National Holdings Corp. is offering warrants to purchase up to 12,437,916 of its common shares.

On or before Feb. 7, 2017, National Holdings will issue the warrants to all common stockholders. The company will bear all fees and expenses relating to the distribution.

The warrants will be exercisable, subject to certain exceptions, upon the date of distribution until their expiration on the fifth anniversary of the distribution date, at an exercise price of $3.25 per share.

The company has applied for listing of the warrants on the NASDAQ National Market.

National Holdings will not receive any proceeds from the issuance of the warrants, or from the sale of the common shares issued to the warrant holders upon exercise of the warrants. However, the company may receive certain proceeds if all of the warrants are exercised for cash.