Current Report Filing (8-k)
September 25 2018 - 06:11AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) of the SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
September 24, 2018
Vivos
Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
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00-53497
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80-0138937
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(State
or other jurisdiction
of
incorporation)
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|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
Number)
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719
Jadwin Avenue
Richland,
WA 99352
(Address
of principal executive offices)
(509)
736-4000
(Registrant’s
telephone number, including area code)
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act [ ]
TABLE
OF CONTENTS
Item 1.01 - Entry Into a Material Definitive Agreement
Item 9.01 – Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
Item
1.01 Entry Into a Material Definitive Agreement
On
September 24, 2018 the Vivos Inc issued a press release announcing a Standstill Agreement with Debt Holders to Halt the Toxic
Selling and Eliminate the Secured Toxic Debt. Under terms of a path forward and restructuring agreement all secured note holders
have agreed to refrain from “any market activity or conversion activity” for a period of ten trading days, which will
run from September 26, 2018 until October 10, 2018. Further, upon completion of a financing of at least $500,000 and the repurchase
by the company or sale to the company designees of at least $200,000 by the largest secured note holder, all of the company’s
debt with current variable rated pricing will convert into common stock or common stock equivalents at a conversion price of $.004.
Item
9.01 Financial Statements and Exhibits
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 thereunto duly authorized.
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Vivos
Inc.
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Date:
September 25, 2018
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By:
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/s/
Michael K. Korenko
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Michael
K. Korenko
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Chief
Executive Officer
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EXHIBIT
INDEX
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