Rennova Health Inc (RNVA)

[420man]

Item 1.01. Entry into a Material Definitive Agreement.

On July 20, 2018, Rennova Health, Inc. (the “Company”) filed a Certificate of Designation with the Secretary of State of the State of Delaware to authorize the issuance of up to 250,000 shares of Series J Convertible Preferred Stock (the “Preferred Stock”). On July 23, 2018, the Company entered into an Exchange Agreement (the “Agreement”) with Alcimede LLC (“Alcimede”), of which Seamus Lagan, our Chief Executive Officer, is the sole manager. Pursuant to the Agreement, the Company issued to Alcimede 250,000 shares of the Preferred Stock in exchange for the cancellation of the outstanding principal and interest owed by the Company to Alcimede under the Note, dated February 5, 2015, and the cancellation of certain amounts owed by the Company to Alcimede under the Consulting Agreement between the parties. The total amount of consideration paid by Alcimede to the Company equaled $250,000. The following is a summary of certain terms of the Preferred Stock.

General . The Company’s Board of Directors has designated 250,000 shares of the 5,000,000 authorized shares of preferred stock as the Preferred Stock. Each share of the Preferred Stock has a stated value of $1.00.

Voting Rights . Each holder of the Preferred Stock shall be entitled to vote on all matters submitted to a vote of the holders of the Company’s common stock. With respect to a vote of stockholders, .no later than September 30, 2018 only, to approve either or both of a reverse stock split of the Company’s common stock and an increase in the authorized shares of common stock from three billion shares to up to 10 billion shares, each share of the Preferred Stock shall be entitled to the whole number of votes equal to 12,000 shares of common stock. With respect to all other matters, and from and after October 1, 2018, each share of the Preferred Stock shall be entitled to the whole number of votes equal to the number of shares of common stock into which it is then convertible. The Preferred Stock shall vote with the common stock as if they were a single class of securities.


Read the above VERY slowly...

My take--- Seamus Lagan (CEO of RNVA AND SOLE MANAGER OF ALCIMEDE) basically bought ($250K debt note) the right to approve the RS AND increase the AS to 10 Billion from 3 Billion. The 250K preffered J shares will be given a vote of 12K shares per each 1 share of the 250K preferred...or in other words...3 Billion vote control! 7 Billion shares @ .0007 is worth 4.9 million....what will those shares be worth after a huge RS?

A RS will wash out EVERYONE here and leave Mr. Lagan with a Shizz load of shares to sell to institutional investors which will then DUMP into retail AGAIN!