I inquired of Zynex and they pointed me to the CIG offering of 2.1M shares that helped raise money to jumpstart their growth. They are tracking these shares and "well over half" have been sold so far. According to Zynex these investors are not under obligation to file Form 144's but have done so just to be safe.
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Item 3.02 Unregistered Sales of Equity Securities
In the fourth quarter of 2006 and through January 5, 2007, Zynex Medical Holdings, Inc. entered into securities transactions with twelve accredited investors introduced to the Company by a broker-dealer as placement agent, pursuant to which we sold 1,628,125 shares of common stock at $0.32 per share in cash. These shares were accompanied by five-year warrants to purchase a total of 1,302,500 shares of common stock at a fixed exercise price of $0.39 per share.
For these sales, we paid the broker-dealer a fee of (a) $46,890 equal to 9% of the gross cash proceeds received by us, (b) a non accountable expense reimbursement of $5,210 equal to 1% of the gross proceeds and (c) 146,531 shares of our common stock equal to 9% of the aggregate number of shares of common stock purchased by investors. In addition, an investment banker who introduced us to the broker-dealer received a finder’s fee of $16,412 and 43,959 shares of common stock.
We have previously reported the sale in June 2006 and August 2006 of 546.875 shares of common stock with warrants for 437,500 to persons introduced by the broker-dealer. See our Form 10-QSB Reports for the quarters ended June 30, 2006 and September 30, 2006, Part II, Item 2.
The issuances of the above-referenced securities were exempt as a non-public offering from registration requirements of the Securities Act of 1933 based upon our belief that each of the investors and CIG is an accredited investor as defined under Regulation D and that each investor purchased, and CIG and the referenced investment banker received, the securities for their own investment without a view toward distribution of such securities. In addition, there was not any general advertisement or solicitation in connection with the sale of the above-referenced securities.
The descriptions in this report of the securities purchase agreement, the warrant and related matters are qualified entirely by the reference to the transaction documents attached as exhibits, which are incorporated herein by reference.
