Ideanomics Inc (IDEX)

[lady glueck]

okay 8K: YOU On Demand Holdings, Inc. entered into a Series E Preferred Stock Purchase Agreement with C Media Limited. YOD issued to the C-Media an aggregate of 14,285,714 shares of Series E Convertible Preferred Stock of the Company (the "Series E Preferred Stock") for $1.75 per share, or a total purchase price of $25 million. Among the 14,285,714 shares of Series E Preferred Stock issued to the Investors, (i) 1,142,857 shares were issued upon the conversion of that certain convertible note issued to C Media in principal amount of $2,000,000,
(ii) 10,857,143 shares were issued for an aggregate purchase price of $19 million, and (iii) 2,285,714 shares were issued upon the conversion of 2,285,714 shares of Series D 4% Convertible Preferred Stock, par value $0.001 per share ("Series D Preferred Stock") held by C Media, which constitute all of the issued and outstanding shares of Series D Preferred Stock, into the Series E Preferred Stock pursuant to the Purchase Agreement.

In connection with the above transaction (the "Series E Financing"), the Company is obligated to file one or more registration statements with the U.S. Securities and Exchange Commission (the "Commission") to register the Registrable Securities, as defined in the Purchase Agreement. The Company agreed to use its reasonable best efforts to cause each registration statement to become effective as soon as practicable. If the first registration statement is not effective by June 30, 2014 if subject to review by the Commission, or within 45 days of filing with the Commission if not subject to review, the Company will be obligated to pay to the Investors, pro rata based on the proportion of the total purchase price paid by each Investor in an aggregate amount equal to 1% of the purchase price paid by the Investors for each 30-day period or pro rata for any portion thereof following June 30, 2014 until the registration statement is declared effective; provided, however, that in no event should the aggregate amount of payments relating to a delay in registration exceed, in the aggregate, 10% of the total purchase price paid by the Investors. If the Commission, by written or oral comment or otherwise, limits the Company's ability to file, or prohibits or delays the filing of, a registration statement with respect to any or all of the Registrable Securities which were not included in the first registration statement or any subsequent registration statement because of a Registration Cap, as defined in the Purchase Agreement, it will not be deemed to be a breach or default by the Company under the Purchase Agreement of its obligations.

http://biz.yahoo.com/e/140206/yod8-k.html