Item 1.01. Entry into a Material Definitive Agreement.
On May 5, 2020, Rennova Health, Inc. (the "Company") entered into an Exchange
Agreement (the "Agreement") with Alcimede LLC ("Alcimede"), of which Seamus
Lagan, our Chief Executive Officer, is the sole manager. Pursuant to the
Agreement, the Company issued to Alcimede 250,000 shares of its Series L
Convertible Preferred Stock (the "Series L Preferred Stock") in exchange for the
250,000 shares of the Company's Series K Convertible Preferred Stock (the
"Series K Preferred Stock") held by Alcimede. The Series K Preferred Stock had
been issued to Alcimede on December 23, 2019 and upon the issuance of the Series
L Preferred Stock to Alcimede, the shares of Series K Preferred Stock were
cancelled. Shares of the Series K Preferred Stock were convertible immediately
into common stock and were entitled to receive, when and as declared by the
Board of Directors, dividends equal (on an as if converted to common stock
basis) to and in the same form as dividends actually paid on shares of common
stock. As previously disclosed, the Series L Preferred Stock is not convertible
into common stock prior to December 1, 2020 and is not entitled to receive any
dividends.
The foregoing description of the Agreement does not purport to be complete and
is qualified by reference to the Agreement, a copy of which is filed as Exhibit
10.178 to this Current Report on Form 8-K and is incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Exhibit Description
10.178 Exchange Agreement, dated as of May 5, 2020, between Rennova
Health, Inc. and Alcimede LLC
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