0001553350-18-000259.txt : 20180329
0001553350-18-000259.hdr.sgml : 20180329
20180329214237
ACCESSION NUMBER: 0001553350-18-000259
CONFORMED SUBMISSION TYPE: 4/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171208
FILED AS OF DATE: 20180329
DATE AS OF CHANGE: 20180329
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Lam Thomas S.
CENTRAL INDEX KEY: 0001664499
FILING VALUES:
FORM TYPE: 4/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37392
FILM NUMBER: 18724712
MAIL ADDRESS:
STREET 1: 1668 GARFIELD AVE., 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
4/A
1
lam4.xml
OWNERSHIP DOCUMENT
X0306
4/A
2017-12-08
2017-12-12
0
0001083446
Apollo Medical Holdings, Inc.
AMEH
0001664499
Lam Thomas S.
1668 S. GARFIELD AVENUE
2ND FLOOR
ALHAMBRA
CA
91801
1
1
0
0
Co-Chief Executive Officer
Common Stock
2017-12-08
4
J
0
1563763
A
1563763
D
Common Stock
2017-12-08
4
J
0
1682109
A
1682109
I
By Allied Physicians of California, A Professional Medical Corporation ("Allied")
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., Executive Chairman) and director 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) 1,563,763 shares of common stock of the Issuer, (ii) a warrant to purchase 48,585.84 shares of common stock of the Issuer at an exercise price of $11.00 per share (this was previously reported on the Form 4 filed by the Reporting Person on December 12, 2017), (iii) a warrant to purchase 51,443.83 shares of common stock of the Issuer at an exercise price of $10.00 per share (this was previously reported on the Form 4 filed by the Reporting Person on December 12, 2017), (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 173,751.48 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, Allied was a shareholder of NMM. Pursuant to the Merger, the shares of NMM common stock previously held by Allied were converted into (i) 1,682,109 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 (this was previously reported on the Form 4/A filed by the Reporting Person on December 18, 2017), (iii) a warrant to purchase 55,337.13 shares of common stock of the Issuer at an exercise price of $10.00 per share (this was previously reported on the Form 4/A filed by the Reporting Person on December 18, 2017), (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 186,901.07 shares of common stock of the Issuer).
This Form 4/A reflects holdings as of December 8, 2017. This Form 4/A is being filed to correct a miscalculation in the number of shares of common stock deemed to be beneficially owned by the Reporting Person as of such date.
/s/ Thomas S. Lam, M.D.
2018-03-29