| Form 1-A Issuer Information |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-A REGULATION A OFFERING STATEMENT UNDER THE SECURITIES ACT OF 1933 | OMB APPROVAL |
| OMB Number: 3235-0286 Estimated average burden hours per response: 608.0 |
| Issuer CIK | 0001680139 |
| Issuer CCC | XXXXXXXX |
| DOS File Number | |
| Offering File Number | |
| Is this a LIVE or TEST Filing? | 
LIVE
TEST
|
| Would you like a Return Copy? |  |
| Notify via Filing Website only? | |
| Since Last Filing? | |
| Name | |
| Phone | |
| E-Mail Address |
| Exact name of issuer as specified in the issuer's charter | HealthLynked Corp. |
| Jurisdiction of Incorporation / Organization |
NEVADA
|
| Year of Incorporation | 2014 |
| CIK | 0001680139 |
| Primary Standard Industrial Classification Code | SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN |
| I.R.S. Employer Identification Number | 47-1634127 |
| Total number of full-time employees | 25 |
| Total number of part-time employees | 5 |
| Address 1 | 1265 Creekside Parkway, Suite 302 |
| Address 2 | |
| City | Naples |
| State/Country |
FLORIDA
|
| Mailing Zip/ Postal Code | 34108 |
| Phone | 800-928-7144 |
| Name | Arden Anderson, Esq. |
| Address 1 | |
| Address 2 | |
| City | |
| State/Country | |
| Mailing Zip/ Postal Code | |
| Phone |
| Industry Group (select one) |
Banking
Insurance
Other
|
| Cash and Cash Equivalents |
$
76241.00 |
| Investment Securities |
$
0.00 |
| Total Investments |
$
|
| Accounts and Notes Receivable |
$
0.00 |
| Loans |
$
|
| Property, Plant and Equipment (PP&E): |
$
176576.00 |
| Property and Equipment |
$
|
| Total Assets |
$
2222989.00 |
| Accounts Payable and Accrued Liabilities |
$
1206406.00 |
| Policy Liabilities and Accruals |
$
|
| Deposits |
$
|
| Long Term Debt |
$
662202.00 |
| Total Liabilities |
$
5352198.00 |
| Total Stockholders' Equity |
$
-3129209.00 |
| Total Liabilities and Equity |
$
2222989.00 |
| Total Revenues |
$
3008361.00 |
| Total Interest Income |
$
|
| Costs and Expenses Applicable to Revenues |
$
7686009.00 |
| Total Interest Expenses |
$
|
| Depreciation and Amortization |
$
282950.00 |
| Net Income |
$
6131479.00 |
| Earnings Per Share - Basic |
$
-0.02 |
| Earnings Per Share - Diluted |
$
-0.02 |
| Name of Auditor (if any) | RBSM LLP |
| Name of Class (if any) Common Equity | Common Stock |
| Common Equity Units Outstanding | 2819472 |
| Common Equity CUSIP (if any): | 42228P102 |
| Common Equity Units Name of Trading Center or Quotation Medium (if any) | OTCQB |
| Name of Class (if any) Common Equity | Warrants |
| Common Equity Units Outstanding | 803002 |
| Common Equity CUSIP (if any): | 000000000 |
| Common Equity Units Name of Trading Center or Quotation Medium (if any) | N/A |
| Name of Class (if any) Common Equity | Stock Options |
| Common Equity Units Outstanding | 61575 |
| Common Equity CUSIP (if any): | 000000000 |
| Common Equity Units Name of Trading Center or Quotation Medium (if any) | N/A |
| Preferred Equity Name of Class (if any) | Preferred B Voting Stock |
| Preferred Equity Units Outstanding | 2750000 |
| Preferred Equity CUSIP (if any) | 000000000 |
| Preferred Equity Name of Trading Center or Quotation Medium (if any) | N/A |
| Debt Securities Name of Class (if any) | Notes Payable |
| Debt Securities Units Outstanding | 808117 |
| Debt Securities CUSIP (if any): | 000000000 |
| Debt Securities Name of Trading Center or Quotation Medium (if any) | N/A |
Check this box to certify that all of the following statements are true for the issuer(s)
Check this box to certify that, as of the time of this filing, each person described in Rule 262 of Regulation A is either not disqualified under that rule or is disqualified but has received a waiver of such disqualification.
