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07/07/20 9:27 AM

#144078 RE: Gls3ms #144075

Ameri Holdings Provides Update On Pending Transaction With Jay Pharma Inc.

Source: PR Newswire (US)
ATLANTA, July 1, 2020 /PRNewswire/ -- AMERI Holdings, Inc. (NASDAQ: AMRH) ("Ameri" or the "Company"), announced that the Company is continuing to work through the regulatory review process towards finalizing the proposed amalgamation transaction with Jay Pharma, Inc. ("Jay Pharma"), a Canadian company dedicated to developing innovative, evidence-based cannabinoid products and combination therapies to address unmet needs in cancer care (the "Amalgamation"). In connection with the Amalgamation, Ameri will spin-off its existing IT services business to a private entity founded by Ameri management in partnership with Ameri's current Series A Preferred Equity Holders (the "Spin-Off," and collectively, with the Amalgamation, the "Transactions"). The Transactions, which were originally expected to close in the first half of 2020, remain subject to Ameri shareholder approval, approval of the Nasdaq Stock Market, and other customary closing conditions. Ameri filed a Registration Statement on Form S-4 and preliminary Proxy Statement on May 27, 2020, with the Securities and Exchange Commission ("SEC") in connection with Ameri's proposed amalgamation agreement with Jay Pharma (the "transaction"). Once the required regulatory approvals have been obtained, the Company intends to immediately set a date for a special meeting for its shareholders to approve the proposals associated with the Transactions, deliver the final Proxy Statement to its shareholders, and then proceed to expeditiously close the Transactions.