CIMG Inc. Amends Material Definitive Agreement Filing
Ticker: CIMG · Form: 8-K/A · Filed: Jan 23, 2025 · CIK: 1527613
Sentiment: neutral
Topics: amendment, material-agreement
TL;DR
CIMG Inc. filed an amendment to a material agreement from Dec 12, 2024. Details TBD.
AI Summary
CIMG Inc. filed an amendment (8-K/A) on January 23, 2025, to a previous filing concerning a material definitive agreement entered into on December 12, 2024. The filing does not provide specific details about the agreement itself, only that it is an amendment to a prior report.
Why It Matters
This amendment indicates a modification or clarification to a significant contract CIMG Inc. entered into, which could impact its business operations or financial standing.
Risk Assessment
Risk Level: medium — Amendments to material definitive agreements can signal changes in deal terms or potential issues, requiring further investigation.
Key Players & Entities
- CIMG Inc. (company) — Registrant
- December 12, 2024 (date) — Date of earliest event reported
- January 23, 2025 (date) — Filing date of amendment
FAQ
What specific material definitive agreement is being amended by CIMG Inc.?
The filing does not specify the details of the material definitive agreement being amended, only that it is an amendment to a previous report concerning such an agreement.
What is the purpose of this amendment (8-K/A) filed on January 23, 2025?
The purpose of the amendment is to modify or supplement information previously reported regarding a material definitive agreement entered into on December 12, 2024.
When was the original material definitive agreement entered into?
The original material definitive agreement was entered into on December 12, 2024.
What was CIMG Inc.'s former name prior to 2013?
CIMG Inc. was formerly known as NuZee, Inc. prior to June 4, 2013.
In which state is CIMG Inc. incorporated?
CIMG Inc. is incorporated in Nevada.
Filing Stats: 529 words · 2 min read · ~2 pages · Grade level 10.8 · Accepted 2025-01-23 16:10:30
Key Financial Figures
- $0.00001 — nge on which registered Common Stock, $0.00001 par value IMG The Nasdaq Stock Mark
- $0.39 — . Each warrant has an exercise price of $0.39 per share. All other information in the
- $10,000,000 — es in the aggregate principal amount of $10,000,000 (the "Notes") and warrants (the "Warran
Filing Documents
- form8-ka.htm (8-K/A) — 34KB
- 0001493152-25-003385.txt ( ) — 203KB
- img-20241212.xsd (EX-101.SCH) — 3KB
- img-20241212_lab.xml (EX-101.LAB) — 33KB
- img-20241212_pre.xml (EX-101.PRE) — 22KB
- form8-ka_htm.xml (XML) — 4KB
From the Filing
UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A ( Amendment No. 1 ) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2024 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission File No.) (IRS Employer Identification No.) 6107, 6th Floor, Building C4, No.1 Huangchang West Road, Dougezhuang , Chaoyang District, Beijing (Address of principal executive offices) + 86 18518579917 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.00001 par value IMG The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 1.01 Entry into a Material Definitive Agreement. On December 17, 2024, CIMG Inc., a Nevada corporation (the "Company"), filed a Current Report on Form 8-K (the "Report") which contained a clerical error with respect to the total number of shares of common stock for which the warrants are exercisable to purchase. The correct number of shares is 25,641,023, rather than 19,230,767. Each warrant has an exercise price of $0.39 per share. All other information in the Report remains unchanged. Accordingly, the first paragraph of Item 1.01 of the Report is hereby amended and restated as follows: "On December 12, 2024, the "Company, entered into a convertible note and warrant purchase agreement (the "Purchase Agreement") with certain non U.S. investors (the "Investors"), providing for the private placement of convertible promissory notes in the aggregate principal amount of $10,000,000 (the "Notes") and warrants (the "Warrants") to purchase up to an aggregate of 25,641,023 shares of the Company's common stock, par value $0.00001 per share (the "Common Stock") in reliance on the registration exemptions of Regulation S." SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. CIMG Inc. Dated: January 23, 2025 By: /s/ Jianshuang Wang Name: Jianshuang Wang Title: Chief Executive Officer