CIMG to issue 220M shares for $55M in bitcoin via Reg S private placement

CIMG Inc.

220M shares at $0.25/share; 148.1M issuable immediately, 71.9M pending shareholder approval to increase authorized shares.
Bitcoin purchase price based on 7-day avg of $110,000 per BTC; closing expected by Sept 2, 2025.
Current outstanding shares ~36.4M; issuance will significantly increase share count and cause dilution.
Shares sold to non-U.S. investors under Regulation S; restricted and not registered under Securities Act.

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