Business Context and Reporting Period
This Form 8-K was filed by Vivos Therapeutics, Inc. on November 29, 2022, reporting events occurring as early as November 16, 2022. The Company is an emerging growth company incorporated in Delaware with its principal executive offices in Littleton, Colorado. Its common stock trades on the NASDAQ Capital Market under the symbol "VVOS."
Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on regulatory compliance issues regarding the timely submission of periodic financial reports.
Material Changes and Delinquencies
- Nasdaq Deficiency Notice: On November 16, 2022, the Company received a notice from Nasdaq indicating non-compliance with Rule 5250(c)(1) due to the failure to file the Form 10-Q for the quarter ended September 30, 2022.
- History of Delinquency: This is an additional delinquency following a previous notice for the failure to file the Form 10-Q for the quarter ended June 30, 2022.
- Root Cause: The delays were attributed to a review of technical matters concerning revenue recognition policies under ASC Topic 606.
- Resolution Status: The Company resolved the open matters on November 22, 2022, and restated its Form 10-Q for the period ended March 31, 2022 on November 25, 2022.
Outlook, Risks, and Management Commentary
- Compliance Plan: The Company expects to submit an updated plan to Nasdaq to regain compliance by February 20, 2023. Nasdaq retains discretion to grant this timeline, approve an earlier date, or reject the plan.
- Upcoming Filings: Management plans to file the second and third quarter Form 10-Q reports for 2022 in the coming weeks to resolve delinquent filing concerns.
- Listing Status: The deficiency notice has no immediate effect on the listing of the Company's common stock.
- Uncertainty: The Company explicitly states that no assurance can be given that it will be able to regain compliance with the Periodic Filing Requirement.
Key Facts for Investor Verification
- Verify the submission and acceptance of the Company's compliance plan by Nasdaq to avoid delisting.
- Monitor the timely filing of the restated Form 10-Q for the quarters ended June 30, 2022, and September 30, 2022.
- Review the restated financial data for the quarter ended March 31, 2022, to understand the impact of the ASC Topic 606 revenue recognition adjustments.
- Confirm whether the Company's stock remains listed on the NASDAQ Capital Market following the February 20, 2023, compliance deadline.