UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 15, 2022
HealthLynked Corp.
(Exact name of registrant as specified in charter)
| Nevada | | 000-55768 | | 47-1634127 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
1265 Creekside Parkway, Suite 302, Naples FL 34108
(Address of principal executive offices)
(800) 928-7144
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Securities registered pursuant to Section 12(b) of the Act: None.
Item 1.01 Entry into a Material Definitive Agreement
HealthLynked Corp. (the “Company”) previously issued a promissory note with an initial principal amount of $550,000 (the “Original Note”) to YA II PN, Ltd. (“Yorkville”) on July 19, 2022, pursuant to that certain Note Purchase Agreement dated July 5, 2022, by and between the Company and Yorkville. On November 15, 2022, the Company and Yorkville agreed to amend and restate the Original Note (the “Amended and Restated Note”) to, among other things, extend the Original Note’s maturity date of January 19, 2023 to March 15, 2023. Pursuant to the terms of the Original Note, the Company has paid three equal monthly installments to Yorkville, each in the amount of $112,200. The remaining principal amount of the Amended and Restated Note, $224,400, will be repaid by the Company in four equal monthly installments of $56,100 beginning on December 15, 2022.
The foregoing is a summary description of certain terms of the Amended and Restated Note. For a full description of all terms, please refer to the copy of the Amended and Restated Note that is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| | HEALTHLYNKED CORP. |
| | |
| Date: November 18, 2022 | /s/ George O’Leary |
| | George O’Leary |
| | Chief Financial Officer |
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