8-K

UNITED STATES

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 (Date of earliest event reported) March 6, 2018

FIRST CHOICE HEALTHCARE SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)  

Delaware	000-53012	90-0687379
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

709 S. Harbor Blvd., Suite 250, Melbourne, FL	32901
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (321) 725-0090

(Former name of former address, if changed since last report.)

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))

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

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. ☐

Introductory Comment – Use of Terminology

Throughout this Current Report on Form 8-K, the terms “Company,” “we,” “us,” and “our” refers to First Choice Healthcare Solutions, Inc. 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officer; Compensatory Arrangements of Certain Officers.

On March 6, 2018, Donald Bittar, a member of the Board of Directors (the “Board”) of the Company, notified the Company of his intention to retire from the Board, effective immediately. Mr. Bittar did not advise the Company of any disagreement with the Company on any matter relating to its operations, policies or practices.

Effective March 6, 2018, the Board accepted Mr. Bittar’s resignation as a member of the Board and appointed Sheila H. Schweitzer to the Board to fill the resulting vacancy.

Ms. Schweitzer brings to the Board over 30 years of business experience in the healthcare field, specifically the revenue cycle. In such capacity, she has held numerous founder and executive/industry association leadership roles with several companies and organizations.

From 2002 until 2009, she served as Chief Executive Officer of CareMedic Systems, Inc., a provider of revenue cycle management solutions to hospitals and healthcare providers in the United States and Puerto Rico. Thereafter, from 2009 until 2011, she served as Senior Vice President of Strategy for Optum, Inc., a provider of healthcare analytics, population health management, clinical performance, revenue cycle management, medical necessity, risk and quality enablement, and compliance solutions to provider organizations, and benefits management, health management, financial management, and health and well-being solutions to Fortune 500 employers. Additionally, and most recently, she founded and served as Chief Executive Officer of PatientMatters, LLC, a manager of patient receivables for hospitals and healthcare providers.

Furthermore, her industry association leadership positions included Chairman of AFEHCT (2005), member of the WEDI Foundation Board (2001 and 2002). She was awarded Person of the Year by HIMSS Medical Banking Project in 2008 and was also nominated as Entrepreneur of the Year in Louisville, Kentucky in 1993 and was a founder and author of a whitepaper for EDI-USA. Ms. Schweitzer holds a B.S. degree in Chemistry from Western Kentucky University.

There are no family relationships between Ms. Schweitzer and any director or other executive officer of the Company nor are there any transactions between Ms. Schweitzer or any member of her immediate family and the Company or any of its subsidiaries that would be reportable as a related party transaction under the rules of the United States Securities and Exchange Commission.

On March 9, 2018, the Company issued a press release announcing the retirement of Mr. Bittar and resulting appointment of Ms. Schweitzer to the Board. A copy of the press release is filed with this Form 8-K as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d)       Exhibits:

Exhibit No.	Description
99.1	Press Release

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SIGNATURE

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.

	FIRST CHOICE HEALTHCARE SOLUTIONS, INC.
	(Registrant)
Date: March 9, 2018
	/s/ Chris Romandetti
	Name: Chris Romandetti
	Chief Executive Officer

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EX-99.1

Exhibit 99.1

 

First Choice Healthcare Solutions Announces Appointment of Sheila Schweitzer to Board of Directors and Retirement of Donald Bittar

MELBOURNE, FL -- (Marketwired – March 09, 2018) - First Choice Healthcare Solutions, Inc. (OTCQB: FCHS) ("First Choice" or the "Company"), one of the nation's only non-physician-owned, publicly traded healthcare services companies focused on the delivery of total musculoskeletal solutions with an emphasis on Orthopaedics and spine care, today announced the appointment of Ms. Sheila Schweitzer to the Board of Directors.

"We are honored to have an accomplished healthcare professional such as Sheila join our Board of Directors. Sheila’s wealth of experience with patients and providers will be instrumental at this critical juncture in our company history. Her involvement and advisement will allow us to continue with the growth of our business organically as well as continuing to evaluate M&A and strategic opportunities,” stated Chris Romandetti, President and CEO of First Choice.

