Advanced Medical Isotope Corporation (AMIC), a developer and distributor of medical isotopes, has entered into a strategic relationship with Spivak Management and Mann Healthcare Partners to form a joint venture to develop and execute AMIC's business strategy.
Through a memorandum of agreement for the strategic relationship between AMIC and Spivak and related agreements, Spivak and Mann Healthcare will consult to AMIC for five and three years, respectively, and assist AMIC with strategic advice, deal-specific advice and assistance and board representation. Mann Healthcare also will facilitate introductions to potential investors.
Concurrently, Spivak and Mann Healthcare are purchasing from AMIC, for $0.01 per warrant, warrants entitling them to purchase, in the aggregate, up to approximately 20 million shares of AMIC common stock at an initial price of $0.20 per share. A portion of the warrants may be canceled if certain performance milestones for AMIC are not achieved or if certain convertible debt is repaid instead of being converted. AMIC said it will have the right to require exercise of the warrants if its common stock trades in excess of $1.00 per share, subject to certain customary adjustments.
The Kennewick, Wash.-based AMIC will pay a consulting fee of approximately $200,000 to Spivak and, if AMIC consummates financing through the joint venture, AMIC will reimburse certain expenses of Spivak and Mann Healthcare incurred in the joint venture and will pay annual compensation to Spivak and Mann Healthcare during the terms of their respective consulting agreements that is in the aggregate below the compensation paid to AMIC's senior executive.