Vivos strikes $12M stock deal for stake in SOD Sciences and its pseudohypoxia test
What's the deal? Vivos TherapeuticsDealroom has a profile for this one. Try Dealroom → has agreed to acquire an 11% fully diluted stake in SOD SciencesDealroom has a profile for this one. Try Dealroom → and a 50% co-ownership interest in SOD's proprietary pseudohypoxia early-warning test. The Nasdaq-listed medical device company is paying with 12,000 shares of newly created Series C Convertible Preferred Stock, carrying an aggregate stated value of $12 million. No cash changes hands.
What each side brings: Vivos develops diagnostic and treatment methods for obstructive sleep apnea and related breathing disorders. SOD contributes its pseudohypoxia test, a protocol, and distribution channels — framed by chief executive officer Joseph M. Salvani as turning "sleep medicine into an early warning system for chronic disease in America."
What's the endgame? The agreement opens the door to research with Cleveland Clinic Weston in Florida and a marketing tie-up with American Health AssociatesDealroom has a profile for this one. Try Dealroom →, which serves patients across roughly 3,000 assisted living and nursing facilities in 25 states. Vivos expects to keep 80% of the contribution margin on its own products sold through those channels and split margin 50/50 on the jointly owned test.
Why now? Vivos says the all-stock structure, if the preferred shares land in permanent stockholders' equity as anticipated, would lift reported equity and support its effort to regain Nasdaq compliance. Clearing that bar would let management raise capital toward its target of positive cash flow and profitability in early 2027.
What could go wrong? Closing depends on auditor concurrence, consent from the holder of Vivos's Series B preferred stock, and Nasdaq notification. The company cautions that any compliance determination rests with Nasdaq, and that the Cleveland Clinic and AHA relationships still require definitive agreements and regulatory and clinical sign-off.
The signal: The deal reflects how smaller medical device firms are using equity rather than cash to buy diagnostic reach and shore up balance sheets at the same time. For Vivos, the bet is that channel access and a chronic-disease screening angle will outweigh the dilution — a payoff that remains contingent on agreements yet to be signed.
Read more: pr.sandyjournal.com
Image credit: U.S. Army Corps of Engineers Savannah District
