VIVOS INC. Files 8-K for Unregistered Equity Sale

TL;DR

VIVOS INC. sold unregistered equity, dilution alert!

AI Summary

VIVOS INC. reported an unregistered sale of equity securities on February 6, 2025. The company, formerly known as ADVANCED MEDICAL ISOTOPE Corp, is incorporated in Delaware and headquartered in Kennewick, WA. This filing does not specify the details of the equity sale, such as the amount or parties involved.

Why It Matters

This filing indicates a potential issuance of new shares or convertible securities, which could impact existing shareholders through dilution.

Risk Assessment

Risk Level: medium — Unregistered equity sales can signal financial distress or a need for capital, potentially leading to dilution for existing shareholders.

Key Players & Entities

• VIVOS INC. (company) — Registrant
• ADVANCED MEDICAL ISOTOPE Corp (company) — Former name of Registrant
• February 6, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• Kennewick, WA (location) — Principal executive offices
• 000-53497 (identifier) — SEC File Number

FAQ

Key Financial Figures

• $0.001 — 0 shares of its common stock, par value $0.001 per share (" Common Stock "), pursuant
• $1,500,000 — ted in gross proceeds to the Company of $1,500,000. Proceeds from the sale of Common Stock
• $6,250 — or, in consideration of an aggregate of $6,250, warrants to purchase 6,250,000 shares

Filing Documents

• form8-k.htm (8-K) — 40KB
• 0001493152-25-005588.txt ( ) — 204KB
• rdgl-20250206.xsd (EX-101.SCH) — 3KB
• rdgl-20250206_lab.xml (EX-101.LAB) — 33KB
• rdgl-20250206_pre.xml (EX-101.PRE) — 24KB
• form8-k_htm.xml (XML) — 3KB

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities Issuance of Common Stock Pursuant to Offering Statement On February 6, 2025, Vivos, Inc. (the " Company ") completed the sale to an accredited investor of 12,500,000 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, dated June 28, 2024 and its exhibits as filed with and qualified by the Securities and Exchange Commission (the " SEC ") on July 16, 2024 and the Post-Qualification Offering Supplement No. 1 filed on November 18, 2024 (collectively, the " Offering Circular") The Offering resulted in gross proceeds to the Company of $1,500,000. 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. Following the issuance of the shares of Common Stock in connection with the Offering described above, the Company will have 453,373,806 million shares of Common Stock issued and outstanding. Issuance of Warrants On February 6, 2025, the Company issued to an accredited investor, in consideration of an aggregate of $6,250, warrants to purchase 6,250,000 shares of its Common Stock (the " Warrants "), which Warrants expire, if not previously exercised, on June 30, 2028, and are exercisable for Common Stock at $.15 per share. The Warrants were issued pursuant to Regulation D under the Securities Act and the rules and regulations

01 Other Events

Item 8.01 Other Events See

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. VIVOS INC. Date: February 10, 2025 By: /s/ Michael K. Korenko Name: Michael K. Korenko Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR