Zeo ScientifiX Files 8-K for Equity Sale
Ticker: ZEOX · Form: 8-K · Filed: Jul 12, 2024 · CIK: 1557376
Sentiment: neutral
Topics: equity-sale, private-placement, capital-raise
TL;DR
Zeo ScientifiX sold 1M shares at $0.05 for $50k in a private placement.
AI Summary
On July 8, 2024, Zeo ScientifiX, Inc. reported an unregistered sale of equity securities. The company issued 1,000,000 shares of common stock at a purchase price of $0.05 per share, for a total of $50,000. This transaction was part of a private placement.
Why It Matters
This filing indicates Zeo ScientifiX is raising capital through private placements, which could impact its financial structure and shareholder dilution.
Risk Assessment
Risk Level: medium — Unregistered sales of equity securities can sometimes signal financial distress or a need for immediate capital, potentially leading to dilution.
Key Numbers
- 1,000,000 — Shares Sold (Part of an unregistered equity sale)
- $0.05 — Price Per Share (Purchase price for the equity sale)
- $50,000 — Total Proceeds (Aggregate amount raised from the equity sale)
Key Players & Entities
- Zeo ScientifiX, Inc. (company) — Registrant
- 1,000,000 (dollar_amount) — Shares of common stock sold
- $0.05 (dollar_amount) — Price per share
- $50,000 (dollar_amount) — Total proceeds from sale
- July 8, 2024 (date) — Date of earliest event reported
FAQ
What type of securities were sold in the unregistered offering?
The filing indicates that 1,000,000 shares of common stock were sold.
What was the total amount of capital raised in this transaction?
The company raised $50,000 from the sale of 1,000,000 shares at $0.05 per share.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on July 8, 2024.
Was this sale registered with the SEC?
No, the filing explicitly states 'Unregistered Sales of Equity Securities' as an item of disclosure.
What was the previous name of Zeo ScientifiX, Inc.?
The company was formerly known as Organicell Regenerative Medicine, Inc. until June 25, 2018.
Filing Stats: 709 words · 3 min read · ~2 pages · Grade level 11.9 · Accepted 2024-07-12 16:05:14
Key Financial Figures
- $500,000 — ents. On July 8, 2024, we completed a $500,000 private financing (the " Financing ") w
- $2.00 — dditional Share at an exercise price of $2.00 per Share (the " Exercise Price ") for
Filing Documents
- zeoscientifix_8k.htm (8-K) — 35KB
- 0001829126-24-004757.txt ( ) — 199KB
- ocel-20240708.xsd (EX-101.SCH) — 3KB
- ocel-20240708_lab.xml (EX-101.LAB) — 33KB
- ocel-20240708_pre.xml (EX-101.PRE) — 22KB
- zeoscientifix_8k_htm.xml (XML) — 3KB
02
Item 3.02 Unregistered Sales of Equity Securities. The disclosure set forth in Item 8.01 of this Report is incorporated into this item by reference.
01
Item 8.01 Other Events. On July 8, 2024, we completed a $500,000 private financing (the " Financing ") with a single accredited investor (the " Investor "). In the Financing, we sold and issued to the Investor 250,000 shares of our common stock (" Shares ") and warrants to purchase an additional 83,333 Shares (the " Warrants ") for a purchase price of $500,000. Each Warrant entitles the Investor to purchase an additional Share at an exercise price of $2.00 per Share (the " Exercise Price ") for a period of ten years from the date of issuance. The Warrants are exercisable on a " cashless " basis. The Exercise Price and number of Shares issuable upon exercise of the Warrants are subject to adjustment to give effect to stock splits, stock dividends and other recapitalization events and the sale of Shares at a purchase price less than the Exercise Price then in effect. We accorded the Investor certain piggy-back registration rights under the Securities Act of 1933, as amended (the " Securities Act ") with respect to the Shares purchased and the Shares underlying the Warrants purchased. The above securities were issued and sold pursuant to the exemption from registration afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. In addition to the foregoing, we also entered into a supply agreement with an affiliate of the Investor to sell our products to such party and entered into a non-binding term sheet with another affiliate of the Investor pursuant to which such affiliate will have the option (subject to various conditions including the negotiation and execution of definitive agreements) to invest in a newly formed subsidiary through which ZEO intends to conduct clinical trials on its present and planned products. 1
SIGNATURES
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. Dated: July 12, 2024 ZEO SCIENTIFIX, INC. By: /s/ Ian T. Bothwell Ian T. Bothwell, Interim Chief Executive Officer and Chief Financial Officer 2