ICAD INC: M&A transaction — iCAD acquired by RadNet in all-stock merger; shares to be delisted from Nasdaq

ICAD INC

Merger completed July 17, 2025; each iCAD share converted into 0.0677 RadNet common shares.
iCAD CEO Dana Brown received $200K retention bonus; CFO Eric Lonnqvist received $62.5K.
All iCAD directors and officers replaced; Howard Berger named CEO, Mark Stolper CFO.
iCAD common stock to be delisted from Nasdaq effective July 18, 2025; Form 25 to be filed.
iCAD's AI breast health platform in 50+ countries, 1,500+ provider sites, targeting 10M annual mammograms.

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Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ICAD INC: Amended and restated bylaws in connection with consummation of the Merger.

Change: bylaw amendment

Exact text from the filing

the amended and restated by-laws of iCAD were amended and restated as set forth in Exhibit 3.2 to this Current Report on Form 8-K

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ICAD INC: Certificate of incorporation amended and restated in connection with consummation of the Merger.

Change: charter amendment

Exact text from the filing

the certificate of incorporation of iCAD was amended and restated as set forth in Exhibit 3.1 to this Current Report on Form 8-K

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

ICAD INC underwent a change of control involving RadNet, Inc. for 0.0677 shares of RadNet Common Stock per share of iCAD Common Stock (closed 2025-07-17).

Action: change of control
Counterparty: RadNet, Inc.
Consideration: 0.0677 shares of RadNet Common Stock per share of iCAD Common Stock
Closing: 2025-07-17

Exact text from the filing

stock or owned by RadNet or Merger Sub or any of their respective subsidiaries, in each case, immediately prior to the Effective Time), was converted into the right to receive 0.0677 shares (the “Exchange Ratio”) of common stock of RadNet, par value $0.0001 per share (the “RadNet Common Stock”), and, if applicable, cash in lieu of fractional shares (the

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Source: SEC EDGAR

accession 0001193805-25-001039

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