IPO - IMAC Holdings, Inc.

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Form Type: S-1/A

Filing Date: 2025-02-13

Corporate Action: Ipo

Type: Update

Accession Number: 000149315225006457

Filing Summary: IMAC Holdings, Inc. filed an amendment to its S-1 registration statement to provide for the potential resale of up to 35,007,025 shares of common stock by Keystone Capital Partners, LLC. The amendment outlines details regarding the shares being offered, including Initial Commitment Shares and Back-End Commitment Shares, which are part of a Common Stock Purchase Agreement with Keystone. It specifies that the company will not receive proceeds from the sale of shares by the Selling Stockholder but could receive up to $60 million from future sales of Purchase Shares at its discretion. The document details compliance with Nasdaq listing standards and a recent appeal regarding potential delisting due to failure to meet the Minimum Equity Rule. The operational focus includes utilizing acquired proteomic technology for oncological treatments and establishing a presence in the market while expanding testing capabilities. The company also outlines its ongoing development strategies and compliance procedures related to securities offerings and investor information needs.

Document Link: View Document

Additional details:

Address: 3401 Mallory Lane, Suite 100, Franklin, Tennessee 37067


Contact Number: (303) 898-5896


Agent Name: Faith Zaslavsky


Initial Commitment Shares: 164,000


Back End Commitment Shares: 1,666,667


Purchase Shares Cap: 60 million


Nasdaq Listing Status: Appeal in process for potential delisting


Test Name: Ignite RPPA Assay for Breast Cancer


License Payment Vanderbilt: {"annual_fee":"$5,556","royalty_percentage":"0.25% - 2%"}


License Payment Gmu: {"annual_fee":"$50,000","royalty_percentage":"1.5%"}


Form Type: S-1/A

Filing Date: 2025-02-12

Corporate Action: Ipo

Type: Update

Accession Number: 000149315225005980

Filing Summary: The document is an amendment to the registration statement for IMAC Holdings, Inc. under the Securities Act of 1933, which involves the potential resale of up to 35,007,025 shares of common stock by Keystone Capital Partners, LLC. This follows a Common Stock Purchase Agreement established in November 2024. The registration statement aims to secure compliance with stock exchange requirements after a history of minimum stockholder equity issues with Nasdaq. Following previous compliance notifications, IMAC has entered into an appeal process regarding delisting due to a failure to maintain required equity levels. The company has restructured its business model, focusing on oncology clinical treatment services and expanding its technology for more accurate cancer treatment decisions. Key licenses are established with Vanderbilt University and George Mason University to leverage proprietary technology and enhance service delivery under the newly formed subsidiary, Ignite Proteomics LLC. The company also anticipates future product expansions and potentially significant revenue generation from its developing proteomics tests, underscoring the urgent need for sufficient funding and operational resources for successful market penetration.

Document Link: View Document

Additional details:

Cik: 0001671746


Company Name: IMAC Holdings, Inc.


Address: 3401 Mallory Lane, Suite 100 Franklin, Tennessee 37067


Contact Number: (303) 898-5896


Chief Executive Officer: Faith Zaslavsky


Selling Stockholder: Keystone Capital Partners, LLC


Initial Commitment Shares: 164000


Back End Commitment Shares: 1666667


Maximum Shares Issuable: 35007025


Listing Symbol: BACK


Minimum Equity Rule Non Compliance Date: 2025-01-21


Appeal Hearing Date: 2025-03-04


Company Structure: smaller reporting company


Registration Statement Number: 333-280184


Form Type: S-1/A

Filing Date: 2025-01-24

Corporate Action: Ipo

Type: New

Accession Number: 000149315225003655

Filing Summary: IMAC Holdings, Inc., a smaller reporting company, has filed an amendment to their Form S-1 registration statement to register up to 35,007,025 shares of common stock to be potentially resold by Keystone Capital Partners, LLC. This registration is pursuant to a Common Stock Purchase Agreement dated November 12, 2024, allowing Keystone to purchase shares from IMAC following the effectiveness of this registration statement. The initial commitment includes 164,000 shares, with the possibility of an additional $1 million in shares upon stockholder approval. The expected proceeds are up to $60 million, subject to various conditions and market prices. The document outlines the company's recent strategies in oncology-related products and operational changes, including the acquisition of Theralink Technologies and forming a subsidiary, Ignite Proteomics LLC, to expand its services in proteomic testing. Recent developments include a proposed merger with Theralink that did not close due to unmet conditions and subsequent financial agreements to stabilize the company’s outlook for growth in the healthcare sector. The document emphasizes the risks associated with the investment and details the corporate governance adjustments undertaken since significant leadership changes were made in mid-2024.

Document Link: View Document

Additional details:

Business Address: 3401 Mallory Lane, Suite 100 Franklin, Tennessee 37067


Agent For Service: Faith Zaslavsky, Chief Executive Officer


Underwriter: Keystone Capital Partners, LLC


Initial Commitment Shares: 164,000


Back End Commitment Shares: 769,231


Maximum Shares: 35,007,025


Minimum Price: $1.30


Merger Status: terminated


Last Reported Sale Price: $0.78


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