Business Context and Reporting Period
Company: FOCUS UNIVERSAL INC. (OTC: FCUV)
Filing Type: Form 8-K (Current Report)
Date of Report: June 18, 2018 (Event Date: June 19, 2018)
Context: The registrant is an emerging growth company incorporated in Nevada. This filing reports the pricing of a private placement of common stock.
Key Financial Metrics
This filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, or debt levels. The primary financial data disclosed relates to a capital raise event:
- Capital Raised: $8,000,000 aggregate purchase price.
- Shares Issued: 4,600,000 shares of common stock.
- Pricing: $1.75 per share.
- Liquidity Impact: Proceeds are intended to provide liquidity, though specific allocation of funds is not detailed in this text.
Material Changes
The material change reported is the execution of a private placement transaction. The company sold unregistered equity securities pursuant to Section 4(a)(2) of the Securities Act of 1933. No comparative financial data or changes in operating metrics versus prior periods are provided in this document.
Guidance, Outlook, and Risks
Management Commentary: The filing references a press release (Exhibit 99.1) regarding the pricing of the capital raise but does not contain specific forward-looking guidance or operational outlook within the text of the 8-K itself.
Risks and Contingencies: The shares issued are unregistered and may not be offered or sold in the United States absent registration or an applicable exemption. The filing explicitly states it does not constitute an offer to sell or a solicitation of an offer to purchase the shares in jurisdictions where such activity would be unlawful.
Investor Verification Checklist
- Verify the final closing of the $8 million private placement and receipt of funds.
- Review the attached press release (Exhibit 99.1) for specific details on the use of proceeds.
- Confirm the dilution impact of the 4,600,000 new shares on existing shareholders.
- Check for any subsequent filings regarding the registration rights or resale restrictions of the newly issued shares.