INTERNATIONAL ISOTOPES INC. (OTCBB:INIS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
Entry into a Material Definitive Agreement.
On February 17, 2017, International Isotopes Inc. (the Company)
entered into subscription agreements with certain investors,
including two of the Companys directors (the Investors), for the
sale of (i) an aggregate of 3,433 shares of the Companys Series C
Convertible Redeemable Preferred Stock , par value $0.01 per
share (the Series C Preferred Stock) and (ii) Class M warrants to
purchase an aggregate of 17,165,000 shares of the Companys common
stock (the Class M Warrants), for gross proceeds of approximately
$3.4 million (the Private Placement). The Series C Preferred
Stock and the Class M Warrants were offered and sold in a private
placement transaction exempt from registration under Section
4(a)(2) and Regulation D of the Securities Act of 1933, as
amended (the Securities Act). Each Investor represented that it
was an accredit investor within the meaning of the Securities Act
and had reviewed all information about the Company necessary to
make an informed investment decision.
On February 17, 2017, the Company filed a Statement of
Designation for the Series C Preferred Stock (the Statement of
Designation) with the Secretary of State of the State of Texas,
which sets forth the terms of the Series C Preferred Stock. The
Series C Preferred Stock accrues dividends at a rate of 6% per
annum, payable annually on February 17 of each year, commencing
on February 17, 2018. The Series C Preferred Stock are
convertible at the option of the Investors at any time into
shares of the Company’s common stock at an initial conversion
price equal to $0.10 per share, subject to adjustment as set
forth in the Statement of Designation. At any time after February
17, 2019, if the volume-weighted average closing price of the
Companys common stock over a period of 90 consecutive trading
days is greater than $0.25 per share, the Company may redeem all
or any portion of the outstanding Series C Preferred Stock at the
original purchase price per share plus any accrued and unpaid
dividends, payable in shares of common stock. All outstanding
shares of Series C Preferred Stock will be redeemed by the
Company on February 17, 2022 at the original purchase price per
share, payable in cash or shares of common stock, at the option
of the holder. Holders of Series C Preferred Stock do not have
any voting rights, except as required by law and in connection
with certain events as set forth in the Statement of Designation.
The Class M Warrants are immediately exercisable at an exercise
price of $0.12 per share, subject to adjustment as set forth in
the warrant, and have a term of five years.
In connection with the Private Placement, the Company and the
Investors also entered into a Registration Rights Agreement (the
Registration Rights Agreement), to which the Company agreed to
provide certain piggyback registration rights with respect to the
underlying common stock to be issued to the terms of the Series C
Preferred Stock and upon exercise of the Class M Warrants. The
Registration Rights Agreement contains customary indemnification
and contribution provisions.
The foregoing descriptions of the Statement of Designation, the
Class M Warrants and the Registration Rights Agreement do not
purport to be complete and are subject to, and are qualified in
their entirety by reference to, the full text of the documents
which are attached hereto as Exhibits3.1, 4.1 and 10.1,
respectively, to this Current Report on Form8-K, and are
incorporated herein by reference.
Item 3.02.
Unregistered Sales of Equity Securities.
The information in Item 1.01 is incorporated by reference in this
Item 3.02.
Item 5.03.
Amendment to Articles of Incorporation or Bylaws; Change
in Fiscal Year.
The information in Item 1.01 is incorporated by reference in this
Item 5.03.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit No. |
Description |
|
|
3.1 |
Statement of Designation of the Series C Convertible |
|
|
4.1 |
Form of Class M Warrant. |
|
|
10.1 |
Registration Rights Agreement, dated February 17, 2017, |
About INTERNATIONAL ISOTOPES INC. (OTCBB:INIS)
International Isotopes Inc. is a manufacturer of nuclear medicine calibration and reference standards, a range of products, including cobalt teletherapy sources, and a selection of radioisotopes and radiochemicals for medical research and clinical devices. Its segments include Nuclear Medicine Standards, Cobalt Products, Radiochemical Products, Fluorine Products, Radiological Services and Transportation. The Nuclear Medicine Standards segment manufactures sources and standards associated with Single Photon Emission Computed Tomography (SPECT) imaging, patient positioning and calibration or operational testing of dose measuring equipment for the nuclear pharmacy industry. Cobalt Products include the production of bulk cobalt (cobalt-60), fabrication of cobalt capsules for radiation therapy or various industrial applications, and recycling of expended cobalt sources. Radiochemical Products include production and distribution of various isotopically pure radiochemicals. INTERNATIONAL ISOTOPES INC. (OTCBB:INIS) Recent Trading Information
INTERNATIONAL ISOTOPES INC. (OTCBB:INIS) closed its last trading session 00.0000 at 0.0810 with 30,766 shares trading hands.