UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): January 22, 2021

 

CONVERSION LABS, INC.

(Exact name of Registrant as specified in its charter)

 

Delaware   001-39785   76-0238453

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

800 Third Avenue, Suite 2800

New York, NY 10022

(Address of principal executive offices, including zip code)

 

(866) 351-5907

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Title of each class   Trading Symbol(s)  

Name of each exchange on which

registered

Common Stock   CVLB   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company [  ]

 

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 Current Report on Form 8-K/A is being filed to (i) clarify that management of LegalSimpli Software, LLC, a Puerto Rico limited liability company (“LSS”), a majority-owned subsidiary of the Company entered into option agreements with members of LSS management that would allow them to re-purchase 12,400 membership interest purchase units of LSS, subject to vesting of such options in connection with achieving certain performance milestones as described herein (ii) to include additional exhibits to our original Current Report on Form 8-K filed with the Securities and Exchange Commission on January 26, 2021 and (iii) include the press release in connection with the transaction. All of the original exhibits filed with the initial Current Report on form 8-K filed on January 26, 2021 are being refiled with on this Form 8K/A for ease of reference and to reflect the foregoing.

 

 
 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

LegalSimpli Software Restructuring Transaction

 

Effective January 22, 2021, Conversion Labs, Inc., a Delaware corporation (the “Company”), consummated a transaction to restructure the ownership of LegalSimpli Software, LLC, a Puerto Rico limited liability company (“LSS”), a majority-owned subsidiary of the Company (the “LSS Restructuring”). To affect the LSS Restructuring the Company’s wholly-owned subsidiary Conversion Labs PR LLC, a Puerto Rico limited liability company (“CVLB PR”) entered into a series of agreements as further described below.

 

Membership Interest Exchange Agreement

 

Effective January 22, 2021 (the “Effective Date”), in furtherance of the LSS Restructuring, CVLB PR entered into a Membership Interest Exchange Agreement with LSS, (the “Exchange Agreement”), pursuant to which, CVLB PR exchanged that certain a promissory note, dated May 8, 2019 with an outstanding balance of $375,823.17 (the “CVLBPR Note”), issued by LSS in favor of CVLB PR, for 37,531 newly issued membership interests of LSS (the “Exchange”). Upon consummation of the Exchange the CVLBPR Note was extinguished.

 

Membership Interest Purchase Agreements

 

On the Effective Date, in furtherance of the LSS Restructuring, CVLB PR entered into a Membership Interest Purchase Agreement with LSS, (the “CVLB PR MIPA”), pursuant to which CVLB PR purchased 12,000 membership interests of LSS for an aggregate purchase price of $300,000. The CVLB PR MIPA provides that the transaction may be completed in three (3) tranches with a purchase price of $100,000 per tranche to be made at the sole discretion of CVLB PR. Payment for the first tranche of $100,000 was made upon execution of the CVLB PR MIPA. Payments for the second and third tranches are due on the 60-day anniversary and the 120-day anniversary of the Effective Date.

 

Concurrently, in furtherance of the LSS Restructuring, CVLB PR entered into two Membership Interest Purchase Agreements (the “Founding Members MIPAs”) with two founding members of LSS (the “Founding Members”) whereby CVLB PR purchased from the Founding Members an aggregate of 2,183 membership interests of LSS for an aggregate purchase price of $225,000.

 

Following the consummation of the LSS Restructuring, CVLB PR will increase its ownership of LSS from 51% to approximately 85.58% on a fully diluted basis. LSS entered into an amendment to its operating agreement (the “LSS Operating Agreement Amendment”) to reflect the foregoing.

 

 
 

 

LSS Option Agreements

 

Concurrently, CVLB PR entered into option agreements with Sean Fitzpatrick (the “Fitzpatrick Option Agreement”) and Varun Pathak (the “Pathak Option Agreement” together with Fitzpatrick Option Agreement the “Option Agreements”), pursuant to which CVLB PR granted options to purchase membership interest units of LSS. The Fitzpatrick Option Agreement grants Sean Fitzpatrick the option to purchase 10,300 membership interest units of LSS for an exercise price of $1.00 per membership interest unit.

 

The Fitzpatrick Options vest in accordance with the following (i) 3,434 membership interests upon LSS achieving $2,500,000 of gross sales in any fiscal quarter (ii) 3,434 membership interests upon LSS achieving $4,000,000 of gross sales in any fiscal quarter and (iii) 3,434 membership interests upon LSS achieving $8,000,000 of gross sales with a ten percent (10%) net profit margin in any fiscal quarter.

