proceeds to the Company, subject to compliance with applicable securities and other laws. All payments shall be due within Fourteen (14) days after Company receives any of the benefits contained in this paragraph.

 

vii. Consultant shall be entitled to retain all equity granted in this agreement upon any expiration of this agreement.

 

 
 

 

2.2. Penalty for Late Payment. In the event Company fails to make timely payments due to Consultant, all amounts due and unpaid will accrue interest at the interest rate of One and One-half (1.5%) percent per month, of the total unpaid amounts due and owing, compounded monthly.

 

2.3. Non-Payment. Company agrees that any termination by Company for non-payment in accordance with Section 1.2b(i) shall not benefit Company and relieve it of its financial obligation to pay Consultant any and all compensation and economic benefits detailed in this agreement. Therefore, Company agrees that all terms and deliverables shall be considered fully performed and shall accelerate all payments owed to Consultant provided in this agreement. For clarity purposes, Company may not benefit from breaching any term of this agreement to force a termination by Consultant for non-payment.

 

2.4. Expenses. Company shall be responsible for all of the written pre-approved expenses incurred during the term of the Agreement, including but not limited to first class air and hotel, ground transportation and other reasonable expenses.

 

3. COMPANY INFORMATION

 

3.1. Confidentiality.

 

  a. Consultant and Company will keep all information obtained from the other (the “Information”) confidential. Each Party may disclose Information to its officers, directors, employees, agents and representatives, and to its other advisors and financial sources on a need to know basis only and will ensure that all such persons will keep the Information strictly confidential.

 

  b. Exceptions. No obligation of confidentiality shall apply to Information that:

 

(i) is in the public domain or enters the public domain without a breach by a Party;

(ii) was known or became known prior to the any disclosure thereof;

 

(ii) becomes known from a source other than a Party, and other than by the breach of an obligation of confidentiality;

 

(iii) is disclosed to a third party without restrictions on its disclosure;

 

(iv) is independently developed a Party; or

 

(v) is required to be disclosed by a Party or their respective officers, directors, employees, agents, attorneys or its other advisors and financial sources, pursuant to any order of a court of competent jurisdiction or other governmental body or as may otherwise be required by law.

 

(vi) is required by laws, rules regulations of the SEC and/or the OTCMarkets.

 

 
 

 

3.2. Indemnification. Company, its agents or assigns, hereby agree to indemnify, defend and hold Consultant harmless, whether or not Consultant is party to such dispute, from all liabilities, obligations, losses, damages, judgments and claims costs or expenses, including reasonable attorney’s fees, joint and several (herein collectively, “Claims”), arising from the performance of the Agreement based upon or arising out of (i) any breach of Company’s Warranties; or (ii) the breach of any warranty, covenant or agreement made by Company in this Agreement or in connection to any transaction; or (iii) any and all obligations, losses, damages, judgments and claims against Company or Consultant for any improper use of any trademark, mark and/or logo provided by Company together with any and all costs and expenses (including reasonable legal fees) related to the foregoing. Pending any final determination of liability hereunder, the indemnification and reimbursement provision of this Agreement shall apply to each of the Parties and each shall perform its obligation hereunder to defend and reimburse the other for its expenses.

 

3.3. Maintenance of Insurance by Company: Company agrees that, to the extent it obtains liability insurance coverages commensurate with industry standards for its business, all insurance required by this Section shall provide that such insurance may not be amended or canceled upon less than Thirty (30) days prior written notice to Consultant. At the request of Consultant and from time to time, Company will provide certificates of insurance certifying as to the details of his insurance as required herein.

 

4. WARRANTY.

 

Company warrants that it will remain in compliance with all international, federal, state and local laws, regulations, and ordinances as it relates to the business. Further, Company shall provide prompt notice to Consultant of receipt of any notice of any claim or actions regarding the above.

 

5. GENERAL TERMS

 

5.1. Independent Contractor. Consultant and Company hereby acknowledges that Consultant is an independent contractor. Consultant shall not hold itself out, nor shall it take any action from which others might infer that it is agent of or a joint venture of Company.

