Item 3.02 Unregistered Sales of Equity Securities.
On March 31, 2021, Mitesco, Inc. (the "Company") completed the private offering
previously reported on February 10, 2021 by issuing an aggregate of 6,672,000
shares of its restricted common stock to investors for $1,668,000 in proceeds
pursuant to a Securities Purchase Agreement ("SPA"). The transaction was
executed directly with the Company and no brokers, dealers or representatives
were involved.
In addition, on March 29, 2021, the Company issued 300,000 shares of common
stock as payment for services to be rendered for investor relations services
having a value of $.2830 per share.
The shares of common stock issued pursuant to the SPA and to the investor
relations services were issued in a transaction exempt from registration under
the Securities Act of 1933 , as amended (the "Securities Act") in reliance on
Section 4(a)(2) thereof. Accordingly, the shares of common stock have not been
registered under the Securities Act and may not be offered or sold in the United
States absent registration or an exemption from registration under the
Securities Act and any applicable state securities laws.
Item 8.01 Other Events.
Engagement of MZ Group
On April 1, 2021, the Company issued a press release announcing the engagement
of MZ Group to lead a comprehensive strategic investor relations and financial
communications program designed to increase the Company's visibility throughout
the investment community.
MZ Group, founded in 1996, is a global leader in investor relations and
corporate communications and has offices in New York, Chicago, San Diego, Aliso
Viejo, Austin, Minneapolis, Taipei and São Paulo.
A copy of the press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
Private Sale and Issuance Restricted Shares
The applicable information set forth in Item 3.02 of this Current Report on Form
8-K is incorporated by reference in this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
Form of Securities Purchase Agreement (incorporated by reference to
10.1 Exhibit 10.01 to the Current Report on Form 8-K (File No. 000-53601)
filed with the SEC on February 10, 2021)
99.1 Press release issued by Mitesco, Inc. on April 1, 2021
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