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8-KAccepted Oct 1, 5:00 PM ET

Nexalin Technology Announces Exclusive Latin America Distribution Deal

NXLNexalin Technology, Inc.

Accepted (ET)

5:00 PM

Oct 1, 2026

Filed

Oct 1, 2026

Documents

14

Size

497.9 KB

Summary

Nexalin Technology Announces Exclusive Latin America Distribution Deal

Updated

What Happened

  • Nexalin Technology, Inc. announced on Oct 1, 2026 (Agreement effective Sept 22, 2026; signed Sept 28, 2026) that it entered a Distribution Agreement with the Original Distributors acting on behalf of INOVANEXA MEDICAL TECHNOLOGIES S.A. (in formation), authorized to operate as “Nexalin LATAM.”
  • The Distributor is named the Company’s exclusive importer, distributor, promoter and seller of the Nexalin Sync non‑invasive neurostimulation device (and related accessories/disposables) in Brazil, Argentina, Chile, Uruguay, Paraguay, Ecuador and Venezuela.

Key Details

  • Contract term: initial 10‑year term with automatic successive 10‑year renewals if performance requirements are met.
  • Commercial program: initial 100‑device commercialization program with tiered per‑device pricing; Distributor must place an immediate binding order for 5 devices (pilot expected within 90 days) and another order for 5 devices within 12 months of the pilot.
  • Manufacturing & regulatory: upon purchase of the first 30 devices, the Distributor must establish local manufacturing in Brazil (at its cost) under a separate Licensing and Manufacturing Agreement; transfer of ANVISA regulatory approvals to the Distributor is conditional on meeting performance metrics, with up to a 30‑month transition period.
  • Exclusivity & performance: Distributor must meet minimum aggregate revenue targets within the first 30 months and minimum annual revenues thereafter to retain exclusivity; failure to meet targets can lead Nexalin to revoke exclusivity or terminate in specified cases.
  • IP & supply: Nexalin retains sole ownership of Product IP and will exclusively supply encrypted circuit boards; Distributor bears importation, regulatory compliance, marketing and local manufacturing costs. The parties may agree alternative structures (including profit‑sharing) for larger public or private transactions.

Why It Matters

  • This is a material commercial expansion for Nexalin into seven Latin American markets via a long‑term exclusive partner, establishing a clear path for pilot testing, local manufacturing and on‑the‑ground commercialization.
  • Key investor issues to watch: Distributor performance targets that control exclusivity, timing and success of the Brazil pilot and regulatory transfer (ANVISA), and the economics of local manufacturing (per‑device compensation and royalties) which will affect Nexalin’s revenue mix from locally assembled devices.

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