Replies to post #38677 on Imaging Diagnostic Systems (fka IMDS)

[janvonscanner]

Unless my math is wrong- 600 preferred shares x 147 million common shares per each preferred share results in 88 billion common shares.


Mind boggling to say the least.

Item 1.01 Entry into a Material Definitive Agreement

On June 27, 2014, Imaging Diagnostic Systems Inc. (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with Viable International Investments, LLC, a Florida limited liability company owned by a group of foreign private investors (“Viable”). The Securities Purchase Agreement provides that, upon the terms and subject to the conditions set forth therein, Viable will purchase 600 shares of newly created Series M Convertible Preferred Stock (the “Preferred Stock”) at $10,000 per share for a total purchase price of $6,000,000. Upon the execution of the Securities Purchase Agreement, Viable paid a non-refundable deposit in the amount of $100,000 to the Company.

The Preferred Stock carries a 9% cumulative annual dividend, a liquidation preference of $10,000 per share is convertible into common stock at any time, at a ratio of 147,282,723 shares of common stock for each share of Preferred Stock and votes on an as-converted basis with the Company’s common stock on all matters submitted to a vote of shareholder based on the Company’s existing common shares outstanding, the 600 shares of Preferred Stock, once purchased, would represent a 90% voting and economic interest in the Company’s capital stock. With respect to the payment of dividends and amounts upon liquidation, the Preferred Stock will rank equally on with the Company’s Series L Preferred Stock, and will rank senior to the Company’s common stock.