Securities Registration Statement (s-1/a)
July 24 2018 - 3:58PM
Edgar (US Regulatory)
As filed with the Securities and Exchange
Commission on July 24, 2018
Registration No. 333-224715
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1/A
(AMENDMENT NO. 5)
REGISTRATION STATEMENT UNDER THE SECURITIES
ACT OF 1933
NEXEON MEDSYSTEMS
INC
(Exact name of registrant as specified in its
charter)
Nevada
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3845
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81-0756622
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(State or other jurisdiction of
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(Primary Standard Industrial
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(I.R.S. Employer
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incorporation or organization)
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Classification Code Number)
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Identification Number)
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1910 Pacific Avenue
Suite 20000
Dallas, Texas 75201
Telephone: (844)
919-9990
(Address, including zip code, and telephone
number, including area code, of registrant’s principal executive offices)
William Rosellini
Chief Executive
Officer
Nexeon MedSystems
Inc
1910 Pacific Avenue
Suite 20000
Dallas, Texas 75201
Telephone: (844)
919-9990
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
With copies to:
Harvey Kesner, Esq.
Sichenzia Ross Ference Kesner LLP
1185 Avenue of the Americas, 37th Fl.
New York, New York 10036
(212) 930-9700
Approximate date of commencement of proposed
sale to the public:
As soon as practicable after this Registration
Statement is declared effective.
If any of the securities being registered on
this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check
the following box: ☐
If this Form is filed to register additional
securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list
the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment
filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration
statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment
filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration
statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions
of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2
of the Exchange Act.
Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☐ (Do not check if a smaller reporting company)
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Smaller reporting company ☒
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Emerging growth company ☒
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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. ☒
EXPLANATORY NOTE
This Amendment No. 5 to the Registration Statement
on Form S-1 (File No. 333-224715) of Nexeon Medsystems Inc is being filed solely to include the language set forth below. Accordingly,
this Amendment No. 5 consists solely of the facing page, this explanatory note, the signature page, and the language set forth
below. This filing does not modify any provision of the Registration Statement except as specifically noted herein.
The Registrant hereby amends this Registration Statement on such
date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment that specifically
states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act
of 1933, as amended, or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission,
acting pursuant to Section 8(a), may determine.
SIGNATURES
Pursuant to the requirements of the Securities
Act of 1933, the Registrant has duly caused this registration statement on Form S-1/A to be signed on its behalf by the undersigned,
thereunto duly authorized, in Dallas, Texas, on July 24, 2018.
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NEXEON MEDSYSTEMS INC
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By:
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/s/ William Rosellini
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William Rosellini
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Chief Executive Officer
(Principal Executive Officer)
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By:
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/s/ Christopher R. Miller
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Christopher R. Miller
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Chief Financial Officer
(Principal Financial and Accounting Officer)
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Pursuant to the requirements of the Securities
Act of 1933, this registration statement has been signed by the following persons in the capacities and on the date indicated.
Name
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Title
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Date
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/s/ William Rosellini
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Chief Executive Officer, Director
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July 24, 2018
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William Rosellini
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(Principal Executive Officer)
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/s/ *
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Chief Financial Officer
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July 24, 2018
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Christopher R. Miller
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(Principal Financial and Accounting Officer)
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/s/ *
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President and Chief Commercial Officer
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July 24, 2018
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Brian Blischak
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/s/ *
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Director
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July 24, 2018
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Kent J. George
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/s/ *
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Director
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July 24, 2018
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Michael Neitzel
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/s/ *
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Director
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July 24, 2018
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R. Wesley Dittmer II
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*By
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/s/ William Rosellini
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William Rosellini
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Attorney-in-fact
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