Sheila has over 30 years of experience in the healthcare industry bringing tremendous depth of experience and success as a C-level executive, investor, and advisor. Sheila is also the founder and serves on the Board of PatientMatters Holding LLC, a technology and patient engagement firm helping healthcare providers manage patient financial obligations. Previously, she was Chairman and CEO of CareMedic, a HCIT revenue cycle management company; COO of MedUnite, a consortium of insurance/managed care companies that created a health data exchange; CEO of Presideo, a biometric security platform for HCIT systems; and SVP Operations of Envoy, the nation’s largest healthcare clearinghouse. Sheila is a recognized expert in the healthcare industry and has testified before the U.S. Congress and the Ministers of Health of the European Union on the topic of electronic transaction and claim processing. As an investor and executive, Sheila has been involved in over 40 deals totaling $3 billion. 

Sheila served on the boards of Aventura, the leading provider of awareness computing, Recondo Health, and National Electronic Attachment and led its sale to KKR.  Sheila was a founding member of WEDI, Workgroup for Electronic Data Interchange, and served on the ANSI X12 committee and participated in the development of the HIPAA legislation.  She was Chairperson of AFEHCT, Association for Electronic Healthcare Transactions, and The Medical Banking Project and led the mergers of both with HIMSS.  She has also held advisory roles with Aetna, Blue Cross and Blue Shield Association and NDC Health. Sheila holds a BS in Chemistry from Western Kentucky University.

Ms. Sheila Schweitzer commented, "Being based locally in Florida near First Choice’s facilities and intimately involved in the healthcare system of the state, I have watched closely with admiration the successful company Chris and his team have built. I look forward to working closely with the team, providing strategic insight and guidance through this transformative period.”

In conjunction with the appointment of Ms. Schweitzer, the Company also announced the retirement of Mr. Donald Bittar as a director of the Company effective March 6, 2018. "We want to thank Donald for his service and contributions to the First Choice board and wish him the best in his retirement," said Chris Romandetti.

As previously announced, Steward the Company’s strategic partner is in the process of nominating two directors to the FCHS board. The Company is in the final stages of seating the fifth candidate for our proposed Board of Directors.

About First Choice Healthcare Solutions, Inc.

Headquartered in Melbourne, Florida, First Choice Healthcare Solutions (FCHS) is implementing a defined growth strategy aimed at expanding its network of non-physician-owned medical centers of excellence, which concentrate on treating patients in the following specialties: Orthopaedics, Spine Surgery, Interventional Pain Management, Physical Therapy and other ancillary and diagnostic services in key expansion markets throughout the U.S. Serving Florida's Space Coast, the Company's flagship integrated platform currently administers over 100,000 patient visits each year and is comprised of First Choice Medical Group, The B.A.C.K. Center and Crane Creek Surgery Center. For more information, please visit www.myfchs.com, www.myfcmg.com, www.thebackcenter.net and www.cranecreeksurgerycenter.com.

Safe Harbor Statement

Certain information set forth in this news announcement may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of First Choice Healthcare Solutions, Inc. Such forward-looking statements are based on current expectations, estimates and projections about the Company's industry, management beliefs and certain assumptions made by its management. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. Information concerning factors that could cause the Company's actual results to differ materially from those contained in these forward-looking statements can be found in the Company's periodic reports on Form 10-K and Form 10-Q, and in its Current Reports on Form 8-K, filed with the Securities and Exchange Commission. Unless required by law, the Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise to reflect future events or circumstances or reflect the occurrence of unanticipated events.

Contact Information:
First Choice Healthcare Solutions, Inc.
Julie Hardesty
Phone: 321-725-0090 ext 288
Email: IR@myfchs.com

Investor Contact:
Valter Pinto / Allison Soss
KCSA Strategic Communications
Phone: +1 (212) 896-1254/+1 (212) 896-1267
Email: FCHS@KCSA.com