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EX-9.1 - EX-9.1 - IMEDIA INTERNATIONAL INC | v57765exv9w1.htm |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 5, 2010, (November 3, 2010)
iMEDIA INTERNATIONAL, INC.
(Exact name of Registrant as specified in charter)
Delaware (State or other jurisdiction of incorporation) |
000-50159 (Commission File Number) |
56-2428786 (IRS Employer Identification Number) |
1721 21st Street
Santa Monica, California 90404
(Address of principal executive offices)
Santa Monica, California 90404
(Address of principal executive offices)
Registrants telephone number, including area code: (310) 453-4499
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 (see General Instruction
A.2 below).
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)).
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13(e)-4(c))
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This Current Report on Form 8-K and other reports filed by the Registrant from time to time with
the Securities and Exchange Commission (collectively the Filings) contain forward looking
statements and information that are based upon beliefs of, and information currently available to,
the Registrants management, as well as estimates and assumptions made by the Registrants
management. When used in the Filings the words anticipate, believe, estimate, expect,
future, intend, plan or the negative of these terms and similar expressions as they relate to
the Registrant or the Registrants management identify forward looking statements. Such statements
reflect the current view of the Registrant with respect to future events and are subject to risks,
uncertainties, assumptions and other factors relating to the Registrants industry, operations and
results of operations and any businesses that may be acquired by the Registrant. Should one or more
of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect,
actual results may differ significantly from those anticipated, believed, estimated, expected,
intended or planned.
SECTION 1 REGISTRANTS BUSINESS AND OPERATIONS
Item 1.01 Entry Into a Material Definitive Agreement.
On November 3, 2010 iMedia International, Inc. (the Registrant) entered into a financing
agreement for $25,000 with an existing investor, Sawtooth Properties LLLP, to allow for working
capital and fees towards an assignment for the benefit of creditors. That assignment process has
been delegated to Sherwood Partners Inc; and an engagement letter has been signed by both iMedia
International Inc, and Sherwood Partners Inc. As of November 5, 2010, iMedia International Inc. has
not received contractual funding from either CH Trust, or the agreed financing from The BlackPool
Group, both which had contractually committed funds to Registrant to address it financial
obligations. Registrant has placed all assets of Hollywood Previews Inc. as collateral for this
current Promissory Note with Sawtooth Properties LLLP. The assignment for the benefit of creditors
proceedings are imminent based on the lack of operating capital due to the aforementioned financing
default from The BlackPool Group and CH Trust.
SECTION 9
FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01
Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. | Document | |
Exhibit 9.1
|
Secured Promissory Note |
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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 hereunto duly authorized.
iMEDIA INTERNATIONAL, INC. |
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By: | /s/ Henry Williamson | |||
Henry Williamson | ||||
Chairman Chief Executive Officer | ||||
Dated: November 5, 2010 |
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