 

The Pathak Options shall vest in accordance with the following (i) 700 membership interests upon LSS achieving $2,500,000 of gross sales in any fiscal quarter (ii) 700 membership interests upon LSS achieving $,4,000,000 of gross sales in any fiscal quarter and (iii) 700 membership interests upon LSS achieving $8,000,000 of gross sales with a ten percent (10%) net profit margin in any fiscal quarter.

 

Upon vesting, the Fitzpatrick Options and the Pathak Options provide for the potential re-purchase of up to an additional 13.25%% of LSS by Fitzpatrick and Pathak in the aggregate with CVLB PR ownership ratably reduced to approximately 72.98%.

 

The foregoing provides only brief descriptions of the material terms of the LSS Restructuring, and does not purport to be a complete description of the rights and obligations of the parties thereunder, and such descriptions are qualified in their entirety by reference to the full text of the forms of the CVLB PR Exchange Agreement, the CVLB PR MIPA, the Founding Members MIPA, the LSS Operating Agreement Amendment, the Fitzpatrick Option Agreement and Pathak Option Agreement filed as exhibits to this Current Report on Form 8-K, and are incorporated herein by reference.

 

Item 2.03 Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The disclosure provided under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

 

Item 8.01 Other Events.

 

On January 28, 2021, the Company issued a press release announcing the Appointment. A copy of the press release is filed hereto as Exhibit 99.1 and is incorporated herein by reference.

  

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.   Description
10.1   Form of CVLB PR Exchange Agreement (Incorporated herein by reference to Exhibit 10.1 filed with the Company’s Current Report on Form 8-K filed on January 26, 2021)
10.2   Form of CVLB PR MIPA (Incorporated herein by reference to Exhibit 10.2 filed with the Company’s Current Report on Form 8-K filed on January 26, 2021)
10.3   Form of Founding Members MIPA (Incorporated herein by reference to Exhibit 10.3 filed with the Company’s Current Report on Form 8-K filed on January 26, 2021)
10.4*   Amendment to LSS Operating Agreement
10.5*   Fitzpatrick Option Agreement
10.6*   Pathak Option Agreement
99.1*   Press Release dated January 28, 2021

 

* filed herewith

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  CONVERSION LABS INC..
     
Date: January 28, 2021 By: /s/ Justin Schreiber
  Name: Justin Schreiber
  Title: Chief Executive Officer

 

 

 

 

 

 

Exhibit 10.4

 

AMENDMENT NO. 3 TO THE OPERATING AGREEMENT OF

LEGALSIMPLI SOFTWARE, LLC

 

THIS AMENDMENT NO. 3 TO THE OPERATING AGREEMENT (this “Amendment”) of LEGALSIMPLI SOFTWARE, LLC, a Puerto Rico Limited Liability Company (the “Company”) is made and entered into effective as of January ___, 2021 (the “Effective Date”) by and among the Company, and each members as set forth in Exhibit A attached hereto (collectively, the “Members” and individually, a “Member”).

 

RECITALS:

 

  A. LegalSimpli Software, LLC, register number 393007, is a Domestic Limited Liability Company For Profit organized under the laws of Puerto Rico on this 21st of March, 2017 at 09:17 AM. The purpose of the Company is to conduct any lawful business for which limited liability companies may be organized under the laws of Puerto Rico.

 

  B. The parties hereto entered into that certain Amended Operating Agreement dated May 29, 2018 and that certain Second Amended Operating Agreement dated September 13. 2018 (the “Operating Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Operating Agreement.

 

  C. The Members enter into this Amendment to provide for the governance of the Company and the conduct of its business, and to specify their relative rights and obligations.

 

In consideration of the foregoing premises, the mutual covenants and agreements herein made and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, the undersigned hereby agree to amend the Operating Agreement as follows:

 

1. Amendment of Distributions. Section 3.3 of the Operating Agreement is hereby deleted in its entirety and replaced with the following:

 

3.3 Bonus Pool. The Company will make initial distributions as follows:

 

  A. A. If revenue is equal to or greater than $10,000,000 but less than $20,000,000 and the net profit margin is greater than 20% in any calendar year, then 1% of the pretax profits will be contributed to the Bonus Pool for distribution to the Members on a pro rata basis in proportion to the respective Percentage Interest held by each Member.

 

  B. If revenue is equal to or greater than $20,000,000 but less than $30,000,000 and the net profit margin is greater than 20% in any calendar year, then 2% of the pretax profits will be contributed to the Bonus Pool for distribution to the Members on a pro rata basis in proportion to the respective Percentage Interest held by each Member.

