4//SEC Filing
Zheng Huihe 4
Accession 0001731122-20-001104
CIK 0001094032other
Filed
Oct 28, 8:00 PM ET
Accepted
Oct 29, 8:44 AM ET
Size
7.4 KB
Accession
0001731122-20-001104
Insider Transaction Report
Form 4
Zheng Huihe
DirectorCEO and President10% Owner
Transactions
- Other
Series C Convertible Preferred Stock
2020-10-21+900,000→ 900,000 total→ Common Stock (9,900,000 underlying)
Footnotes (2)
- [F1]Pursuant to the Share Exchange Agreement entered into on October 21, 2020 by and among QDM International Inc. (the "Company"), QDM Holdings Limited, a British Virgin Islands company ("QDM BVI"), and Huihe Zheng, the sole shareholder of QDM BVI who is also the Company's principal stockholder and serves as the Company's Chairman, Chief Executive Officer and President, the Company acquired all the issued and outstanding capital stock of QDM BVI in exchange for the issuance to Huihe Zheng 900,000 shares of a newly designated Series C Convertible Preferred Stock, par value $0.0001 per share ("Series C Preferred Shares").
- [F2]Each Series C Preferred Share shall be convertible, at any time and from time to time from and after October 21, 2020, at the option of the holder and without the payment of additional consideration by the holder, into shares of common stock of the Company at an initial conversion rate of 1-for-11. The conversion rate is subject to proportionate adjustments for stock dividends, stock splits and similar events. However, the Company will not effect any conversion of the Series C Preferred Shares if, after giving effect to such conversion, the Company will fail to maintain a freely traded public float of at least 10% of the total shares issued and outstanding of its common stock trading on OTCQB (or a freely traded public float of at least 5% if the Company has a minimum of $2 million in market value of the public float) under the Standards for Continued Eligibility of the OTCQB Standards.
Documents
Issuer
QDM International Inc.
CIK 0001094032
Entity typeother
Related Parties
1- filerCIK 0001770982
Filing Metadata
- Form type
- 4
- Filed
- Oct 28, 8:00 PM ET
- Accepted
- Oct 29, 8:44 AM ET
- Size
- 7.4 KB