According to the 8-K filing released on Friday the 20th of March,
AccuMed shareholders have experienced the following events
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Feb 23, '98 Note exchange (Convertible Notes) $5,275,000 -12%
convertible promisorry notes due 2000 for 1,245,340 shares of Series A Convertible Preferred Stock convertible into 4,981,360 shares of common with an initial conversion price of $1.125.
1,245,340 (five year warrants) at an exercise price of $1.125 associated with the Series A. I am also assuming the 1,245,340 shares of Series A warrants are also convertible into the corresponding 4,981,360 shares of common if exercised. The restrictions for these are that only 64% can not be sold prior to Feb 23, 1999.
Still outstanding we have a debt balance of $3,225,000 that is still owed.
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Commonwealth Associates as placement agents received 50,000 shares of ACMIC common stock, 350,000 warrants to purchase common @ $1.125 for a 7 year period, and $125,000 due April of 1998. Additionally the previous warrants issued to Commonwealth will convert to $1.125 per share from $3.125. After the Initial private placement the warrants now have an exercise price of $0.75.
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As of March 19 (the initial closing) we have an additional 5,857,333 shares of common and equally as many (5,857,333) warrants exerciseable and transformable into common shares at the price of $0.75 for a seven year period. The initial private placement we have been told have NO time restrictions and were sold in units of (44 total). One unit being a block of 125 K shares of common. I have seen at least two blocks of 125K volume being sold today which may or may not be the very units that were sold last week.
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Commonwealth acted as a private placement agent for this and received 133,333 shares of common $126,113 in cash and 336,302 shares of warrants to purchase @an exercise price of $0.75 for 7 years.
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Harold S. Blue & Lincoln Enterprises received $107,000 in cash & 7 year warrants to buy 284,000 shares of common at $0.75
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Bellingham Capital Industries (formerly a 14% shareholder as of last week) has just been diluted as of today. They bought $3,000,000 worth of units or 4,000,000 shares of common and received 4,000,000 shares of warrants exerciseable @ $0.75 for a 7 year period. (No restrictions)
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Sakura as of today owns 2,829,333 shares of common and 2,829,333 shares of warrants at $0.75 (for a seven year period)
Existing AccuMed shareholders received $1,960,000 for those shares. (No restrictions)
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"Junior stock" is the name provided to all common stock and or preferred stock that is not designated as Series A Preferred of which there are 1,221,715 shares convertible to common which translates to slightly less than 5,000,000 shares.
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The recent pro-forma balance sheet indicates "Purchased Technology" in the amount of $4,889,762. Either we have sold some of our technology or are buying some technology.
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Any wonder why CommonWealth has a strong affinity for AccuMed? There floor was lowered from $3.125 to $1.125 to $0.75. for warrant purchases. Sweet deal for a continual strong-buy rating.
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In summary we have 4,981,360 shares convertible, 4,981,360 warrants convertible from the Series A Preferred. 350,000 warrants exerciseable to common (Commonwealth), 5,857,333
shares already added last week, 5,857,333 shares more possible from immediate warrants, 333,302 more warrants from CommonWealth for placement -fees, 284,000 more warrants for placement fees, 2,829,333 more shares today from the Sakura deal and an additional 2,829,333 more shares possible from warrant conversion from today.------28,303,354 shares total of which we have only seen a very small amount. Add this to what we have existing !! Any bets how big the reverse split is gonna be??????? |
