Follow up post which provides more detail regarding stock sale inventory hitting the market.
freeedgar.com
The Company will receive no part of the proceeds of any sales made by the
Selling Security Holders hereunder. All expenses of registration incurred in
connection with this offering are being borne by the Company, but all selling
and other expenses incurred by the Selling Security Holders will be borne by the
Selling Security Holders. See "Selling Security Holders."
24,402,801 SHARES
IMAGING DIAGNOSTIC SYSTEMS, INC.
COMMON STOCK
This prospectus ("Prospectus") relates to an aggregate of 24,402,801 shares (the
"Shares") of common stock, no par value (the "Common Stock"), of Imaging
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IMPORTANT POINT PERTAINING TO FOREIGN SALES: SEE STATEMENT MADE IN RELEASE TWO YEARS AGO BY LINDA GRABLE.
In addition, unapproved products subject to the PMA requirements must receive
prior FDA export approval in order to be marketed outside of the United States
unless they are approved for use by any member country of the European Union or
certain other countries, including Australia, Canada, Israel, Japan, New
Zealand, Switzerland and South Africa, in which case they can be exported to any
country provided that certain limited notification requirements are met. There
can be no assurance that the Company will meet the FDA's export requirements or
receive FDA export approval when such approval is necessary, or that countries
to which the devices are to be exported will approve the devices for import.
Failure of the Company to meet the FDA's export requirements or obtain FDA
export approval when required to do so, or to obtain approval for import, could
have a material adverse effect on the Company's business, financial condition,
cash flows and results of operations.
Diagnostic Systems, Inc., a Florida corporation (the "Company"). Of
the24,402,801 shares of common stock, no par value (the "Common Stock") offered
hereby, all are being sold by the Selling Security Holders. See "Selling
Security Holders". The Company will not receive any of the proceeds from the
sale of Common Stock by the Selling Security Holders.
Another filing:
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Messrs. Grable, Schwartz and Ms. Grable received 831,743, 820,000, and 520,000
shares of the Company's restricted Common Stock, respectively as payment in full
for the loans.
The above covers shares acquired from the insider transaction link.
In June 1999, Messers. Grable and Schwartz each sold 170,000 and 35,020 shares,
respectively, of the Company's Common Stock owned by them in excess of four
years, pursuant to Rule 144 and lent the aggregate proceeds of approximately
$63,714 directly to the Company. The loans to the Company are evidenced by
interest free promissory notes, which are due, and payable on July 31, 1999.
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37,085,067 SHARES
IMAGING DIAGNOSTIC SYSTEMS, INC.
COMMON STOCK
This prospectus ("Prospectus") relates to an aggregate of 37,085,067 shares (the
"Shares") of Common Stock, no par value (the "Common Stock"), of Imaging
Diagnostic Systems, Inc., a Florida corporation (the "Company"). Of the
37,085,067 shares of Common Stock, no par value (the "Common Stock") offered
hereby, all are being sold by the Selling Security Holders. See "Selling
Security Holders". The Company will not receive any of the proceeds from the
sale of Common Stock by the Selling Security Holders
Employment Agreements
---------------------
The Company entered into five-year employment agreements with each of Mr.
Richard J. Grable and Mr. Allan L. Schwartz and Mrs. Linda B. Grable that
expired July 6, 1999. On July 6, 1999, the Agreements were extended under the
same terms and conditions until September 6, 1999. Pursuant to the terms of the
employment agreements, base annual salaries, after giving effect to cost of
living adjustments, are as follows: Richard J. Grable: $286,224.96; Linda B.
Grable: $119,069.52 and Allan L. Schwartz $119,069.52. During the Company's
operational stage, the salary of Allan L. Schwartz salary will increase to
$156,000. In addition, in fiscal 1998 Messrs. Grable and Schwartz and Ms. Grable
each receive a car allowance of $500 per month. Each employment agreement
provides for bonuses, health insurance, car allowance, and related benefits, and
a cost of living adjustment of 7% per annum. The bonuses are equal to 5% of the
adjusted consolidated net earnings of the Company. No bonuses have been paid to
date. In addition, pursuant to each Agreement, Mr. Richard J. Grable and Mr.
Allan L. Schwartz and Mrs. Linda B. Grable each have an option to purchase
250,000 shares of Common Stock each calendar year at 35% of the fair market
value of the Common Stock of the Company at the time of grant.
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