|9 Months Ended|
Nov. 02, 2019
|Subsequent Events [Abstract]|
Commercial Agreement with Shaquille O'Neal
On November 18, 2019, the Company entered into a commercial agreement (“Agreement”) and restricted stock unit award agreement (“RSU Agreement”) with ABG-Shaq, LLC (“Shaq”) pursuant to which certain products would be sold bearing certain intellectual property rights of Shaquille O’Neal on the terms and conditions set forth in the Agreement. In exchange for such services and pursuant to the RSU Agreement, the Company issued 4,000,000 restricted stock units to Shaq that vest in three separate tranches. The first tranche of 1,333,333 restricted stock units vested on November 18, 2019, which was the date of grant. The second tranche of 1,333,333 restricted stock units will vest February 1, 2021 and the final tranche of 1,333,334 restricted stock units will vest February 1, 2022. Additionally, in connection with the Agreement, the Company entered into a registration rights agreement with respect to the restricted stock units pursuant to which the Company agreed to register the common stock issuable upon settlement of the restricted stock units in accordance with the terms and conditions therein. The restricted stock units each settle for one share of the Company's common stock.
On November 25, 2019, the Company entered into an asset purchase agreement and acquired substantially all the assets of Float Left Interactive, Inc. ("Float Left"), a business comprised of connected TVs, video-based content, application development and distribution, including technical consulting services, software development and maintenance related to video distribution. The Company plans to utilize Float Left’s team and technology platform to further grow its content delivery capabilities in OTT platforms while providing new revenue opportunities. Pursuant to the purchase agreement, the Company issued 1,000,000 shares of our common stock to the seller as purchase consideration. The purchase includes contingent consideration of up to 500,000 additional shares of our common stock in the event certain performance metrics are satisfied relating to the Float Left business following closing.
On November 26, 2019, the Company entered into an asset purchase agreement and acquired substantially all the assets of J.W. Hulme Company ("J.W. Hulme"), a business specializing in artisan-crafted leather products, including handbags and luggage. The Company plans to accelerate J.W. Hulme's revenue growth by creating its own programming on ShopHQ. Additionally, the Company plans to utilize J.W. Hulme to craft private-label accessories for the Company's existing owned and operated fashion brands. Pursuant to the purchase agreement, the Company issued 2,910,000 shares of our common stock to the seller as purchase consideration.
Eleventh Amendment to PNC Credit Facility
On November 25, 2019, the Company entered into the Eleventh Amendment to the PNC Credit Facility. The Eleventh Amendment, among other things, increased the interest rate margin by 2% on the term loan and between 1% and 1.5% on the revolving line of credit.
Amendment to Articles of Incorporation
On December 3, 2019, the Company held a special meeting of shareholders. At the special meeting, the Company’s shareholders approved an amendment to Section A of Article 3 of the Company’s Articles of Incorporation to provide that the Company is authorized to issue one hundred million (100,000,000) shares of capital stock and an additional fifty million (50,000,000) shares of common stock. In addition, the Company’s shareholders approved amendments to the Company’s Articles of Incorporation to delete the following sections:
Reverse Stock Split
On November 25, 2019, the Company announced it will implement a ten-for-one reverse stock split of its outstanding common stock, effective at 5:00 p.m., Central Time, on December 11, 2019. Upon the effectiveness of the reverse stock split, every ten shares of issued and outstanding common stock before the close of business on December 11, 2019 will be combined into one issued and outstanding share of common stock, with no change in par value per share. The company’s common stock will open for trading on Nasdaq on December 12, 2019 on a post-split basis. No fractional shares will be issued as a result of the reverse stock split. Any fractional shares that would result from the reverse stock split will be cancelled in exchange for the payment of cash consideration. The reverse stock split will affect all issued and outstanding shares of the company’s common stock, as well as the number of shares of common stock available for issuance under the company’s outstanding stock options and warrants. The reverse stock split will reduce the number of shares of common stock issuable upon the exercise of stock options or warrants outstanding immediately prior to the reverse split and correspondingly increase the respective exercise prices. The reverse stock split will affect all shareholders uniformly and will not alter any shareholder’s percentage interest in the company’s equity, except to the extent that the reverse stock split results in some shareholders experiencing an adjustment of a fractional share as described above. The reverse stock split is primarily intended to bring the company into compliance with the minimum bid price requirement for maintaining its listing on the Nasdaq Capital Market. The Company's common stock will continue to trade under the symbol “IMBI.”
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.
Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef