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.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Form of Series A Warrant
10.2 Form of Series B Warrant
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
© Edgar Online, source Glimpses