IMAGEWARE SYSTEMS, INC. (OTCMKTS:IWSY) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
See Item 3.02 below.
Item 3.02 Unregistered Sale of Equity Securities.
On December 23, 2020 (“Closing”), ImageWare Systems, Inc., a Delaware corporation (the “Company”), completed a subsequent closing (the “Subsequent Closing”) of the sale of its Series D Convertible Preferred Stock (the “Series D Financing”), par value $0.01 (“Series D Preferred”), initially consummated on November 12, 2020, as more particularly described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 30, 2020 (the “September 8-K”), and November 18, 2020 (the “November 8-K”). The Company sold an additional 500 shares of Series D Preferred to certain accredited investors at a purchase price of $1,000 per share in the Subsequent Closing, resulting in additional gross proceeds to the Company of $500,000. The Company expects to use these additional proceeds for general working capital purposes.
Investors who participated in the Subsequent Closing entered into a Securities Purchase Agreement with the Company in substantially the same form as attached as Exhibit 10.1 to the September 8-K.
The shares of Series D Preferred were offered and sold in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on Section 4(a)(2) thereof and Rule 506 D of Regulation D thereunder. Each investor represented that it was an “accredited investor” as defined in Regulation D.
For additional information regarding the Series D Financing, and a description of the Series D Preferred, see the Company’s September Report and November Report filed by the Company with the Securities and Exchange Commission. See also Item 5.03 of this Current Report on Form 8-K.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Amendment to Series D Convertible Preferred Stock
On December 23, 2020, the Company filed the Amended and Restated Certificate of Designations, Preferences, and Rights of Series D Convertible Preferred Stock (the “Series D Certificate”). The amendments to the Series D Certificate, among other things, increased the authorized shares of Series D Preferred from 26,000 to 28,500. The Series D Certificate is qualified in its entirety by the full text of the Series D Certificate, a copy of which is attached to this Current Report on Form 8-K as Exhibits 3.1, and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
IMAGEWARE SYSTEMS INC Exhibit
EX-3 2 ex3-1.htm EXHIBIT 3.1 ex3-1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS,…
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About IMAGEWARE SYSTEMS, INC. (OTCMKTS:IWSY)
ImageWare Systems Incorporated (ImageWare) provides biometrically enabled software-based identity management solutions. The Company’s product, IWS Biometric Engine, is a multi-biometric software platform that is hardware and algorithm independent, enabling the enrollment and management of unlimited population sizes. It allows a user to utilize one or more biometrics on an integrated platform. Its products are used to manage and issue secure credentials, including national identifications (IDs), passports, driver licenses and access control credentials. It also provides authentication security software using biometrics to secure physical and logical access to facilities or computer networks or Internet sites. ImageWare categorizes its identity management products and services into three markets, including Biometrics, Secure Credential, and Law Enforcement and Public Safety markets.
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