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AMERICAN REBEL HOLDINGS INC

Filed Apr 18, 2025.

View on SEC.gov

About this filing

A company's registration of shares for sale to the public, often for a first offering. It describes the business, its risks and how the company plans to use the money.

period unavailable · Filed Apr 18, 2025

AREB$0.31-9.0%Stored close · as of Jul 8, 2026
See the whole filing, with its images and exhibits

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This prospectus, including the information incorporated by reference into this prospectus contains forward-looking statements that are subject to risks and uncertainties. All statements contained in this prospectus other than statements of historical fact, including statements regarding our future financial performance, our growth strategy, our objectives for future operations and industry trends, are forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “can,” “may,” “intend,” “might,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” or “continue,” the negative of these terms, and other comparable terminology that convey uncertainty of future events or outcomes. These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections of our future financial performance, our anticipated growth strategies and anticipated trends in our business and in the industry in which we operate. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance, or achievements expressed or implied by the forward-looking statements, including those factors discussed under*“Risk Factors.”* Forward-looking statements include, but are not limited to, statements regarding:

●the risks and other factors described under the caption “Risk Factors” in the registration statement of which this prospectus forms a part and included in our most recent Annual Report on Form 10-K filed with the SEC;
●our ability to efficiently manage and repay our debt obligations;
●our ability to maintain compliance with the continued listing standards of Nasdaq;
●the effect of new tariffs on our business and financial condition;
●risk that we will not be able to remediate identified material weaknesses in our internal control over financial reporting and disclosure controls and procedures;
●our failure to timely file certain periodic reports with the SEC and our prior restatements have had, and may in the future have further, material adverse consequences to our business, our financial condition, results of operations and our cash flows;
●the outcome of current litigation;
●future acquisitions and operations of new manufacturing facilities and/or sales organizations might prove unsuccessful and could fail;
●our inability to raise additional financing for working capital, especially related to purchasing critical inventory;
●our ability to generate sufficient revenue in our targeted markets to support operations;
●significant dilution resulting from our financing activities:
●actions and initiatives taken by both current and potential competitors;
●shortages of components and materials, as well as supply chain disruptions, may delay or reduce our sales and increase our costs, thereby harming our results of operations;
●we do not have long-term purchase commitments from our customers, and their ability to cancel, reduce, or delay orders could reduce our revenue and increase our costs;
●our success depends on our ability to introduce new products that track customer preferences;
●if we are unable to protect our intellectual property, we may lose a competitive advantage or incur substantial litigation costs to protect our rights;
●as a significant portion of our revenues are derived by demand for our safes and the personal security products for firearms storage, we depend on the availability and regulation of ammunition and firearm storage;
●our future operating results;
●our ability to diversify our operations;
●our inability to effectively meet our short- and long-term obligations;
●the fact that our accounting policies and methods are fundamental to how we report our financial condition and results of operations, and they may require management to make estimates about matters that are inherently uncertain;
●given our limited corporate history it is difficult to evaluate our business and future prospects and increases the risks associated with an investment in our securities;
●adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;
●changes in generally accepted accounting principles in the United States (or “U.S. GAAP”) or in the legal, regulatory and legislative environments in the markets in which we operate;
●deterioration in general or global economic, market and political conditions;
●inability to efficiently manage our operations;
●inability to achieve future operating results;
●the unavailability of funds for capital expenditures;
●our ability to recruit and hire key employees;
●the inability of management to effectively implement our strategies and business plans;
●our business prospects;
●any contractual arrangements and relationships with third parties;
●the dependence of our future success on the general economy;
●any possible financings; and
●the adequacy of our cash resources and working capital.

We caution you that the foregoing list may not contain all of the forward-looking statements made in this prospectus and the documents incorporated by reference in this prospectus. These forward-looking statements reflect our management’s beliefs and views with respect to future events and are based on estimates and assumptions as of the date of this prospectus and any prospectus supplement, and are subject to risks and uncertainties.

These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in*“Risk Factors”* and under similar headings in our most recent Annual Report on Form 10-K or Current Reports on Form 8-K. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for us to predict all of those risks, nor can we assess the impact of all of those risks on our business or the extent to which any factor may cause actual results to differ materially from those contained in any forward-looking statement. The forward-looking statements in this prospectus are based on assumptions management believes are reasonable. However, due to the uncertainties associated with forward-looking statements, you should not place undue reliance on any forward-looking statements.

The forward-looking statements made in this prospectus and the documents incorporated by reference in this prospectus relate only to events as of the date of hereof or thereof. We undertake no obligation to update publicly any forward-looking statements for any reason after the date of this prospectus to conform these statements to actual results or to changes in our expectations, except as required by law.

You should read this prospectus and the documents incorporated by reference in this prospectus completely and with the understanding that our actual future results, levels of activity, performance, and events and circumstances may be materially different from what we expect. We qualify all of the forward-looking statements in this prospectus by these cautionary statements.

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