Imaging Diagnostic Systems (fka IMDS)

[stockmasterflash]

Though the Preferred Stock is convertible into Common Stock at any time, a conversion may require changes to the Issuer’s capitalization. The Issuer’s authorized capital stock consists of 20,000,000,000 shares of Common Stock and 2,000,000 shares of preferred stock. As of the first closing date under the SPA, the Issuer has 9,818,848,208 shares of Common Stock issued and outstanding. The 250 shares of Preferred Stock are convertible into 36,820,680,780 shares of Common Stock, and the remaining 350 shares of Preferred Stock from tranches 2 and 3 are convertible into 51,548,953,092 shares of Common Stock. The number of shares of Common Stock into which the Preferred Stock is convertible substantially exceeds the Issuer’s number of shares of authorized but unissued Common Stock. The Issuer would need to increase the number of authorized shares of Common Stock or to consummate a reverse stock split in order to accommodate a full conversion of all Preferred Stock.

http://www.sec.gov/Archives/edgar/data/790652/000121390014006130/sc13d0814viable_imaging.htm