0001553350-17-001395.txt : 20171218 0001553350-17-001395.hdr.sgml : 20171218 20171218141336 ACCESSION NUMBER: 0001553350-17-001395 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171208 FILED AS OF DATE: 20171218 DATE AS OF CHANGE: 20171218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Young Albert WaiChow CENTRAL INDEX KEY: 0001725420 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37392 FILM NUMBER: 171261094 MAIL ADDRESS: STREET 1: 1668 S. GARFIELD AVE. STREET 2: 2ND FLOOR CITY: ALHAMBRA STATE: CA ZIP: 91801 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Apollo Medical Holdings, Inc. CENTRAL INDEX KEY: 0001083446 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 870042699 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 700 NORTH BRAND BLVD., STREET 2: SUITE 1400 CITY: GLENDALE STATE: CA ZIP: 91203 BUSINESS PHONE: 818-839-5200 MAIL ADDRESS: STREET 1: 700 NORTH BRAND BLVD., STREET 2: SUITE 1400 CITY: GLENDALE STATE: CA ZIP: 91203 FORMER COMPANY: FORMER CONFORMED NAME: SICLONE INDUSTRIES INC DATE OF NAME CHANGE: 19990413 3 1 young3.xml OWNERSHIP DOCUMENT X0206 3 2017-12-08 0 0001083446 Apollo Medical Holdings, Inc. AMEH 0001725420 Young Albert WaiChow 1668 S. GARFIELD AVE. 2ND FL. ALHAMBRA CA 91801 0 1 0 0 Co-Chief Medical Officer Common Stock 854207 D Common Stock 1664054 I By Allied Physicians of California, A Professional Medical Corporation Warrants to purchase Common Stock 9.00 Common Stock 35069.30 D Warrants to purchase Common Stock 10.00 Common Stock 17534.63 D Warrants to purchase Common Stock 10.00 2017-12-08 2022-12-08 Common Stock 28406.13 D Warrants to purchase Common Stock 11.00 2017-12-08 2022-12-08 Common Stock 26828.01 D Warrants to purchase Common Stock 9.00 Common Stock 68317.43 I By Allied Physicians of California, A Professional Medical Corporation Warrants to purchase Common Stock 10.00 Common Stock 34158.69 I By Allied Physicians of California, A Professional Medical Corporation Warrants to purchase Common Stock 10.00 2017-12-08 2022-12-08 Common Stock 55337.13 I By Allied Physicians of California, A Professional Medical Corporation Warrants to purchase Common Stock 11.00 2017-12-08 2022-12-08 Common Stock 52262.84 I By Allied Physicians of California, A Professional Medical Corporation On December 8, 2017, a reverse merger transaction between the Issuer and Network Medical Management, Inc. ("NMM") was consummated such that NMM became a wholly-owned subsidiary of the Issuer (the "Merger"). Pursuant to and effective as of the closing of the Merger (the "Closing"), the Reporting Person became an officer (i.e., Co-Chief Medical Officer) of the Issuer. Immediately prior to the Closing, the Reporting Person was a shareholder of NMM. Pursuant to the Merger, the shares of NMM common stock previously held by Reporting Person were converted into (i) 854,207 shares of common stock of the Issuer, (ii) a warrant to purchase 26,828.01 shares of common stock of the Issuer at an exercise price of $11.00 per share, (iii) a warrant to purchase 28,406.13 shares of common stock of the Issuer at an exercise price of $10.00 per share, (iv) cash in lieu of fractional shares, and (v) the Reporting Person's pro rata portion, if any, of the holdback shares of common stock of the Issuer (such pro rata portion of the holdback shares would, without offset, initially be equal to 94,911.80 shares of common stock of the Issuer). These shares and warrants are owned directly by Allied Physicians of California, A Professional Medical Corporation ("Allied"), of which Reporting Person is a director, officer and shareholder. Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose. Immediately prior to the Closing, NMM made an in-kind distribution on a pro rata basis to its shareholders (including the Reporting Person) of the following warrants, which warrants were previously held by NMM: (i) 1,111,111 Series A warrants (of which the Reporting Person will receive 35,069.30 Series A warrants) to purchase common stock of the Issuer, exercisable at any time prior to October 14, 2020 at an exercise price of $9.00 per share, and (ii) 555,555 Series B warrants (of which the Reporting Person will receive 17,534.63 Series B warrants) to purchase common stock of the Issuer, exercisable at any time prior to March 30, 2021 at an exercise price of $10.00 per share. Immediately prior to the Closing, NMM made an in-kind distribution on a pro rata basis to its shareholders (including Allied) of the following warrants, which warrants were previously held by NMM: (i) 1,111,111 Series A warrants (of which Allied will receive 68,317.43 Series A warrants) to purchase common stock of the Issuer, exercisable at any time prior to October 14, 2020 at an exercise price of $9.00 per share, and (ii) 555,555 Series B warrants (of which Allied will receive 34,158.69 Series B warrants) to purchase common stock of the Issuer, exercisable at any time prior to March 30, 2021 at an exercise price of $10.00 per share. Immediately prior to the Closing, Allied was a shareholder of NMM. Pursuant to the Merger, the shares of NMM common stock previously held by Allied were converted into (i) 1,664,054 shares of common stock of the Issuer, (ii) a warrant to purchase 52,262.84 shares of common stock of the Issuer at an exercise price of $11.00 per share, (iii) a warrant to purchase 55,337.13 shares of common stock of the Issuer at an exercise price of $10.00 per share, (iv) cash in lieu of fractional shares, and (v) Allied's pro rata portion, if any, of the holdback shares of common stock of the Issuer (such pro rata portion of the holdback shares would, without offset, initially be equal to 184,894.80 shares of common stock of the Issuer). /s/ ALBERT WAICHOW YOUNG 2017-12-15