Imac Hldgs Inc SEC Filings

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is issuing Medium-Term Senior Notes, Series N in the form of equity-linked securities due July 1 2027. The $1,000-denominated notes pay a fixed monthly coupon of 1.0875 % (13.05 % p.a.). In return for this enhanced yield, investors assume (1) market risk tied to the worst-performing of three underlyings—the Dow Jones Industrial Average, First Solar, Inc. common stock and the S&P 500 Index—and (2) unsecured credit risk of Citigroup Global Markets Holdings Inc. and its parent guarantor.

Key structural features

• Principal at risk. If on the 28 Jun 2027 valuation date the worst-performing underlying is below 55 % of its 25 Jun 2025 strike level, investors suffer a loss matching that negative return; repayment can fall below $550 and down to $0, although the final coupon is still paid.
• Downside threshold levels: DJIA 23,640.337; First Solar $83.985; S&P 500 3,350.688.
• No upside participation. Redemption is capped at par; appreciation of any or all underlyings does not enhance return beyond the fixed coupons.
• Issue economics. Estimated value at pricing is $996.20 versus the $1,000 issue price; underwriting fee up to $4 (0.40 %), leaving $996 proceeds to issuer. Total offering size is $2.501 million.
• Liquidity. The notes will not be exchange-listed; any secondary market will be made only on a best-efforts basis by Citigroup Global Markets Inc. and may reflect a bid–ask spread and a temporary (3-month) valuation adjustment.
• Tax. Citigroup intends to treat each note as a deposit plus a written put; 33.29 % of each coupon is treated as interest, 66.71 % as option premium. Tax treatment is uncertain; investors should consult advisers.

Illustrative outcomes

• If the worst underlying never breaches the 55 % threshold, investors receive all monthly coupons (≈$314 total) plus the $1,000 principal.
• A −50 % return on the worst underlying triggers repayment of $510.875 (including final coupon), a 49 % capital loss.
• A −100 % scenario reduces total payoff to $10.875, essentially wiping out principal despite all coupons received.

Principal risks (abridged from 30+ page discussion): market volatility, multi-asset correlation, lack of dividends, credit risk of issuer/guarantor, secondary-market illiquidity, model-based estimated value below issue price, and indeterminate U.S. tax treatment.

Overall, the security suits yield-seeking investors able to tolerate high downside risk; it is not a material event for Citigroup’s corporate fundamentals given the small size of the issuance.

Kineta, Inc. (now Kineta, LLC) filed Post-Effective Amendment No. 1 to nine prior Form S-8 registration statements to deregister all remaining unissued shares of common stock that had been reserved for several legacy equity compensation plans of Proteostasis Therapeutics, Yumanity Therapeutics and Kineta. The action follows completion of a previously announced two-step merger with TuHURA Biosciences, Inc. on 30 June 2025, under which Kineta became a wholly owned subsidiary of TuHURA. Because the standalone company no longer exists, the equity incentive plans covered by the S-8 registrations have been terminated, and their unused share pools are being removed from SEC registration.

The deregistration affects share pools across nine S-8 filings dating back to 2016, including more than 13 million shares collectively available or issuable under multiple stock option, inducement and ESPP programs. The filing is administrative in nature and contains no financial statements or earnings data. It confirms that the offerings under the S-8s have ended as of the merger’s effective time and that unsold securities are withdrawn pursuant to the undertakings in each registration statement.

For investors, the amendment signals the final step in Kineta’s transition from a public issuer to a private subsidiary within TuHURA’s structure. Existing Kineta equity awards will be addressed according to the merger agreement, while no further issuances of Kineta common stock will occur under the canceled plans. The filing does not alter TuHURA’s capital structure but eliminates potential future dilution from the legacy equity pools.

IMAC Holdings, Inc. (NASDAQ: BACK) filed a restated Form 10-Q/A for the quarter ended 30 June 2024. The amendment corrects previously issued statements after the Audit Committee determined preferred-dividend accounting was materially misstated. The restatement reallocates US$525k of accrued dividends from current liabilities to additional paid-in capital, but does not change total assets or net loss.

Operating results (continuing operations):

• Revenues: US$15.8k (precision-medicine collaboration fees).
• Gross loss: US$(56.3)k as initial lab start-up expenses exceeded sales.
• Operating loss: US$(1.40)m for the quarter; US$(1.81)m YTD.
• Net loss available to common holders: US$(2.03)m for the quarter; US$(2.52)m YTD, or US$(2.16) per share.

Balance sheet (30 Jun 24, restated):

• Cash rose to US$0.89 m from US$0.22 m at 31 Dec 23, helped by US$1.35 m of preferred-stock proceeds and a US$1.0 m net promissory-note raise.
• Total assets: US$2.22 m, including US$1.01 m of newly acquired lab equipment from Theralink.
• Current liabilities: US$3.99 m, driving a working-capital deficit of roughly US$(3.3) m.
• Stockholders’ deficit widened to US$(1.77) m.

Capital & financing actions: 43.5 k shares of Series C-2/D/E/F preferred stock and 2.8 m warrants issued, raising US$1.35 m; US$1.4 m face value 40 % OID notes issued for US$1.0 m cash. Subsequent to the quarter, the company:

• Raised an additional US$0.6 m (US$0.84 m face) via notes.
• Closed a US$3.74 m PIPE for Series G preferred shares and warrants, using US$2.24 m to retire earlier notes.

Strategic shift: All legacy clinics have been sold or closed; ongoing business is now Ignite Proteomics, a precision-medicine lab leveraging Theralink assets for breast-cancer protein analysis and pharma collaborations.

Risk & controls: Management expresses substantial doubt about going-concern status. Two material weaknesses (inadequate accounting resources and segregation-of-duties) remain unresolved. Multiple CMS audits on discontinued operations could trigger material repayments. A Tampa clinic lease is in default.

Outlook: Management must scale Ignite revenues, secure Medicare reimbursement, remediate control gaps and refinance expensive debt to alleviate liquidity pressure and justify the US$51 m preferred-stock liquidation preference outstanding.

IMAC Holdings, Inc. (ticker: BACK) filed an 8-K on 17 Jun 2025 disclosing a new promissory note. The company issued an unsecured note with an aggregate principal of $301,000 in exchange for $215,000 cash proceeds from a single lender, implying a substantial original-issue discount. The note carries a short maturity date of 24 Dec 2025—about six months—suggesting near-term repayment pressure. Management can prepay at any time without penalty, which provides financial flexibility. Standard representations, covenants and bankruptcy-related default triggers apply; upon default, the lender may accelerate repayment. No collateral, equity conversion features, or warrants were disclosed, and the instrument references the form of note previously filed on 6 May 2025 (Exhibit 4.1).

Key implications for investors:

• The additional borrowing modestly increases leverage for this micro-cap company, though the absolute dollar amount is small.
• The unsecured structure avoids encumbering assets, but the discount (≈29% between principal and cash received) indicates a high effective cost of capital.
• Management’s ability to prepay without penalty could reduce interest expense if cash flow permits early retirement.
• The short tenor concentrates refinancing/repayment risk into the next two quarters, making future liquidity updates important.

No other material agreements, financial statements, or earnings data accompanied the filing.