American Rebel Holdings Announces Strategic Transition to OTC Markets and Confirms Board Decision Not to Appeal Nasdaq Delisting Determination

Core Viewpoint - American Rebel Holdings, Inc. will not appeal the Nasdaq delisting determination and will transition to OTC Markets, aiming for an upgrade to higher tiers as eligibility requirements are met [1][3][9] Company Strategy - The company intends to remain a fully reporting public entity, ensuring timely and transparent disclosures to maintain liquidity options for shareholders [2][11] - The decision to transition is based on the volatility of the Nasdaq market and stringent listing standards that have created challenges for small-cap companies [3][5] - The company plans to strengthen its fundamentals, improve capital access, and evaluate relisting options on national exchanges, including NYSE and Texas Stock Exchange [3][12] Business Momentum - American Rebel has executed significant strategic actions during its nearly four-year tenure on Nasdaq, focusing on business building, brand expansion, and disciplined growth initiatives [4][8] - The company has made strategic investments to support long-term value creation, including the acquisition of Champion Safe and the expansion of its Beverage Division [8] Nasdaq Delisting Details - Nasdaq determined that the company was not in compliance with the minimum bid price requirement, with the share price closing below $1.00 for 30 consecutive business days [5] - The company has undergone multiple reverse stock splits, which contributed to its ineligibility for a compliance period [6] Transition to OTC Markets - The company's securities are scheduled to be suspended from trading on Nasdaq on February 13, 2026, and a Form 25-NSE will be filed to remove the company's securities from Nasdaq listing [9][10] - The transition to OTC Markets is subject to the submission and approval of necessary forms and actions by third-party broker-dealers [10] Shareholder Communication - Shareholders will retain ownership of their shares, which are expected to transition to OTC quotation following Nasdaq's suspension process [11] - The company emphasizes that it is not going private and remains committed to being a fully reporting public company [11]