 

5.2. Severability. If a provision of this Agreement (or the application of it) is held by a court to be invalid or unenforceable under applicable law, that provision will be deemed separable from the remaining provisions of this Agreement and will not affect the validity or interpretation of the other provisions of this Agreement or the application of that provision to a person or circumstance to which it is valid and enforceable.

 

5.3. Successors and Assigns. The Company may assign any of its rights under this Agreement. This Agreement will be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth in this Agreement, this Agreement will be binding upon all beneficiaries, executors, administrators, and the persons to whom the Restricted Stock may be transferred by will or the laws of descent or distribution.

 

5.4. Waiver. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the Party making the waiver.

 

5.5. Dispute Resolution. The Parties shall attempt to resolve any dispute arising out of or relating to this Agreement through amicable negotiations amongst the parties. If the matter is not resolved by negotiation, the Parties shall resolve the dispute using the procedures noted in Section 5.6.

 

 
 

 

5.6. Mediation and Arbitration. Any controversy or dispute arising out of or relating to this Agreement shall be submitted to mediation in accordance with any statutory rules in the state of Florida. If mediation is not successful in resolving the entire dispute or is unavailable, any outstanding issues will be submitted to final and binding arbitration under the rules of the American Arbitration Association. The arbitrator’s award will be final, and judgment may be entered upon it by any court having proper jurisdiction within the state of Florida.

 

5.7. Miscellaneous. This Agreement sets forth the entire understanding of the Parties relating to the subject matter hereof and supersedes and cancels any prior communications, understandings and agreements between the Parties. This Agreement is non-exclusive and cannot be modified or changed, nor can any of its provisions be waived, except by written agreement signed by all Parties. In the event of any dispute as to the terms of this Agreement, the prevailing Party in any litigation shall be entitled to recover its reasonable attorney’s fees and costs.

 

5.8. Notices. Any notice required or permitted hereunder shall be given in writing and shall be deemed effectively given upon personal delivery or Five (5) business days after deposit in the United States Postal Service, by (a) advance copy by fax, (b) mailing by express courier or registered or certified mail with postage and fees prepaid, addressed to each of the other Parties entitled at the following addresses, or at such other addresses as a Party may designate by ten days advance written to each of the other Parties hereto:

 

Company:

American International Holdings Corp.

3990 Vitruvian Way, Suite 1152

Addison, TX 75001

 

Consultant:

KBHS, LLC

2700 Coffee Pot Blvd NE St. Petersburg, FL 33704

 

5.9. Entire Agreement. This Agreement supersedes any and all other agreements, either written or oral, between the Parties hereto with respect to the services of Consultant to the Company as it relates to the subject matter of this Agreement.

 

5.10. Amendment. All Parties to this Agreement must sign any modifications to this Agreement.

 

 
 

 

IN WITNESS WHEREOF, the fully authorized officers of the Parties have set their respective hands hereto as the Effective Date.

 

AMERICAN INTERNATIONAL HOLDINGS CORP
   
   
Jacob Cohen  
President & CEO  
   
KBHS, LLC:  
   
   
Kevin Harrington, CEO  

 

 

 

 

 

Exhibit 99.1

 

AMIH Appoints Original “Shark Tank” Investor Kevin Harrington to its Advisory Board;

 

With 40 Year Track Record, Harrington has Produced over $5 Billion in Global Sales, Launched over 500 Products

 

Addison, TX — March 18, 2021 — American International Holdings Corp. (OTCQB: AMIH), a diversified holding company dedicated to acquiring and operating health, wellness, infrastructure and technology companies, today announced that iconic businessman, veteran entrepreneur and inaugural “Shark Tank” investor Kevin Harrington has joined its newly formed Advisory Board.

 

In that role, Mr. Harrington will serve for a two-year term as the Company’s Brand Ambassador and Advisor on marketing, promotions, acquisitions, licensing and all other sales and growth initiatives.

