Form 424B3 - Prospectus [Rule 424(b)(3)]
2023年9月11日 - 10:55PM
Edgar (US Regulatory)
Filed
Pursuant to Rule 424(b)(3)
Registration
No. 333-266559
PROSPECTUS
SUPPLEMENT
(To
Prospectus dated August 12, 2022)
AMERICAN
REBEL HOLDINGS, INC.
35,135,136
Shares of Common Stock
This
prospectus supplement amends and supplements the information in the prospectus, dated August 12, 2022 (the “Prospectus”)
relating to the offer and sale of 35,135,136 shares of the Company’s common stock by the Selling Stockholders identified in the
Prospectus. The original 35,135,136 shares were reduced to 2,770,658 shares following (i) the reverse stock split of 1 for 25 effected
by American Rebel Holdings, Inc. (the “Company”) on June 27, 2023 and (ii) certain adjustments to the warrants described
in the Prospectus which resulted in a warrant amount of 2,302,188 (the “Warrants”). This prospectus supplement should be
read in conjunction with the Prospectus, and is qualified by reference thereto, except to the extent that the information herein amends
or supersedes the information contained in the Prospectus. This prospectus supplement is not complete without, and may only be delivered
or utilized in connection with, the Prospectus and any future amendments or supplements thereto.
We
are filing this prospectus supplement to amend the Prospectus because, pursuant to that certain letter agreement dated September 8, 2023
(the “Letter Agreement”), between the Company and the respective holders of the Warrants, who are named as Selling Stockholders
in the Prospectus, the Warrants will be exercised immediately at the exercise price of $1.10. Pursuant to the Letter Agreement, the Company
will issue to the Selling Stockholders party to the Letter Agreement, for each Warrant held by such Selling Stockholder, two new warrants,
each to purchase one share of the Company’s common stock, issued as of September 8, 2023, exercisable immediately, for a term of
five years, at a price of $1.10, subject to customary adjustment provisions and, in the case of one of the warrants, subject to anti-dilution
adjustment to the warrant’s exercise price in the event of certain issuances of shares of the Company’s common stock. The
two new warrants and the shares of the Company’s common stock underlying the two new warrants are not registered pursuant to the
Prospectus.
Investing
in our securities involves significant risks. Please see “Risk Factors” beginning on page 5 of the Prospectus and in the
documents incorporated by reference into the Prospectus for a discussion of the factors you should carefully consider before deciding
to purchase our common stock.
Neither
the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed
upon the adequacy or accuracy of the Prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.
The
date of this prospectus supplement is September 8, 2023
American Rebel (NASDAQ:AREB)
過去 株価チャート
から 4 2024 まで 5 2024
American Rebel (NASDAQ:AREB)
過去 株価チャート
から 5 2023 まで 5 2024