Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Each holder of Series E Preferred Stock is entitled to receive dividends at the same time any dividends are declared and set apart on any shares of Common Stock, in an amount equal to the amount such holder would have received if the Series E Preferred Stock were converted to Common Stock. Each share of the Series E Preferred Stock votes with the Common Stock on all matters submitted to the holders of Common Stock and has one vote per share.
Upon any liquidation, dissolution or winding up of the Company, whether voluntary or involuntary, each holder of Series E Preferred Stock shall be entitled to receive out of the assets of the Company available for distribution to the stockholders (participating with the holders of Common Stock), the amount which such holder would have received if such holder's shares of Series E Preferred Stock had been converted to shares of Common Stock immediately prior to the time of such distribution. Each holder of shares of Series E Preferred Stock may convert some (in minimum amounts of at least 25,000 shares) or all of its shares of Series E Preferred Stock into the number of shares of Common Stock equal to (i) the quotient of (i) 8 divided by (ii) the market price of the Common Stock. All shares of Series E Preferred Stock outstanding on the second anniversary of the original issuance date shall be automatically converted into shares of Common Stock.
The shares of Series E Preferred Stock are not transferable without the prior written consent of the Company.
2 Item 8.01 Other Events.
The purchase price was an aggregate of
There were no material relationships between the Company, MDI or any of our affiliates or EDI, other than with respect to the stock purchase agreement. A copy of the stock purchase agreement is filed as an exhibit to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Item 3.1 Certificate of Designation for the Series E Convertible Preferred Stock, par value
$.0001per share, of Medytox Solutions, Inc.10.1 Stock Purchase Agreement, dated as of August 26, 2014, by and among Epinex Diagnostics Laboratories, Inc., Epinex Diagnostics, Inc., Medytox Diagnostics, Inc.and Medytox Solutions, Inc.3