AMPLITUDE HEALTHCARE ACQUISITION CORPORATION Item 7.01 Regulation FD Disclosure.
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Attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference is a copy of the presentation materials used in the Presentation.
The foregoing (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and will not be deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act.
Item 8.01 Other Events
The information included under Item 7.01 above is incorporated herein by reference.
Additional Information
In connection with the Business Combination, the Company has filed with the
Participants in the Solicitation
The Company, Jasper and their respective directors, executive officers, other
members of management, and employees, under
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Forward-Looking Statements
Certain statements made herein that are not historical facts are forward-looking
statements for purposes of the safe harbor provisions under The Private
Securities Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as "believe," "may," "will," "estimate,"
"continue," "anticipate," "intend," "expect," "should," "would," "plan,"
"predict," "potential," "seem," "seek," "future," "outlook" and similar
expressions that predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements include, but
are not limited to, statements regarding future events, the Business Combination
between the Company and Jasper, the estimated or anticipated future results and
benefits of the combined company following the Business Combination, including
the likelihood and ability of the parties to successfully consummate the
Business Combination, future opportunities for the combined company, and other
statements that are not historical facts. These statements are based on the
current expectations of the Company's management and are not predictions of
actual performance. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as, and must not be
relied on, by any investor as a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. Actual events and circumstances are
difficult or impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of the Company and Jasper. These
statements are subject to a number of risks and uncertainties regarding the
Company's businesses and the Business Combination, and actual results may differ
materially. These risks and uncertainties include, but are not limited to,
general economic, political and business conditions; the inability of the
parties to consummate the Business Combination or the occurrence of any event,
change or other circumstances that could give rise to the termination of the
Business Combination Agreement; the failure to satisfy the minimum cash
condition set forth in the Business Combination Agreement, whether due to
redemptions from the Company's trust account or otherwise; the failure of the
PIPE Financing to close on the terms and in the amounts currently anticipated;
the outcome of any legal proceedings that may be instituted against the parties
following the announcement of the Business Combination; the receipt of an
unsolicited offer from another party for an alternative business transaction
that could interfere with the Business Combination; the risk that the approval
of the stockholders of the Company or Jasper for the potential transaction is
not obtained; failure to realize the anticipated benefits of the Business
Combination, including as a result of a delay in consummating the potential
transaction or difficulty in integrating the businesses of the Company or
Jasper; the risk that the Business Combination disrupts current plans and
operations as a result of the announcement and consummation of the Business
Combination; the ability of the combined company to grow and manage growth
profitably and retain its key employees; the amount of redemption requests made
by the Company's stockholders; the inability to obtain or maintain the listing
of the post-acquisition company's securities on Nasdaq following the Business
Combination; costs related to the Business Combination; and those factors
discussed in the Company's final prospectus relating to its initial public
offering, dated
Disclaimer
This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description 99.1 Investor Presentation, datedSeptember 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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