Vivos Therapeutics Secures $5M Note, Restructures $4.5M Debt to Address Nasdaq Delisting & Going Concern

summarizeSummary

Vivos Therapeutics entered into agreements to restructure up to $4.5 million in senior debt into equity and secured a new convertible note for up to $5 million, aiming to improve its financial position and address Nasdaq delisting threats, including a new notice for minimum bid price non-compliance.

check_boxKey Events

• Debt-to-Equity Exchange Agreement

  The company entered a definitive Exchange Agreement with Streeterville Capital, LLC to convert up to $4.5 million of senior secured debt into Series A Preferred Stock and Common Stock. This is contingent on the company raising at least $2.6 million in a first equity financing tranche by June 15, 2026, and an additional $1.9 million for a second tranche.

• New Convertible Promissory Note

  Vivos Therapeutics secured an unsecured convertible promissory note for up to $5 million from V-Co Investors 4 LLC, an existing investor affiliate. An initial $500,000 has been funded, with the note intended to provide bridge funding for a proposed $5.5 million equity financing expected by June 30, 2026.

• Second Nasdaq Delisting Notice

  The company received a new notice from Nasdaq on June 5, 2026, for non-compliance with the $1.00 minimum bid price rule. Vivos has until December 2, 2026, to regain compliance, adding to its existing non-compliance with the minimum stockholders' equity requirement.

• Debt Service Relief and Preferred Stock Terms

  The Streeterville agreement includes an extension of the remaining debt's maturity date, a suspension of monthly principal repayments until September 15, 2026, and a reduction in future monthly redemption requests. The Series A Preferred Stock is non-convertible, non-voting (except in limited cases), non-transferable, carries a 9% annual dividend, and has liquidation preference over common stock.

auto_awesomeAnalysis

Vivos Therapeutics is facing severe financial distress, evidenced by a 'going concern' warning and two active Nasdaq non-compliance notices. This filing details critical, albeit costly, measures to address these issues. The debt-to-equity conversion and new convertible note are essential for improving the balance sheet and providing liquidity, but they come with significant dilution and restrictive terms. The company's ability to complete the contingent equity financings by the June 15th and June 30th deadlines will be crucial for its immediate survival and continued Nasdaq listing.