MEDOVEX CORP. (NASDAQ:MDVX) Files An 8-K Entry into a Material Definitive Agreement

On February 9, 2017, MedoveX Corporation (the Company) entered
into a Unit Purchase Agreement (the Unit Purchase Agreement) with
selected accredited investors (each an Investor and collectively,
the Investors). to the terms of the Unit Purchase Agreement, the
Company had the right to sellin a private placement (the
Offering) a minimum of $3,000,000 and up to a maximum of
$5,000,000 of units (each a Unit and collectively, the
Units).Each Unit had a purchase price of $100,000 and consists of
(i) 96,154 shares of the Companys common stock, par value $0.001
per share (the Common Stock), at a purchase price of $1.04 per
share, and (ii) a warrant to purchase 48,077 shares of Common
Stock(each, a Warrant and together with the Units, the Common
Stock and the Common Stock issuable upon exercise of the Warrants
(the Warrant Shares)). Each Warrant has an initial exercise price
of $1.50 per share, subject to adjustment (the Exercise Price),
and is initially exercisable for a period of five (5) years from
the date of issuance.

At the closing, the Company issued to the Investors 3,071,634
shares of Common Stock, 9,399 shares of Series A Preferred Stock
and warrants to purchase 2,005,769 shares of Common Stock and
received gross proceeds of $3,022,000 and converted an additional
$1,150,000 of debt into Units on the same terms as the other
investors, except that it was on a commission free basis.In
connection with the closing of the Offering, the Company paid
Laidlaw Company (UK) Ltd. (the Placement Agent) a cash fee of
$349,940 and issued them five year warrants to purchase up to
405,577 shares to the Placement Agent with an exercise price of
$1.50 per share.

to the Unit Purchase Agreement, the Company also entered into a
Registration Rights Agreement with the Investors. The Company
will be required to file by April 15, 2017 a registration
statement registering for resale all shares of Common Stock
issued as part of the Units and all of the Warrant Shares.The
Unit Purchase Agreement and the Registration RightsAgreement are
attached hereto as Exhibit 10.2 and 10.3, respectively, andare
incorporated herein by reference

As part of the conversion and the noteholders agreement not to
require payment of their note as provided for in their note and
in consideration of their cancellation of 200,000 warrants to
purchase common stock, the Company issued the noteholders an
aggregate of 200,000 shares of common stock.

Each of the Investors is an accredited investor as such term is
defined in Rule 501 of Regulation D promulgated under the
Securities Act of 1933, as amended (the Act), and the securities
were sold to it in reliance on the exemption from registration
provided by Rule 506 and Section 4(2) of the Act.

Item 3.02 Unregistered Sales of Equity Securities.

See Item 1.01 above.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit Number				Description
	10.1			Form of Warrant to be issued by MedoveX Corporation to each of the Investors
	10.2			Form of Unit Purchase Agreement, by and between the Company and Investors
	10.3			Form of Registration Rights Agreement, by and between the Company and Investors
	10.4			Certificate of Designation for Series A Preferred Stock