 

  C. If revenue is equal to or greater than $30,000,000 but less than $40,000,000 and the net profit margin is greater than 20% in any calendar year, then 3% of the pretax profits will be contributed to the Bonus Pool for distribution to the Members on a pro rata basis in proportion to the respective Percentage Interest held by each Member.

 

  D. If revenue is equal to or greater than $40,000,000 but less than $50,000,000 and the net profit margin is greater than 20% in any calendar year, then 4% of the pretax profits will be contributed to the Bonus Pool for distribution to the Members on a pro rata basis in proportion to the respective Percentage Interest held by each Member.

 

 

 

 

  E. If revenue is equal to or greater than $50,000,000 and the net profit margin is greater than 20% in any calendar year, then 5% of the pretax profits will be contributed to the Bonus Pool for distribution to the Members on a pro rata basis in proportion to the respective Percentage Interest held by each Member.

 

2. Remaining Terms Unaffected. Except for the amendments to the Operating Agreement set forth in this Amendment, all other provisions of the Operating Agreement shall remain in full force and effect and are incorporated in this Amendment as if fully set forth herein.

 

3. Governing Law. This Amendment shall be governed by, and construed and enforced in accordance with, the laws of the state of Puerto Rico without giving effect to principles of conflicts of laws.

 

4. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. A signed copy of this Amendment delivered by facsimile, email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Amendment.

 

[SIGNATURES ON THE FOLLOWING PAGE]

 

2

 

 

IN WITNESS WHEREOF, each party hereto has executed this Amendment, or caused this Amendment to be executed on its behalf, under seal, effective as of the Effective Date.

 

  Conversion Labs PR, LLC
   
  By:
    Justin Schreiber, President

 

 
  Sean Fitzpatrick
   
 
  Jordan Iversen
   
 
  Varun Pathak
 
   
  Javier Pascual
   
 
  Christopher Reed
   
 
  John Fitzpatrick
   
 
  Edwina Fitzpatrick
   
 
  Proinsias Fitzpatrick

 

Signature Page of Third Amended Operating Agreement of

LegalSimpli Software, LLC

 

 

 

 

EXHIBIT A

 

MEMBERS

 

The Members of the Company and their respective addresses, Capital Contributions, and Ownership Interests are set forth below. The Members agree to keep this Exhibit A current and updated in accordance with the terms of this Agreement, including, but not limited to, Sections 2.1, 2.3, 2.4, 7.1, 7.2, and 10.1.

 

Member   Units     Percentage  
Conversion Labs PR, LLC     57,469       75.12 %
Sean Fitzpatrick     2,183       2.85 %
Varun Pathak     3,265       4.27 %
Jordan Iversen     3,501       4.58 %
Javier Pascual     666       0.87 %
Chris Reed     919       1.20 %
Mr. & Mrs. Fitzpatrick     300       0.39 %
Proinsias Fitzpatrick     200       0.26 %
Reserved for Issuance to Conversion Labs PR, LLC     8,000       10.46 %
Total Units     76,503       100.00 %

 

 

 

 

Exhibit 10.5

 

OPTION AGREEMENT

 

COnversion LABS PR, llc

 

This Option Agreement (this “Agreement”) is entered into as of this __ day of January, 2021 by and between Conversion Labs PR, LLC, a Puerto Rico limited liability company with an address at 53 Calle Palmeras, Suite 802, San Juan, Puerto Rico 00901 (“CVLB PR”), and Sean Fitzpatrick, an individual residing at ________________________________ (“Fitzpatrick”).

 

RECITALS:

 

WHEREAS, CVLB PR seeks to grant to Fitzpatrick the right to purchase 10,300 units of membership interest (the “Units”) of LegalSimpli Software, LLC, a limited liability company organized and existing under the laws of Puerto Rico (the “Company”)from CVLB PR upon the Company achieving specific performance goals as described herein;

 

NOW THEREFORE, CVLB PR grants the following option to Fitzpatrick:

 

1. Grant of Option. Fitzpatrick shall have the option or right to purchase (the “Option”) up to 10,300 Units of the Company in accordance with all of the terms set forth in this Agreement.

