Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities
The
Company in January 2020 paid $50,000 to redeem 100,000 shares of Series B Convertible Preferred Stock. The redemption price was
agreed to by the investor.
The
Company issued a convertible note in the amount of $100,000 to an accredited investor. The note bears interest at 8% per annum
and matures March 31, 2020. The Company granted 1,250,000 warrants with an exercise price of $0.06 per share and a term of two
years with this note and amended 1,312,500 previously issued warrants held by the investor to provide for a $.06 exercise price
and an expiration date of March 31, 2022.
In
January 2020, the Company converted 435,990 shares of Series C Convertible Preferred stock into 5,449,875 shares of common stock.
The
Company received $497,880 which were deposited into the Company’s accounts between April and June 2020. Following the clearance
of the Regulation A+ offering by the SEC on June 3, 2020, the common shares for these proceeds were issued. In addition, the Company
exchanged their outstanding convertible notes payable of $525,000, $27,536 in accrued interest and $98,508 in an exchange premium
stipulated in the note agreements into shares of common stock through September 30, 2020.
The
Company converted $50,000 of promissory notes payable into 1,851,852 shares effective July 14, 2020.
In
connection with the above stock sales, we did not pay any underwriting discounts or commissions. None of the sales of securities
described or referred to above was registered under the Securities Act of 1933, as amended (the “Securities Act”).
For sales made pursuant to an exemption from registration contained in Section 4(a)(2) of the Securities Act, no general solicitation
was used in connection with the sales.
Item
6. Exhibits.
Exhibit
Number
Description
31.1*
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002
31.2*
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002
32.1*
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350
101.INS
XBRL
Instance Document
101.SCH
XBRL
Taxonomy Extension Schema
101.CAL
XBRL
Taxonomy Extension Calculation Linkbase
101.DEF
XBRL
Taxonomy Extension Definition Linkbase
101.LAB
XBRL
Taxonomy Extension Label Linkbase
101.PRE
XBRL
Taxonomy Extension Presentation Linkbase
*
Filed herewith.
37
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.
Vivos
Inc.
Date:
November 2, 2020
By:
/s/
Michael Korenko
Name:
Michael
K. Korenko
Title:
Chief
Executive Officer
(Principal
Executive Officer)
Date:
November 2, 2020
By:
/s/
Michael Pollack
Name:
Michael
Pollack
Title:
Interim
Chief Financial Officer
(Interim
Principal Financial and Accounting Officer)
38
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.