0001437749-20-008151.txt : 20200421 0001437749-20-008151.hdr.sgml : 20200421 20200421204930 ACCESSION NUMBER: 0001437749-20-008151 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200417 FILED AS OF DATE: 20200421 DATE AS OF CHANGE: 20200421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Friedman Michael CENTRAL INDEX KEY: 0001775677 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37495 FILM NUMBER: 20806433 MAIL ADDRESS: STREET 1: 6740 SHADY OAK ROAD CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: iMedia Brands, Inc. CENTRAL INDEX KEY: 0000870826 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 411673770 STATE OF INCORPORATION: MN FISCAL YEAR END: 0201 BUSINESS ADDRESS: STREET 1: 6740 SHADY OAK RD CITY: MINNEAPOLIS STATE: MN ZIP: 55344-3433 BUSINESS PHONE: 6129475200 MAIL ADDRESS: STREET 1: 6740 SHADY OAK RAOD CITY: EDEN PRAIRIE STATE: MN ZIP: 55344-3433 FORMER COMPANY: FORMER CONFORMED NAME: EVINE Live Inc. DATE OF NAME CHANGE: 20141117 FORMER COMPANY: FORMER CONFORMED NAME: EVINE Live, Inc. DATE OF NAME CHANGE: 20141117 FORMER COMPANY: FORMER CONFORMED NAME: VALUEVISION MEDIA INC DATE OF NAME CHANGE: 20020516 4 1 rdgdoc.xml FORM 4 X0306 4 2020-04-17 0000870826 iMedia Brands, Inc. IMBI 0001775677 Friedman Michael 6740 SHADY OAK ROAD EDEN PRAIRIE MN 55344-3433 1 Common Stock 2020-04-17 4 P 0 651444 2.0632 A 911045 D Warrants (right to buy) 2.66 2020-04-17 4 P 0 122399 0 A 2020-10-17 2025-04-14 Common Stock 122399 122399 D Warrants (right to buy) 2.66 2020-04-17 4 P 0 61199 0 A 2020-11-23 2025-04-14 Common Stock 61199 61199 D Warrants (right to buy) 2.66 2020-04-17 4 P 0 61199 0 A 2020-12-13 2025-04-14 Common Stock 61199 61199 D Warrants (right to buy) 2.66 2020-04-17 4 P 0 122399 0 A 2021-01-11 2025-04-14 Common Stock 122399 122399 D Warrants (right to buy) 0.001 2020-04-17 4 P 0 75578 0 A 2020-07-11 2025-04-14 Common Stock 75578 75578 D Consists of: (ii) 242,341 shares of Common Stock purchased in the first tranche pursuant to the Common Stock and Warrant Purchase Agreement, dated April 14, 2020, by and between the Issuer and the Purchasers listed therein (the "Purchase Agreement"), which closed on April 17, 2020; (ii) 121,170 shares of Common Stock to be purchased in the second tranche pursuant to the Purchase Agreement, which is set to close on May 23, 2020; (iii) 121,170 shares of Common Stock to be purchased in the third tranche pursuant to the Purchase Agreement, which is set to close on June 13, 2020; and (iv) 166,763 shares of Common Stock to be purchased in the fourth tranche pursuant to the Purchase Agreement, which is set to close on July 11, 2020 (which assumes that the 19.999% blocker limitation set forth in the Purchase Agreement will be implicated and that 75,578 blocker warrants will be issued in lieu of shares of Common Stock which will be immediately exercisable with an exercise price of $0.001). After taking into account the 1-for-10 reverse stock split effective December 11, 2019. Exhibit List: Exhibit 24-Power of Attorney /s/ Jonathan R. Zimmerman, Attorney-in-Fact 2020-04-21 EX-24 2 friedmanpoa.txt EXHIBIT-24 POWER OF ATTORNEY I, Michael Friedman, hereby authorize and designate each of James Spolar, Jennifer Wood, Michael Porter, Jonathan Berkley, Jonathan R. Zimmerman, W. Morgan Burns, Sarah Bartlett and Amra Hoso signing singly, as my true and lawful attorney-in-fact to: (1) prepare and execute for and on my behalf, in my capacity as an officer and/or director of iMedia Brands, Inc. (the "Company"), a Form ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules and regulations promulgated thereunder and other forms or reports on my behalf as may be required to be filed in connection with my ownership, acquisition, or disposition of securities of the Company, including Form 144; (2) do and perform any and all acts for and on my behalf that may be necessary or desirable to complete and execute any such Form ID, Form 3, 4 or 5 or Form 144, and any amendments to any of the foregoing, and timely file any such form with the Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be to my benefit, in my best interest, or legally required of me, it being understood that the statements executed by such attorney-in-fact on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. I hereby further grant to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of the Exchange Act or Rule 144 under the Securities Act of 1933, as amended (the "Securities Act"). This Power of Attorney shall remain in full force and effect until I am no longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing delivered to the foregoing attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact hereafter ceases to be at least one of the following: (i) an employee of the Company, (ii) a partner of Faegre Baker Daniels LLP or (iii) an employee of Faegre Baker Daniels LLP, then this Power of Attorney shall be automatically revoked solely as to such individual, immediately upon such cessation, without any further action on my part. I hereby revoke all previous Powers of Attorney that have been granted by me in connection with my reporting obligations, if any, under Section 16 of the Exchange Act and Rule 144 under the Securities Act with respect to my holdings of and transactions in securities issued by the Company. IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as of this 31st day of July, 2019. /s/ Michael Friedman