8-K Impact 7/10 8-K

$CIMG · CIMG Inc.

September 30, 2026 · AI-analyzed SEC filing

CIMG Inc. entered into a Securities Purchase Agreement on September 24, 2026, to sell 3 billion shares of common stock at $0.0029 per share to non-U.S. investors, raising $8.7 million in gross proceeds. The shares are being issued in an offshore transaction under Regulation S and are not registered under the Securities Act. Investors may pay in either U.S. dollars or Bitcoin.

Price data unavailable.

A 3-billion-share issuance at near-zero pricing is an extreme dilution event that can crater existing shareholder value in an already distressed micro-cap.

Micro-cap companies on OTC markets frequently use Regulation S offshore placements to raise capital without SEC registration, often at deeply discounted prices that signal financial distress.

The 3 billion share issuance at $0.0029 per share represents extreme dilution for existing shareholders. The acceptance of Bitcoin as payment introduces cryptocurrency volatility risk to the company's balance sheet.

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