-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, B9oahUy6pTJUh7aK8ge4JUVPCAGt5SWMaghOubdSH0NXvcfcNjf5J3N3lBY1OptS px0lpraE+VrfmeyKDzHOJA== 0000950133-98-003346.txt : 19980922 0000950133-98-003346.hdr.sgml : 19980922 ACCESSION NUMBER: 0000950133-98-003346 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980921 ITEM INFORMATION: FILED AS OF DATE: 19980921 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMPLETE WELLNESS CENTERS INC CENTRAL INDEX KEY: 0001022828 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 521910135 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22115 FILM NUMBER: 98712405 BUSINESS ADDRESS: STREET 1: 666 11TH ST N W SUITE 200 CITY: WASHINGTON STATE: DC ZIP: 20001 BUSINESS PHONE: 2026399700 MAIL ADDRESS: STREET 1: 666 11TH STREET N W STREET 2: SUITE 200 CITY: WASHINGTON STATE: DC ZIP: 20001 8-K 1 FORM 8-K, COMPLETE WELLNESS CENTERS, INC. 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT: SEPTEMBER 21, 1998 Complete Wellness Centers, Inc. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (Exact Name of Registrant as specified in its Charter) Delaware 0-22115 52-1910135 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (State or other jurisdiction (Commission File No.) (I.R.S. Employer or corporation) Identification No.) 666 11th Street, NW, Suite 200 Washington, D.C. 20001 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (Address of Principal (Zip Code) Executive Offices) Registrant's telephone number, including area code: (202) 639-9700 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - (Former name or former address, if changed since last report) Item 5. I. On September 2, 1998, the Board of Directors approved the addition of two board seats, making nine (9) the number of authorized seats. Joseph J. Raymond Jr. was elected to the Company's Board of Directors on September 2, 1998. A copy of the press release announcing his election is included as an attachment. In a separate action, on September 10, 1998, Frederick Simon resigned as a member of the Company's Board of Directors. The Company's Board is currently comprised of seven (7) members; C. Thomas McMillen, E. Eugene Sharer, Robert Mrazek, Eric Kaplan, James McMillen M.D., Sergio Vallejo D.M.D., and Joseph Raymond Jr. Exhibit I. Press Release 2 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: September 21, 1998 Complete Wellness Centers, Inc. By: /s/ E. Eugene Sharer ---------------------- E. Eugene Sharer, Vice Chairman EX-99.1 2 PRESS RELEASE 1 [COMPLETE WELLNESS CENTERS INC. LETTERHEAD] [LOGO] COMPLETE WELLNESS CENTERS INC. FOR IMMEDIATELY RELEASE NASDAQ SCM: CMWL;CMWLW Contact: C. Thomas McMillen, Chairman and C.E.O. or Investor Relations Counsel Complete Wellness Centers, Inc. The Equity Group Inc. (202) 639-9700 Linda Latman (212) 836-9609 JOSEPH J. RAYMOND, JR. NAMED TO THE BOARD OF DIRECTORS OF COMPLETE WELLNESS CENTERS WASHINGTON, D.C.- September 9, 1998 - Complete Wellness Centers, Inc. ("CWC"), a multidisciplinary healthcare services company, today announced that Joseph J. Raymond, Jr., age 36, has been elected to the Company's Board of Directors. With this addition, there are now eight directors serving on Complete Wellness Centers' Board of Directors. Separately, the Company announced that its Board of Directors approved a resolution to increase the size of the Board to nine members; Mr. Raymond's election leaves one current vacancy on CWC's Board. Additionally, CWC's Board of Directors approved a consulting agreement with RVR Consulting Group, Inc. to assist CWC in its operational and acquisition efforts. Mr. Raymond and another current member of CWC's Board of Directors, Sergio Vallejo, D.M.D., are currently principals of RVR Consulting Group, Inc. Earlier in his career, Mr. Raymond was President of JJR, Inc., an independent financial consulting firm specializing in providing financial, operational and administrative growth solutions for companies throughout the United States. In 1987, he formed Transworld Services Group ("TSG"), a strategic staffing firm responsible for placing workers in temporary staffing positions. Under his leadership, TSG grew to a $45 million annual run rate employing 4,000 people in five states. TSG was Central Florida's largest temporary staffing agency for several years and one of the few staffing firms in the United States to achieve ISO 9002 certification. In 1994, Inc. Magazine cited TSG as the 53rd fastest growing private company in the United States. Mr. Raymond sold TSG in 1996 to Corestaff, Inc., where he remained as Vice President of Operations until December 31, 1997. In January 1998, Mr. Raymond founded RVR Consulting Group, Inc. (more) 2 Complete Wellness Centers News Release Page 2 September 9, 1998 Mr. Raymond earned his Bachelor of Arts degree from Rollins College, with dual majors in Business and Economics. He has remained active in the Society for Human Resource Management since 1990 and has served on the Business Advisory Board of the Orange County Public School System since 1994. C. Thomas McMillen, Chairman and Chief Executive Officer of Complete Wellness Centers, stated, "Joe Raymond, Jr. brings to our Board of Directors an impressive track record of successful business start-ups. He has special expertise in the areas of business acquisition, integration and management. He has hands-on experience in strategic planning, operations and finance. We also welcome his expertise in all aspects of mergers, acquisitions and business consolidation. We are fortunate to have Joe on our Board and we are confident that he will contribute further to achieving the Company's long and short term goals." Complete Wellness Centers, Inc., a multi-disciplinary health services company, develops traditional and alternative provider networks, integrated medical centers, and related products focused on patient wellness. Its common stock and warrants trade on the NASDAQ Small Cap market under the symbols, CMWL and CMWLW, respectively. ### -----END PRIVACY-ENHANCED MESSAGE-----