Current Report Filing (8-k)
July 11 2022 - 09:01AM
Edgar (US Regulatory)
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2022-07-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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):
July 7, 2022
VIVOS INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware |
|
000-53497 |
|
80-0138937 |
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
719 Jadwin Avenue,
Richland,
WA |
|
99352 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code:
(509)
736-4000
N/A |
(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:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
Emerging
growth company
☐
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. ☐
Item
3.02 |
Unregistered
Sales of Equity Securities |
Issuance of Common Stock Pursuant to Offering
Statement
On
July 7, 2022, Vivos, Inc. (the “Company”) completed the sale to
investors of 15,000,000 shares of its common stock, par value
$0.001 per share (“Common Stock”), pursuant to its Regulation A+
offering being conducted on a “best efforts” basis under Regulation
A of Section 3(6) of the Securities Act of 1933, as amended (the
“Securities Act”) (the “Offering”). The Offering is being conducted
pursuant to the Company’s offering statement on Form 1-A,
originally filed with the Securities and Exchange Commission
(“SEC”) on September 1, 2021, as amended (the “Offering
Statement”), which was qualified by the SEC on September 15, 2021.
The Offering resulted in gross proceeds to the Company of
$1,200,000. Proceeds from the sale of Common Stock in connection
with the Offering will be used for general working capital
purposes.
Please
see the Offering Statement for additional details regarding the
Offering, including the terms of the Common Stock being
offered.
As
noted above, the issuance of the Common Stock was made in reliance
upon an exemption from registration provided under Regulation A+
pursuant to Section 3(6) of the Securities Act.
Upon
issuance of the shares of Common Stock in connection with the
Offering described above, the Company will have 352.78 million
shares of Common Stock issued and outstanding,
Issuance of Warrants
On July 7, 2022, the Company issued to certain accredited
investors, for aggregate consideration of $20,000, (i) warrants to
purchase 5,000,000 shares of its Common Stock (“Series A
Warrants”), which Series A Warrants expire, if not previously
exercised, on December 31, 2022, and are exercisable for Common
Stock at $.01 per share; and (ii) warrants to purchase 15,000,000
shares of Common Stock (“Series B Warrants”), which Series B
Warrants, expire, if not previously exercised, on June 30, 2025,
and are exercisable for Common Stock at $.08 per share. The Series
A Warrants and Series B Warrants were issued pursuant to Regulation
D under the Securities Act and the rules and regulations
thereunder.
See
Item 3.02 above.
Item
9.01 |
Financial
Statements and Exhibits. |
(d)
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 hereunto duly authorized.
Date:
July 11, 2022 |
VIVOS
INC. |
|
|
|
|
By: |
/s/
Michael Korenko |
|
Name: |
Michael
Korenko |
|
Title: |
Chief
Executive Officer |
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