Here are my raw notes. I think I captured the gist of the core presentation and answers:
12/7/20 RXMD Shareholder Conference Call
(Jay) Weisberg -
re December 14 special shareholder meeting to vote
Registration statement... - explanation for why company is requesting approval on a reverse split.
Shareholder questions
Proxy statement, please/suggest that you read carefully and in detail... includes all the info that you require to vote on the measures
Elected confidential treatment for S1 registration filing. Cecile ??? will address this/why... board recommends that you vote yes on each measure. Bob will provide the info necessary to reverse your vote if you already voted and wish to reverse your vote...
Cecile - re question re S1 and process
On Nov 9, requested confidential ... upon filing
Company is required to respond to comments, etc.... this whole thing can be a lengthy process
Bob Bedwell - re questions re stockholders meeting and reasons for voting matters in the proxy etc. - Dec 14, virtually at 10am EST. To discuss a number of important matters that require... Clear Trust before 12/14 if you want to attend the virtual meeting
www.cleartrustonline.com/rxmdmeeting
4 matters:
1. amendment to effect a R/S; approval will not lead to an immediate R/S; will only be done once it is determined that we meet the requirements of a NYSE/NASDAQ listing
2. updates to comply with Delaware corporate law... just details
3. stock incentive plan; 1) to attract appropriate candidates for positions, to include compensation/salary and possibly stock incentives to prospective employees; 2) to current employees to drive performance... to ensure continued perofrmance as a 5-star pharmacy; 3) The 75M shares are "pre-split" shares - meaning they will be affected by any stock split; 4) this is for future employees only - there are no plans inclluded for current executives, etc.
4. finally, to adjourn
So...
1. R/S: is meant to accomplish what we have been describing as our plan for the future... this is to complete an uplist to a national stock exchange. One item is what's referred to as a minimum bid price in order to uplist... which is $3. Our plan is we would like a minimum bid price much higher than that. It's important to have a buffer... our plan is around $5 per share.
1b) the reason for a range of R/S ratios is because we needed to come up with a range of numbers... but we will do the minimum needed in order to accomplish the $5 bid price as our goal.
SO - THAT IS THE MAIN REASON... THAT IS THE STRATEGY.
The reason for the range is that our stock has been trading at, as you know, various prices over the past month. So we need to provide for a range...
It's really up to the exchange itself to determine whether or not we meet the requirements. So we will apply, the best we can do is submit everything and do our best to meet all the requirements.
We need shareholder acceptance of the reverse split, etc.
The problem is that the reason stock declines in our stock price complicate that process a little bit. What are our reasons, etc., for the recent declines... question of Amazon entering into the market in competition... We think it's going to be difficult for Amazon to meet certain logistical rquirements, and it's going to take a while - at least - for Amazon to be able to meet those requirements.
From the standpoint of a R/S and what you're trying to achieve, what is in it for me as a shareholder? A: until now, financing options for the company have been very limited, and certainly many of the (only) options available involve converting loans/debt into shares (toxic debt); uplisting would provide access to an entirely better range of financiing options that are more conventional financing opportunities, etc.
And now... reverting to Cecile:
Cecile:
Now, to address some questions regarding MyApps, etc.
Late November we started working with the MyApps developers... anticipate having complete by end of Q1 2021. And then we can start offering telemedicine visits.
The move from North Miami location we expect to complete before end of 2020 calendar year.
