IMAC Holdings Announces $4.3 Million Private Placement of Convertible Preferred Stock and Warrants Priced at the Market
July 26 2023 - 9:25AM
IMAC Holdings, Inc. (Nasdaq: BACK) (“IMAC”
or the
“Company”), a provider of innovative
medical advancements and care specializing in regenerative
rehabilitation orthopedic treatments, announced today that it
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 (OTC:THER) (“Theralink”), and
Theralink’s Chairman, for the sale of its preferred stock and
warrants. IMAC sold an aggregate of 2,500 shares of its Series A-1
Convertible Preferred Stock, stated value $1,000 per
share, 1,800 shares of its Series A-2 Convertible Preferred Stock,
stated value $1,000 per share, and Warrants to purchase
up to 62,271,063 shares of its common stock for aggregate gross
proceeds of $4,300,000 before deducting placement agent fees
and other offering expenses. The shares of A-1 Convertible
Preferred Stock, shall bear a 12% dividend, and are initially
convertible into an aggregate of 22,893,773 shares of common stock
of the Company, and the shares of Series A-2 Convertible Preferred
Stock are initially convertible into an aggregate of 16,483,517
shares of common stock of the Company, in each case, at a
conversion price of $0.1092 per share. The Warrants have
an exercise price of $0.1092 per share, are exercisable
immediately, and will expire five years from the date of
shareholder approval of this private placement. It is expected that
approximately $3.0 million of the proceeds of the
offering will be used to make a loan to Theralink for investment
into sales and marketing efforts and general working capital
purposes as the companies continue to take formal steps together in
advancing their merger previously announced on May 23, 2023.
Joseph Gunnar & Co., LLC acted as the sole placement agent
for the offering.
The securities offered in the private placement
are being offered in a private placement under Section 4(a)(2) of
the Securities Act of 1933, as amended (the "Act") and/or Rule
506(b) of Regulation D promulgated thereunder and have not been
registered under the Act or applicable state securities laws.
Accordingly, the securities may not be offered or sold in the
United States absent registration with the Securities and
Exchange Commission (the "SEC") or an applicable exemption from
such registration requirements.
The Company has agreed to file a registration
statement with the SEC covering the resale of the shares of the
common stock underlying the Series A-1 Preferred Stock, Series A-2
Preferred Stock and A Warrants no later than 45 days following the
closing of the planned merger.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy any of the
securities described herein, nor shall there be any sale of these
securities in any state or other jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
other jurisdiction.
About IMAC Holdings,
Inc.
IMAC Holdings owns and manages health and
wellness centers that deliver sports medicine, orthopedic care, and
restorative joint and tissue therapies for movement restricting
pain and neurodegenerative diseases. IMAC is comprised of
two business segments: outpatient medical centers and a clinical
research division. With treatments to address both young and aging
populations, IMAC Holdings owns or manages outpatient
medical clinics that deliver regenerative rehabilitation services
as a minimally invasive approach to acute and chronic
musculoskeletal and neurological health problems. IMAC’s research
division is currently conducting a Phase I clinical trial
evaluating a mesenchymal stem cell therapy candidate for
bradykinesia due to Parkinson’s disease. For more information
visit www.imacholdings.com.
About Theralink
Technologies, Inc.
Theralink Technologies is a proteomics-based,
precision medicine company with a nationally CLIA-certified and
CAP-accredited laboratory located in Golden, Colorado. Through its
unique and patented phosphoprotein and protein biomarker platform
and LDTs, Theralink’s technology targets multiple areas of oncology
and drug development. In addition to the Company’s first assay for
advanced breast cancer, Theralink is actively working on a second
assay that is planned to be pan-tumor for solid tumors across
multiple tumor types such as ovarian, endometrial, pancreatic,
liver, head and neck, colorectal, lung, prostate, among others.
Theralink provides precision oncology data through its powerful
Theralink® Reverse Phase Protein Array assays to assist the
biopharmaceutical industry and clinical oncologists in identifying
likely responders and non-responders to both FDA-approved and
investigational drug treatments. Theralink intends to help improve
cancer outcomes for patients, help reveal therapeutic options for
oncologists, and support biopharmaceutical drug development by
using a beyond-genomics approach to molecular profiling that
directly measures drug target levels and activity. For more
information, please visit www.theralink.com.
Safe Harbor Statement
This press release contains forward-looking
statements. These forward-looking statements, and terms such as
“anticipate,” “expect,” “believe,” “may,” “will,” “should” or other
comparable terms, are based largely on IMAC's expectations and are
subject to a number of risks and uncertainties, certain of which
are beyond IMAC's control. Actual results could differ materially
from these forward-looking statements as a result of, among other
factors, risks and uncertainties associated with its planned merger
with Theralink, ability to maintain and grow its business,
variability of operating results, its ability to maintain and
enhance its brand, its development and introduction of new products
and services, the successful integration of acquired companies,
technologies and assets, marketing and other business development
initiatives, competition in the industry, general government
regulation, economic conditions, dependence on key personnel, the
ability to attract, hire and retain personnel who possess the
skills and experience necessary to meet customers’ requirements,
and its ability to protect its intellectual property. IMAC
encourages you to review other factors that may affect its future
results in its registration statement and in its other filings with
the Securities and Exchange Commission. In light of these risks and
uncertainties, there can be no assurance that the forward-looking
information contained in this press release will in fact occur.
IMAC Investor Contact:jeff@imacholdings.com
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