 

Mr. Harrington is widely known for being an original “Shark” investor on the ABC television hit series “Shark Tank.” He has launched over 20 businesses that have grown to over $100 million in sales each. He has launched over 500 products generating more than $5 billion in sales worldwide with iconic brands and celebrities such as Jack LaLanne, Tony Little and George Foreman.

 

“I consider it a privilege to be a part of AMIH, and to contribute to its mission of revolutionizing healthcare and wellness for main street America,” Mr. Harrington stated and added, “I am eagerly looking forward to rolling up my sleeves and helping foster its growth and to promote its brands to new levels of success.”

 

Commenting on Mr. Harrington’s appointment to the Company’s newly formed Advisory Board, AMIH Chief Executive Officer, Jacob Cohen, said, “We’re thrilled. Kevin is a legendary entrepreneur with expertise and connections that I’m confident will accelerate our growth exponentially over the next couple years.

 

“Not only has Kevin agreed to provide endorsements, appearances and other assets to promote our products and services, but I expect his advisory services will be vital to our business development, marketing, acquisitions and other growth initiatives,” Mr. Cohen stated and continued, “Kevin will be a truly world class asset and addition to our Advisory Board.”

 

Additional information regarding Mr. Harrington’s appointment  is included in the Current Report on Form 8-K which the Company is filing today with the Securities and Exchange Commission. The Advisory Board’s mandate is to provide guidance to the Board of Directors regarding business development, marketing, acquisitions, other strategic initiatives and other matters as may be requested.

 

About Kevin Harrington

 

Through his entrepreneurial experiences, Kevin realized his talent for turning underutilized assets into growth opportunities. While watching late-night television, he realized nothing was being broadcast on the Discovery Channel after normal broadcast hours. He seized the opportunity to launch what later came to be called the infomercial. Before long, he had helped make, “but wait, there’s more,” part of our cultural history. He’s launched massively successful products like The Food Saver, Ginsu Knives, The Great Wok of China, The Flying Lure, and many more.

 

He has worked with amazing celebrities like Billie Mays, Tony Little, Jack Lalanne, and George Foreman to name a few. Kevin then built on that success to help pioneer the As Seen on TV brand. After empowering others to achieve success, he recognized the shifting marketplace trends and began to intentionally build his personal brand.

 

 
 

 

His platform-building efforts earned him a seat as an original “shark” on the hit TV show Shark Tank, where he continued to live out his passion — empowering entrepreneurs to greatness. As a business shark, Kevin knows how to disrupt the marketplace and orchestrate a killer investment deal, bring the best resources to the table and build thriving businesses from scratch. But his people-first, win-win perspective is at the heart of everything.

 

Like his sales mentor, Zig Ziglar said, “You can have everything in life you want, if you will just help enough other people get what they want.” Kevin’s been called The Entrepreneur’s Entrepreneur and the Entrepreneur Answer Man, because he knows the challenges unique to start-ups and has a special passion for helping entrepreneurs succeed.

 

About American International Holdings Corporation

 

American International Holdings Corp. is a diversified holding company dedicated to (a) acquiring, managing and operating health, wellness, infrastructure and technology companies, businesses and/or brands located both in the United States and abroad; (b) operating and managing an online platform providing customers with access to life and career coaches through LifeGuru, Inc. (www.LifeGuru.me); and (c) operating and managing an online telemedicine platform connecting customers to board certified physicians and licensed mental and behavioral health counselors through ZipDoctor, Inc. (www.ZipDoctor.co). The Company seeks opportunities to acquire and grow businesses that possess strong brand values and that can generate long-term sustainable free cash flow and attractive returns in order to maximize value for the Company and its stakeholders.

 

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 safe harbor provisions under The Private Securities Litigation Reform Act of 1995 (the “Act”). 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, 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 economic conditions, changes in the laws or regulations, demand for products and services of the Company, the effects of competition 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.

 

Investors Relations Contact:

Frank Benedetto

(619) 915-9422