IMAC Holdings raises $4.3M via convertible preferred and warrants for Theralink merger

IMAC Holdings, Inc.

Gross proceeds of $4.3M from sale of 2,500 Series A-1 and 1,800 Series A-2 convertible preferred shares, plus warrants for 62.3M common shares.
Conversion/exercise price set at $0.1092 per share; Series A-1 carries 12% dividend; conversion and exercise require shareholder approval.
Approximately $3.0M of proceeds will be loaned to Theralink for sales, marketing, and working capital to advance the planned merger.
Private placement includes existing Theralink significant investors and Theralink's Chairman; Joseph Gunnar & Co. acted as placement agent.
Company agreed to file a resale registration statement with SEC within 45 days after merger closing.

item 1.01 item 3.02 item 5.03 item 8.01 item 9.01

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

IMAC Holdings, Inc.: Filed Certificates of Designation establishing Series A-1 and Series A-2 Convertible Preferred Stock (effective 2023-07-27).

Change: charter amendment
Effective: 2023-07-27

Exact text from the filing

On July 27, 2023, the Company filed Certificates of Designation of Preferences, Rights and Limitations establishing two series of preferred stock designated as the Series A-1 Convertible Preferred Stock and the Series A-2 Convertible Preferred Stock with the Secretary of State of the State of Delaware.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.7

IMAC Holdings, Inc. entered into Registration Rights Agreement (effective 2023-07-25).

Action: entry
Effective: 2023-07-25

Exact text from the filing

The Company also entered into a Registration Rights Agreement, pursuant to which it agreed to file a registration statement with the Securities and Exchange Commission (the "SEC") covering the resale of the shares of the Company’s common stock underlying the Series A-1 Convertible Preferred Stock, Series A-2 Convertible Preferred Stock and Warrants no later than 45 days following the closing of the planned merger.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

IMAC Holdings, Inc. entered into Securities Purchase Agreement with several institutional and accredited investors, including existing significant investors of Theralink Technologies, Inc., its previously announced merger partner ("Theralink"), and Theralink’s Chairman valued at aggregate gross proceeds of $4,300,000 (effective 2023-07-25).

Action: entry
Agreement: equity purchase
Counterparty: several institutional and accredited investors, including existing significant investors of Theralink Technologies, Inc., its previously announced merger partner ("Theralink"), and Theralink’s Chairman
Value: aggregate gross proceeds of $4,300,000
Effective: 2023-07-25

Exact text from the filing

On July 25, 2023, the Company entered into a definitive Securities Purchase Agreement with several institutional and accredited investors, including existing significant investors of Theralink Technologies, Inc., its previously announced merger partner ("Theralink"), and Theralink’s Chairman, for the sale of its convertible preferred stock and warrants (the "Private Placement").

View on SEC.gov

83 governance changes filed in the last 30 days. Browse all governance changes →

IMAC Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-23-025920

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