 

2. Exercise Price. The purchase price for Option shall be a nominal value of $1.00 (the “Exercise Price”).

 

3. Time and Method of Payment. The Exercise Price shall be paid in full in cash at the time the Option is exercised.

 

4. Term of Option. The Option may be exercised by Fitzpatrick only in tranches, with each of the first and second tranches consisting of 3,433 Units, and the third tranche consisting of 3,434 Units. One tranche of Units shall vest upon the occurrence of the Company achieving each of the following performance targets prior to December 31, 2021, at which date this Agreement and Option shall expire:

 

  (i) $2,500,000 of Gross Sales in any fiscal quarter;
  (ii) $4,000,000 of Gross Sales and achieving Profitability in any fiscal quarter; and
  (iii) $8,000,000 of Gross Sales with a ten percent (10%) Net Profit Margin in any fiscal quarter.

 

For the purposes of Section 4 of this Agreement, Gross Sales shall mean the total amount of sales collected from merchant processors during a fiscal quarter. Such figure shall be calculated prior to any returns (full or partial) in the event of a refund executed by the Company or in the event of a chargeback executed by the merchant processor; Profitability shall mean Net Income (as defined by GAAP) greater than $0.00 for any fiscal quarter; and Net Profit Margin shall mean the percent result of profit over sales as represented by the following formula: Net Income (as defined by GAAP) divided by Net Sales (as defined by GAAP).

 

 
 

 

5. Distributions; Payments. Prior to the exercise of the Option, the Option shall not entitle Fitzpatrick to any distributions of the Company or other payments whatsoever with respect to the Option.

 

6. Changes in Capital Structure. As determined by CVLB PR in its sole discretion, if any change is made in the capitalization of the Company which reduces the value of the Option, appropriate adjustment may be (but shall not need to be) made by CVLB PR to the end that the economic interest shall be maintained as before the occurrence of such an event.

 

7. Non-transferability. The Option is nontransferable and may not be sold, transferred or hypothecated at any time by Fitzpatrick.

 

8. Complete Statement. This Agreement contains a complete statement of all the arrangements between the parties with respect to their subject matter and cannot be changed except by a writing executed by both parties.

 

9. Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of New York.

 

[Signature page follows]

 

2
 

 

IN WITNESS WHEREOF the parties have signed this Agreement as of the date above first written.

 

   
  Sean Fitzpatrick
     
  Conversion Labs PR, LLC
   
  By:  
  Name: Justin Schreiber
  Title: President
     
  ACCEPTED AND AGREED:
   
  LEGALSIMPLI SOFTWARE, LLC
   
  By:  
  Name: Sean Fitzpatrick
  Title: President

 

 

 

 

Exhibit 10.6

 

OPTION AGREEMENT

 

COnversion LABS PR, llc

 

This Option Agreement (this “Agreement”) is entered into as of this __ day of January, 2021 by and between Conversion Labs PR, LLC, a Puerto Rico limited liability company with an address at 53 Calle Palmeras, Suite 802, San Juan, Puerto Rico 00901 (“CVLB PR”), and Varun Pathak, an individual residing at ________________________________ (“Pathak”).

 

RECITALS:

 

WHEREAS, CVLB PR seeks to grant to Pathak the right to purchase 2,100 units of membership interest (the “Units”) of LegalSimpli Software, LLC, a limited liability company organized and existing under the laws of Puerto Rico (the “Company”) from CVLB PR upon the Company achieving specific performance goals as described herein;

 

NOW THEREFORE, CVLB PR grants the following option to Pathak:

 

1. Grant of Option. Pathak shall have the option or right to purchase (the “Option”) up to 2,100 Units of the Company in accordance with all of the terms set forth in this Agreement.

 

2. Exercise Price. The purchase price for Option shall be a nominal value of $1.00 (the “Exercise Price”).

 

3. Time and Method of Payment. The Exercise Price shall be paid in full in cash at the time the Option is exercised.

 

4. Term of Option. The Option may be exercised by Pathak only in tranches, with each tranche consisting of 700 Units. One tranche of Units shall vest upon the occurrence of the Company achieving each of the following performance targets prior to December 31, 2021, at which date this Agreement and Option shall expire:

 

  (i) $2,500,000 of Gross Sales in any fiscal quarter;
  (ii) $4,000,000 of Gross Sales and achieving Profitability in any fiscal quarter; and
  (iii) $8,000,000 of Gross Sales with a ten percent (10%) Net Profit Margin in any fiscal quarter.

 

For the purposes of Section 4 of this Agreement, Gross Sales shall mean the total amount of sales collected from merchant processors during a fiscal quarter. Such figure shall be calculated prior to any returns (full or partial) in the event of a refund executed by the Company or in the event of a chargeback executed by the merchant processor; Profitability shall mean Net Income (as defined by GAAP) greater than $0.00 for any fiscal quarter; and Net Profit Margin shall mean the percent result of profit over sales as represented by the following formula: Net Income (as defined by GAAP) divided by Net Sales (as defined by GAAP).

