(Note: This is NOT an IPO. This is a NASDAQ uplisting from the OTCQB Marketplace. IPOScoop has NO CALL on uplistings.)

(Note: SOBR Safe, Inc. announced the pricing of its public offering on Friday, May 13, 2022, at downsized terms: 2.35 million units (vs. 2.67 million units in the prospectus) at $4.25 each -the bottom of its $4.25-to-$4.75 range – to raise $9.99 million. The company updated its NASDAQ uplisting (public offering) plans on Friday, May 6, 2022, by changing its banker to Aegis Capital Corp. as the sole book-runner (from its previous sole book-runner of Alexander Capital with Revere Securities as the co-manager), according to an S-1/A filing. In that May 6, 2022, SEC filing, SOBR Safe revised its price range to $4.25 to $4.75 from its previous range of $4.00 to $5.00 – and kept the deal’s size at 2.67 million units. On April 20, 2022, SOBR Safe revised its NASDAQ public offering (uplisting) for the second time by putting the warrants back in the deal and sizing it at 2.67 million units – up from 2.4 million shares in an April 8, 2022, filing – and cutting the price range to $4.00-to-$5.00 – down from $4.50 to $5.50 – to raise $12.02 million. In an S-1/A filing dated April 8, 2022, SOBR Safe trimmed its public offering for the NASDAQ uplisting to 2.4 million shares – revamping the proposed uplisting by removing the warrants. The initial terms called for 3 million units.)

(Note: Shares of SOBR Safe are expected to trade on Monday, May 16, 2022, under the proposed symbol “SOBR” and the warrants under the proposed symbol “SOBRW” – both on NASDAQ.)

(Note: Unless otherwise noted, the share and per share information in this prospectus reflects a reverse stock split of the outstanding Common Stock of the Company at an assumed one-for-three (1:3) ratio to occur immediately following the effective date but prior to the closing of the offering. The financial statements, which are included on pages F-1 through F-60, and associated Management’s Discussion and Analysis disclosure, have not been adjusted for the planned 1-for-3 reverse stock split.)

We intend to provide companies with non-invasive technology to quickly and safely identify potential alcohol issues with their employees or contractors, that if left undetected could cause injury or death. These technologies will be integrated within our robust and scalable data platform, producing statistical and measurable user and business data. Our mission is to save lives, increase productivity, create significant economic benefit for our customers and positively impact behavior. To that end, we developed the scalable, patent-pending SOBRSafe™ software platform for non-invasive alcohol detection and identity verification, a solution that has anticipated applications in commercial vehicle fleets, manufacturing and warehousing, construction, and for commercial fleet and youth drivers in a wearable form. We believe that uniform daily use of our device could result in material insurance savings across workers’ compensation, general liability and fleet policies.

We have successfully completed several pilot testing programs involving our SOBRcheck™ device, which is our first device that has our scalable, patent-pending SOBRSafe™ software platform for non-invasive alcohol detection and identity verification.  These pilot programs have provided validation of both our SOBRSafe™ software platform and our SOBRcheck™ device.  As a result, we have now progressed to commercial production of our first SOBRcheck™ devices, which we began to use for our initial customers.  At the end of 2021, we had several customers in the sales cycle, but our SOBRcheck™ devices were not delivered to them until January 2022.  As a result, we will not invoice these customers or receive any revenue from the customers until the first quarter of 2022.  The timing of our commercial launch of our SOBRcheck™ device has been delayed several times in 2021 primarily as a result of our pursuit of adequate financing (since obtained), signing up pilot customers to test our device (which was more difficult over the summer due to travel schedules of some of our target customers), and some supply chain issues largely caused by the COVID-19 pandemic.   In addition, during the pilot testing of our SOBRcheck™ device we discovered that alcohol-based hand sanitizer caused false readings by the device.  In response to this discovery, we have made adjustments to the analytics in our SOBRSafe™ technology and added a required protocol of not utilizing alcohol-based sanitizers to our protocols for using the SOBRcheck™ device. 

Our second device, a wearable wristband SOBRsure™, utilizes the same SOBRsafe™ sensor technology, which proved out during the SOBRcheck™ pilot tests. The primary intended application for this band is for young individual drivers and commercial fleet management, with an additional potential application in alcohol rehabilitation. We plan for the wearable band to be commercially available in August 2022.

Manufacturing and assembly of our SOBRcheck™ device will take place in the United States.

Our SOBRsafe™ technology can also be deployed across numerous additional devices for various uses; among those we are currently exploring include possible integrations with existing telematics systems for fleet vehicles, as well as law enforcement technologies to enhance public safety. In addition, we are proactively evaluating other emerging technologies that detect, or may detect, the presence of other substances in the human body. Currently, our plan is to deploy our SOBRSafe™ technology in two initial devices: the SOBRsure™ wearable band and the SOBRcheck™ system.