ECGI ECGI Holdings Inc (PK)

Item 1.01 Entry into a Material Definitive Agreement.

On June 30, 2016, Event Cardio Group Inc., a Nevada corporation (the “Company”), entered into a Stock Purchase Agreement to acquire all of the outstanding shares of Ambumed, Inc., a Maryland corporation (the “Ambumed Stock Purchase Agreement”), which provides electrocardiography support services designed specifically for physicians, hospitals, scanning services and home health care agencies, including a 24-hour/day ECG monitoring center, under the name National Cardiac Monitoring Center. The consideration for the acquisition, which is expected to close in mid-July, will consist of $1,200,000, of which $600,000 is payable at closing and $600,000 is payable on the first anniversary of the closing, together with two million (2,000,000) restricted shares of the Company’s common stock, of which 500,000 shares will be deposited in escrow to satisfy the indemnification obligations of the former shareholders of Ambumed. The number of shares issued to the former shareholders of Ambumed is subject to adjustment if the market price of the common stock for the ten trading days preceding August 1, 2017 is less than $0.25 per share. The Ambumed Stock Purchase Agreement is filed as Exhibit 10.1 to this report.