Check this box if "bad actor" disclosure under Rule 262(d) is provided in Part II of the offering statement.
| Check the appropriate box to indicate whether you are conducting a Tier 1 or Tier 2 offering |
Tier1
Tier2
|
| Check the appropriate box to indicate whether the financial statements have been audited |
Unaudited
Audited
|
| Types of Securities Offered in this Offering Statement (select all that apply) |
| Equity (common or preferred stock) |
| Does the issuer intend to offer the securities on a delayed or continuous basis pursuant to Rule 251(d)(3)? |
Yes
No
|
| Does the issuer intend this offering to last more than one year? |
Yes
No
|
| Does the issuer intend to price this offering after qualification pursuant to Rule 253(b)? |
Yes
No
|
| Will the issuer be conducting a best efforts offering? |
Yes
No
|
| Has the issuer used solicitation of interest communications in connection with the proposed offering? |
Yes
No
|
| Does the proposed offering involve the resale of securities by affiliates of the issuer? |
Yes
No
|
| Number of securities offered | 3302064 |
| Number of securities of that class outstanding | 2819472 |
| Price per security |
$
3.2500 |
| The portion of the aggregate offering price attributable to securities being offered on behalf of the issuer |
$
10000000.00 |
| The portion of the aggregate offering price attributable to securities being offered on behalf of selling securityholders |
$
0.00 |
| The portion of the aggregate offering price attributable to all the securities of the issuer sold pursuant to a qualified offering statement within the 12 months before the qualification of this offering statement |
$
0.00 |
| The estimated portion of aggregate sales attributable to securities that may be sold pursuant to any other qualified offering statement concurrently with securities being sold under this offering statement |
$
0.00 |
| Total (the sum of the aggregate offering price and aggregate sales in the four preceding paragraphs) |
$
10000000.00 |
| Underwriters - Name of Service Provider | Dealmaker Securities LLC | Underwriters - Fees |
$
437000.00 |
| Sales Commissions - Name of Service Provider | None | Sales Commissions - Fee |
$
0.00 |
| Finders' Fees - Name of Service Provider | None | Finders' Fees - Fees |
$
0.00 |
| Accounting or Audit - Name of Service Provider | RBSM LLP | Accounting or Audit - Fees |
$
95000.00 |
| Legal - Name of Service Provider | Dodson Robinette, PLLC | Legal - Fees |
$
50000.00 |
| Promoters - Name of Service Provider | None | Promoters - Fees |
$
0.00 |
| Blue Sky Compliance - Name of Service Provider | Colonial Stock Exchange | Blue Sky Compliance - Fees |
$
18000.00 |
| CRD Number of any broker or dealer listed: | 000315324 |
| Estimated net proceeds to the issuer |
$
9400000.00 |
| Clarification of responses (if necessary) |
| Selected States and Jurisdictions |
ALABAMA
ALASKA
ARIZONA
ARKANSAS
CALIFORNIA
COLORADO
CONNECTICUT
DELAWARE
FLORIDA
GEORGIA
HAWAII
IDAHO
ILLINOIS
INDIANA
IOWA
KANSAS
KENTUCKY
LOUISIANA
MAINE
MARYLAND
MASSACHUSETTS
MICHIGAN
MINNESOTA
MISSISSIPPI
MISSOURI
MONTANA
NEBRASKA
NEVADA
NEW HAMPSHIRE
NEW JERSEY
NEW MEXICO
NEW YORK
NORTH CAROLINA
NORTH DAKOTA
OHIO
OKLAHOMA
OREGON
PENNSYLVANIA
RHODE ISLAND
SOUTH CAROLINA
SOUTH DAKOTA
TENNESSEE
TEXAS
UTAH
VERMONT
VIRGINIA
WASHINGTON
WEST VIRGINIA
WISCONSIN
WYOMING
DISTRICT OF COLUMBIA
PUERTO RICO
ALBERTA, CANADA
BRITISH COLUMBIA, CANADA
MANITOBA, CANADA
NEW BRUNSWICK, CANADA
NEWFOUNDLAND, CANADA
NOVA SCOTIA, CANADA
ONTARIO, CANADA
PRINCE EDWARD ISLAND, CANADA
QUEBEC, CANADA
SASKATCHEWAN, CANADA
YUKON, CANADA
CANADA (FEDERAL LEVEL)
|
| None | |
| Same as the jurisdictions in which the issuer intends to offer the securities | |
| Selected States and Jurisdictions |
ALABAMA
ALASKA
ARIZONA
ARKANSAS
CALIFORNIA
COLORADO
CONNECTICUT
DELAWARE
FLORIDA
GEORGIA
HAWAII
IDAHO
ILLINOIS
INDIANA
IOWA
KANSAS
KENTUCKY
LOUISIANA
MAINE
MARYLAND
MASSACHUSETTS
MICHIGAN
MINNESOTA
MISSISSIPPI
MISSOURI
MONTANA
NEBRASKA
NEVADA
NEW HAMPSHIRE
NEW JERSEY
NEW MEXICO
NEW YORK
NORTH CAROLINA
NORTH DAKOTA
OHIO
OKLAHOMA
OREGON
PENNSYLVANIA
RHODE ISLAND
SOUTH CAROLINA
SOUTH DAKOTA
TENNESSEE
TEXAS
UTAH
VERMONT
VIRGINIA
WASHINGTON
WEST VIRGINIA
WISCONSIN
WYOMING
DISTRICT OF COLUMBIA
PUERTO RICO
ALBERTA, CANADA
BRITISH COLUMBIA, CANADA
MANITOBA, CANADA
NEW BRUNSWICK, CANADA
NEWFOUNDLAND, CANADA
NOVA SCOTIA, CANADA
ONTARIO, CANADA
PRINCE EDWARD ISLAND, CANADA
QUEBEC, CANADA
SASKATCHEWAN, CANADA
YUKON, CANADA
CANADA (FEDERAL LEVEL)
|
None
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.0486 |
| (2) Total Amount of such securities issued | 11 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 11 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $855,000, with an interest rate of 12% per annum |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $855,000, with an interest rate of 12% per annum |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory note and warrants with conversion price of $0.0497 |
| (2) Total Amount of such securities issued | 2 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 2 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $950,000, with an interest rate of 12% per annum |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $950,000, with an interest rate of 12% per annum |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory note |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $50,000 with conversion price of $0.05 |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $50,000 |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Warrant (in exchange for extension of convertible promissory note) |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | a ten-year warrant to purchase 393,750 shares of common stock at an exercise price of $0.081 per share |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | a ten-year warrant to purchase 393,750 shares of common stock at an exercise price of $0.081 per share |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Warrant (in exchange for extension of convertible promissory note) |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | a ten-year warrant to purchase 356,063 shares of common stock at an exercise price of $0.0465 per share |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | a ten-year warrant to purchase 356,063 shares of common stock at an exercise price of $0.0465 per share |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Promissory Note |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 0 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | We issued a promissory note payable to an investor with a stated principal amount of $161,000 and prepaid interest of $19,320 for total repayments of $180,320. We received net proceeds of $118,787 after original issue discount of $21,000, fees of $5,000, and withholding of the final payment due on a prior note payable to the same investor in the amount of $16,213. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HLYK Florida LLC (wholly owned subsidiary of HealthLynked Corp.) |
