UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

Form 6-K

 

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

 

For the month of August 2023 (Report No. 4)

 

Commission file number: 001-39674

 

G MEDICAL INNOVATIONS HOLDINGS LTD.

(Translation of registrant’s name into English)

 

5 Oppenheimer St.

Rehovot 7670105, Israel
(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒            Form 40-F ☐

 

 

 

 

 

 

CONTENTS

 

On August 24, 2023, G Medical Innovations Holdings Ltd. (the “Company”) issued a press release titled “G Medical Innovations Holdings Ltd. Announces its ordinary shares and warrants to be quoted on over-the-counter pink (OTC) under the trading symbols GMVDF and GMVWF; Company intends to apply to quote its shares and warrants on the OTCQB or OTCQX” a copy of which is furnished as Exhibit 99.1 to this Report of Foreign Private Issuer on Form 6-K (this “Report”).

 

The first two paragraphs and the section titled “Forward-Looking Statements” in the press release included as Exhibit 99.1 to this Report are incorporated by reference into the Company’s Registration Statements on Form F-3 (File No. 333-266090) and Form S-8 (File No. 333-266063 and File No. 333-273146) filed with the Securities and Exchange Commission, to be a part thereof from the date on which this Report is submitted to the extent not superseded by documents or reports subsequently filed or furnished. 

 

EXHIBIT INDEX

 

Exhibit No.    
99.1   Press release issued by G Medical Innovations Holdings Ltd. dated August 24, 2023, titled “G Medical Innovations Holdings Ltd. Announces its ordinary shares and warrants to be quoted on over-the-counter pink (OTC) under the trading symbols GMVDF and GMVWF; Company intends to apply to quote its shares and warrants on the OTCQB or OTCQX.”

 

1

 

 

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, thereunto duly authorized.

 

  G Medical Innovations Holdings Ltd.
   
Date: August 25, 2023 By: /s/ Yacov Geva
    Name:  Yacov Geva
    Title: Chief Executive Officer

 

 

2

 

Exhibit 99.1

 

 

G Medical Innovations Holdings Ltd. Announces its ordinary shares and warrants to
be quoted on the over-the-counter pink (OTC) under the trading symbols GMVDF
and GMVWF; Company intends to apply to quote its shares and warrants on the
OTCQB or OTCQX

 

Rehovot, Israel, August 24th, 2023– G Medical Innovations Holdings Ltd. (OTC: GMVDF) (“G Medical Innovations”), an industry innovator in comprehensive remote patient monitoring solutions, announced yesterday that on August 22, 2023, it received a letter from the staff of The Nasdaq Stock Market (the “Exchange” or “Nasdaq”) notifying the Company that the Nasdaq Hearings Panel has determined to delist the Company’s ordinary shares from the Exchange, based on the Company’s failure to comply with the minimum $2,500,000 stockholders’ equity requirement under Nasdaq Listing Rule 5550(b).

 

The Company’s ordinary shares are expected to be traded on the over-the-counter (OTC) Pink. The Company’s receipt of the letter from Nasdaq does not affect the Company’s business, operations, or reporting requirements with the Securities and Exchange Commission (“SEC”).

 

Dr. Yacov Geva, Chief Executive Officer of G Medical Innovations commented “while we regret the delisting of our shares from Nasdaq, we remain confident in the long term growth and success of the Company. We will work relentlessly to get our shares listed back on a national securities exchange as soon as practicable”, Dr Geva concluded.

 

About G Medical Innovations

 

G Medical Innovations is a health care company engaged in the development of next generation mHealth and telemedicine solutions and monitoring service platforms. The Company’s solutions and services can empower consumers, patients, and providers to better monitor, manage and improve clinical and personal health outcomes, especially for those who suffer from cardiovascular disease, pulmonary disease, and diabetes. The Company’s current product lines consist of its Prizma medical device, a clinical-grade device that can transform almost any smartphone into a medical monitoring device, enabling both health care providers and individuals to monitor, manage and share a wide range of vital signs and biometric indicators; its Extended Holter and Monitoring Cardiac Telemetry Patch services, utilizing multi-channel patient-worn biosensors with algorithms, to generate real time analysis and transmission that captures electrocardiography data continuously, including QT syndrome prolongation detection. In addition, the Company is developing its wireless vital signs monitoring system, which is expected to provide full, continuous, and real-time monitoring of a wide range of vital signs and biometrics. Its monitoring services include provision of independent diagnostic testing facility monitoring services and private monitoring services.

 

For more information about G Medical innovations, visit https://gmedinnovations.com/.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, G Medical Innovations is using forward-looking statements when it discusses its intention to quote its shares and warrants on the OTCQB or OTCQX, when it discusses the Company’s long term growth and success, when it discusses working to get the Company’s shares listed back on a national securities exchange as soon as practicable, or when the Company discusses the potential benefits of G Medical Innovations’ technology and products. Because such statements deal with future events and are based on the Company’s current expectations, they are subject to various risks and uncertainties, and actual results, performance, or achievements of G Medical Innovations could differ materially from those described in or implied by the statements in this press release. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in G Medical’s Innovations Annual Report on Form 20-F for the year ended December 31, 2022, filed with the SEC on May 16, 2023, and our other filings with the SEC, which are available on the SEC’s website, www.sec.gov. Except as otherwise required by law, G Medical Innovations undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release.

 

Investor Relations Contact

 

G Medical Innovations

service@gmedinnovations.com

 

 


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