SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: August 22, 2003
INNOVATIVE MEDICAL SERVICES
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(Exact name of registrant as specified in its charter)
California 33-0530289
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1725 Gillespie Way, El Cajon, California 92020
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(Address of principal executive offices)(Zip Code)
(619) 596 8600
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(Registrant's telephone number, including area code)
Explanatory note on amendment: This admendment has been filed to include the
acquired promissory note as an exhibit.
Item 5. Other Events and Required FD Disclosure
The attached financial statements have been filed in order to show compliance
with The Nasdaq Stock Market, Inc. ("Nasdaq") requirement that Innovative
Medical Services (the "Company") maintain a minimum stockholders' equity of $2.5
million for continued listing on the Nasdaq SmallCap Market. For continued
listing on the SmallCap Market, the Company must maintain a minimum
stockholders' equity of $2.5 million or a minimum market value of listed
securities of $35 million or a net income from continuing operations (in latest
fiscal year or 2 of the last 3 fiscal years) of at least $500,000. As of April
30, 2003, the Company was not in compliance with any of these standards. As of
April 30, 2003, the Company reported stockholders' equity of $2,275,307.
Consequently, Nasdaq notified the Company that it has failed to maintain the
stockholders' equity continued listing requirement for the SmallCap Market, and
that it would commence procedures to delist the Company's securities from the
Nasdaq SmallCap Market unless the Company could provide a plan to regain
compliance with the stockholder's equity requirement. The Company provided such
a plan in August 2003 to regain compliance for listing on the SmallCap Market.
Compliance will be determined upon Nasdaq review of this 8K. The transaction
consisted of a s financing arrangement which included the acquisition of a
$2,000,000 Trust Deed receivable and $35,000 related accrued interest and
issuing a $435,000 note payable resulting in a net increase of $1,600,000 in
equity during the period. This note receivable is in exchange for the issuance
of fully vested, nonforfeitable equity instruments to a party unrelated to the
grantor, and that is fully secured by specific assets other than the equity
instruments granted. Nasdaq has required that we file the attached balance
sheet, pro-forma balance sheet and the statement of operations by August 22,
2003. The attached balance sheet includes the effect of this financing as well
as operations for the two-month period.
Item 7. Exhibits
Exhibits:
99.1 Pro Forma Financial Statements
99.2 Next9 LLC. Promissory Note
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
INNOVATIVE MEDICAL SERVICES
Date: August 26, 2003 By: /s/ Michael Krall
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Name: Michael Krall
Title: CEO