| (b)(1) Title of securities issued | Promissory Note |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 0 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | HLYK Florida LLC issued a promissory note payable to an investor with total principal repayments of $223,649. We received net proceeds of $200,000 after original issue discount of $19,649 and fees of $4,000. The note does not bear interest in excess of the original issue discount. We are required to make 24 monthly payments of $9,319 starting August 20, 2024 and ending on July 20, 2026. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.033 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $25,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $25,000 |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.026 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $70,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $70,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.023 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $120,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $120,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Warrant (in exchange for extension of convertible promissory notes) |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | a ten-year warrant to purchase 618,750 shares of common stock at an exercise price of $0.0226 per share |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | a ten-year warrant to purchase 618,750 shares of common stock at an exercise price of $0.0226 per share |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Promissory Note |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 0 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | HealthLynked Corp. issued a promissory note payable to an investor with total principal repayments of $168,728. We received net proceeds of $125,000 after discounts and fees. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Promissory Note |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 0 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | HealthLynked Corp. issued a promissory note payable to an investor with total principal repayments of $112,746. We received net proceeds of $80,000 after discounts and fees |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Promissory Note |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 0 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | HealthLynked Corp. issued a promissory note payable to an investor with total principal repayments of $136,528. We received net proceeds of $100,000 after discounts and fees. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.023 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $50,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $50,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.03 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $60,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $60,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.0375 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $420,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $420,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.031 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $65,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $65,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.023 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $20,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $20,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.023 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $10,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $10,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.023 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $15,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $15,000, with an interest rate of 12% per annum. |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Note Extension Agreement |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | a ten-year warrant to purchase 1,353,356 shares of Common Stock at an exercise price of $0.0375 per share |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | a ten-year warrant to purchase 1,353,356 shares of Common Stock at an exercise price of $0.0375 per share |
As to any unregistered securities issued by the issuer of any of its predecessors or affiliated issuers within one year before the filing of this Form 1-A, state:
| (a)Name of such issuer | HealthLynked Corp. |
| (b)(1) Title of securities issued | Convertible promissory notes and warrants with conversion price of $0.023 |
| (2) Total Amount of such securities issued | 1 |
| (3) Amount of such securities sold by or for the account of any person who at the time was a director, officer, promoter or principal securityholder of the issuer of such securities, or was an underwriter of any securities of such issuer. | 1 |
| (c)(1) Aggregate consideration for which the securities were issued and basis for computing the amount thereof. | $65,000, with an interest rate of 12% per annum. |
| (2) Aggregate consideration for which the securities listed in (b)(3) of this item (if any) were issued and the basis for computing the amount thereof (if different from the basis described in (c)(1)). | $65,000, with an interest rate of 12% per annum. |
| (d) Indicate the section of the Securities Act or Commission rule or regulation relied upon for exemption from the registration requirements of such Act and state briefly the facts relied upon for such exemption | Issued in a private sale under 4(a)(2) of the Securities Act. |