Current Report Filing (8-k)
27 August 2021 - 5:01AM
Edgar (US Regulatory)
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2021-08-15
2021-08-15
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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): August 15, 2021
AMERICAN
INTERNATIONAL HOLDINGS CORP.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-50912
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88-0225318
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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7950
Legacy Drive, Suite 400, Plano, TX 75024
(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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act: None.
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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
August 15, 2021, ZipDoctor, Inc. (“ZipDoctor”), the wholly-owned subsidiary of American International Holdings Corp
(the “Company”, “we” and “us”), entered into a Telemedicine Services Agreement
(the “Services Agreement”) with Murphy RX, LLC (“Murphy”), a Texas-based specialty pharmacy.
Pursuant
to the Services Agreement, ZipDoctor agreed to provide Murphy with access to its centralized technology platform, to collect and manage
patient demographics, and access to telemedicine services. Murphy agreed to pay ZipDoctor a monthly fee on a per-patient basis for the
use of the technology platform and for access to primary care telemedicine services. ZipDoctor also agreed to provide continued support
for the ZipDoctor website through the term of the agreement.
The
Services Agreement contains standard and customary confidentiality obligations of the parties, limitations of warranties, and indemnification
obligations of the parties.
The
Services Agreement has a term of one year, automatically renewable thereafter for additional one year periods, unless either party provides
the other at least 90 days’ written notice of their intent not to renew, prior to the end of the then stated term of the agreement.
The agreement may also be terminated by a non-breaching party upon the breach of the agreement by the other party, after a 30 day cure
period, for bankruptcy, or with mutual consent of the parties.
The
foregoing description of the Services Agreement is not complete, and qualified in its entirety by the full text of such agreement, attached
hereto as Exhibit 10.1, which is incorporated by reference in this Item 1.01.
Item
7.01 Regulation FD Disclosure.
On
August 26, 2021, the Company issued a press release announcing the entry into the Services Agreement. A copy of the press release is
furnished as Exhibit 99.1 hereto.
The
information contained in this Item 7.01 of this Current Report and Exhibit 99.1 hereto shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth
by specific reference in such a filing.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits. The following exhibits are filed herewith.
*
Filed herewith.
**
Filed herewith.
#
Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or Exhibit
will be furnished supplementally to the Securities and Exchange Commission upon request; provided, however that American International
Holdings Corp. may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any
schedule or Exhibit so furnished.
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.
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AMERICAN
INTERNATIONAL HOLDINGS CORP.
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Dated:
August 26, 2021
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By:
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/s/
Jacob D. Cohen
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Name:
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Jacob
D. Cohen
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Chief
Executive Officer
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