 

     
     

 

5. Distributions; Payments. Prior to the exercise of the Option, the Option shall not entitle Pathak to any distributions of the Company or other payments whatsoever with respect to the Option.

 

6. Changes in Capital Structure. As determined by CVLB PR in its sole discretion, if any change is made in the capitalization of the Company which reduces the value of the Option, appropriate adjustment may be (but shall not need to be) made by CVLB PR to the end that the economic interest shall be maintained as before the occurrence of such an event.

 

7. Non-transferability. The Option is nontransferable and may not be sold, transferred or hypothecated at any time by Pathak.

 

8. Complete Statement. This Agreement contains a complete statement of all the arrangements between the parties with respect to their subject matter and cannot be changed except by a writing executed by both parties.

 

9. Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of New York.

 

[Signature page follows]

 

  2  
     

 

IN WITNESS WHEREOF the parties have signed this Agreement as of the date above first written.

 

   
  Varun Pathak
   
  Conversion Labs PR, LLC
     
  By:  
  Name: Justin Schreiber
  Title: President
     
  ACCEPTED AND AGREED:
     
  LEGALSIMPLI SOFTWARE, LLC
     
  By:  
  Name: Sean Fitzpatrick
  Title: President

 

  3  

 

 

Exhibit 99.1

 

Jan 28, 2021 10:30am

 

Conversion Labs Increases Stake in Fast-Growing SaaS Subsidiary

 

NEW YORK, Jan. 28, 2021 (GLOBE NEWSWIRE) — Conversion Labs, Inc. (NASDAQ: CVLB), a leading direct-to-consumer telemedicine company, has increased its stake in its legacy LegalSimpli Software subsidiary from 51% to 82.6%, largely from the conversion of long-term debt held by Conversion Labs into equity.

 

LegalSimpli operates PDFSimpli.com, an online software-as-a-service (SaaS) that allows users to easily create, edit, convert, sign and share PDF documents. The subsidiary is currently operating at an annualized run-rate revenue of more than $18 million.

 

“Since we first invested in LegalSimpli in 2018, its growth has been explosive, driven by its exceptionally talented management team and the same trends driving our telemedicine business, including the massive consumer shift toward subscription-based online services,” noted Conversion Labs’ CEO, Justin Schreiber.

 

Corey Deutsch, head of corporate development, added: “Conversion Labs remains 100% focused on the tremendous growth opportunities in telemedicine, as evidenced by the triple-digit growth in our Rex MD and Shapiro MD brands over the last year. However, as we begin to explore strategic alternatives for this valuable, yet non-core asset, we believe it was an opportune time and advantageous to our shareholders to secure a significantly larger position at favorable terms.”

 

Further details of the transaction can be found in the company’s current report on Form 8-K filed with the Securities and Exchange Commission and available at sec.gov and from the investor section of the company’s website at ir.conversionlabs.com.

 

About Conversion Labs

 

Conversion Labs, Inc. is a leading telemedicine company with a portfolio of online direct-to-consumer brands. The company combines virtual medical treatment with prescription medications and unique over-the-counter products. Its network of licensed physicians offers telemedicine services and direct-to-consumer pharmacy to consumers across the U.S. To learn more, visit Conversionlabs.com.

 

Annual Recurring Revenue

 

Conversion Labs calculates its annual recurring revenue (ARR) by multiplying by 12 the monthly sum of revenue attributed exclusively to automatic subscription sales from customers that are engaged in the company’s rebill structure as it applies to its main brands: Shapiro MD, Rex MD and PDFSimpli. In the company’s calculation of ARR, it does not consider single sales from customers that repurchase its products through the company’s standard checkout pages, Amazon Marketplace or involving the assistance of a customer service representatives. It also does not include revenue from the initial purchase of a new subscriber.

 

 
 

 

Important Cautions Regarding Forward-Looking Statements

 

This news release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things our plans, strategies and prospects — both business and financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release may be identified by the use of forward-looking words such as “believe,” “expect,” “anticipate,” “should,” “planned,” “will,” “may,” “intend,” “estimated,” and “potential,” among others. Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities and Exchange Commission. All forward-looking statements attributable to Conversion Labs, Inc. or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.

 

Company Contact

 

Conversion Labs

Juan Manuel Piñeiro Dagnery

CFO

Email Contact

 

Media and Investor Relations Contact

 

Ron Both or Grant Stude

CMA Investor Relations

Tel (949) 432-7566

Email Contact