MEDIFIRST SOLUTIONS, INC (OTCMKTS:MFST) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On August 4, 2017, Medifirst Solutions, Inc. (the “Company”), through its wholly-owned subsidiary Medical Lasers Manufacturer, Inc., entered into two Master Exclusive Distribution Agreement (the “Distribution Agreement”) with AOTEX (O.S.) S.A.L. (“AOTEX”), an international distribution company based in the Middle East. to the Distribution Agreement, the Company granted AOTEX a three-years’ exclusive right to distribute the Company’s Infrared Time Machine Laser (collectively with all accessories and carrying case sold therewith, the “Product”), in the following territories: Lebanon, Kuwait, Saudi Arabia, United Arab of Emirates, Bahrain, Qatar, Oman, Jordan and Iraq (with an option to expand the territories to Egypt, Cyprus and Turkey). The exclusivity of the distribution rights under the Distribution Agreement may be revoked and the Company may terminate the Distribution Agreement, at the sole discretion of the Company, in the event that AOTEX fails to purchase an aggregate of $500,000 in Product during the first year, an aggregate of $1,000,000 in Product during the second year, and $2,000,000 in Product during the third year.
After early discussions between the Company and AOTEX, it is contemplated that AOTEX will partially distributed the Product through established medical distribution companies, including Medica Group, Gulf Drug, and Arabian Ethicals.
The foregoing description of the terms of the Distribution Agreement does not purport to be complete and is subject to, and qualified in its entirety by reference to the form of the Distribution Agreement, which is filed herewith as Exhibit 99.1 and incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
On August 4, 2017, the Company issued a press release announcing the Distribution Agreement.
A copy of the press release is attached herewith as Exhibit 99.2.
The information in this Item 7.01 disclosure, including Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, including Exhibits 99.2, shall not be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Medifirst Solutions, Inc. ExhibitEX-99.1 2 f8k080417ex99i_medifirst.htm FORM OF DISTRIBUTION AGREEMENT DATED AUGUST 4,…To view the full exhibit click here
About MEDIFIRST SOLUTIONS, INC (OTCMKTS:MFST)
Medifirst Solutions, Inc. is a development-stage company. The Company is engaged in developing medical devices. The Company, under a manufacturing agreement, produces its hand-held mobile laser system known as The Time Machine Program. Through its subsidiary Medical Laser Manufacturer, Inc., the Company has entered into a Product and Know-How License Agreement (the License Agreement) with Laser Lab Corp to license the use of various properties in connection with seeking regulatory approval for and marketing, distributing and selling The Time Machine Series Lasers (TTM Series). In addition to the license granted to the Company, the License Agreement provides for an option to license other fields of use of the infrared laser in the TTM Series, as well as other wavelengths and colors, allowing the Company to develop a range of product offerings. The Time Machine Infrared Laser 810/830-nanometer (nm) operates in continuous wave mode set at a fixed frequency.