0001654954-21-006589.txt : 20210604 0001654954-21-006589.hdr.sgml : 20210604 20210604093223 ACCESSION NUMBER: 0001654954-21-006589 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210601 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20210604 DATE AS OF CHANGE: 20210604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Sanara MedTech Inc. CENTRAL INDEX KEY: 0000714256 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 592220004 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-39678 FILM NUMBER: 21995165 BUSINESS ADDRESS: STREET 1: 1200 SUMMIT AVE STREET 2: SUITE 414 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-529-2300 MAIL ADDRESS: STREET 1: 1200 SUMMIT AVE STREET 2: SUITE 414 CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER COMPANY: FORMER CONFORMED NAME: WOUND MANAGEMENT TECHNOLOGIES, INC. DATE OF NAME CHANGE: 20080611 FORMER COMPANY: FORMER CONFORMED NAME: MB SOFTWARE CORP DATE OF NAME CHANGE: 19960805 FORMER COMPANY: FORMER CONFORMED NAME: INAV TRAVEL CORPORATION DATE OF NAME CHANGE: 19920703 8-K 1 smti_8k.htm FORM 8-K smti_8k
 
 

 
 
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): June 3, 2021
 
 
SANARA MEDTECH INC.
(Exact name of registrant as specified in its charter)
 
Texas
001-39678
59-2219994
(State or other jurisdiction of
(Commission File Number)
(IRS Employer
incorporation)
 
Identification No.)
 
 
 
 
1200 Summit Avenue, Suite 414
Fort Worth, Texas
 
76102
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (817) 529-2300
 
(Former name or former address, if changed since last report)
 
Not Applicable
 
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 (see General Instruction A.2. below):
 
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))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading
Symbol(s)
 
Name of each exchange on which registered
 
Common Stock, $0.001 par value
 
SMTI
 
The Nasdaq Capital Market
 
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. ☐
 
 

 
 
Item 7.01                       
Regulation FD Disclosure.
 
On June 4, 2021, Sanara MedTech Inc. (the “Company”) issued a press release announcing the closing of an investment in Pixalere Healthcare Inc. (“Pixalere”). A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
 
The information in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth in such filing.
 
Item 8.01                       
Other Events.
 
On June 3, 2021, the Company purchased Class A Preferred Shares (the “Shares”) of Pixalere that are convertible into 27.3% of the outstanding equity of Pixalere. Pixalere provides a cloud-based wound care software tool that empowers nurses, specialists and administrators to deliver better care for patients. In connection with the Company’s purchase of the Shares, Pixalere granted Pixalere Healthcare USA, LLC (“Pixalere USA”), a subsidiary of the Company, a royalty-free exclusive license to use the Pixalere software and platform in the United States. In conjunction with the grant of the license, the Company issued Pixalere a 27.3% equity ownership interest in Pixalere USA.
 
Item 9.01                       
Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit No.
Description
Press Release issued June 4, 2021 (furnished pursuant to Item 7.01).
 
 
 
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.
 
Date:
June 4, 2021
 
 
 
 
 
 
 
 
Sanara MedTech Inc.
 
 
 
 
 
 
By:
/s/ Michael D. McNeil                                            
 
 
 
Name: Michael D. McNeil
 
 
 
Title: Chief Financial Officer
 
 
 
EX-99.1 2 smti_ex991.htm PRESS RELEASE ISSUED JUNE 3, 2021 (FURNISHED PURSUANT TO ITEM 7.01). smti_ex991
 
Exhibit 99.1
 
 
 
Sanara MedTech Inc. Announces Exclusive Partnership with Pixalere Healthcare Inc. to Advance its Comprehensive Wound and Skin Care Strategy
 
FORT WORTH, TX / ACCESSWIRE / June 4, 2021 / Sanara MedTech Inc.
 
Based in Fort Worth, Texas, Sanara MedTech Inc. (“Sanara,” the “Company,” “we,” “our” or “us”) (NASDAQ: SMTI), a provider of surgical and chronic wound care products dedicated to improving patient outcomes, announced today that it has closed an exclusive partnership with Pixalere Healthcare Inc. (“Pixalere”).
 
Ron Nixon, Sanara’s Executive Chairman, stated, “Our goal at Sanara MedTech is to offer comprehensive wound and skin care solutions across all care settings. Our partnership with Pixalere is key to furthering that goal by combining Pixalere’s technology, including decision support, documentation, and wound tracking analytics, with complementary Sanara solutions that offer virtual access to expert wound and skin physicians/clinicians, advanced diagnostics, and wound care product order fulfillment.”
 
Investment and Partnership Overview
 
Sanara purchased Class A Preferred Shares of Pixalere convertible into 27.3% of the outstanding equity of Pixalere. Sanara will report its investment in Pixalere using the using the equity method of accounting. Sanara’s 27.3% share of Pixalere’s operations will be included in Sanara’s Statement of Operations as Other income (or expense).
 
In conjunction with this investment, Sanara has established Pixalere Healthcare USA, LLC (“Pixalere USA”) as a subsidiary of Sanara. Pixalere granted Pixalere USA a royalty-free exclusive license to use the Pixalere software and platform in the United States. In exchange for the exclusive license, Pixalere USA issued a 27.3% equity ownership interest to Pixalere.
 
Pixalere Overview
 
Pixalere is a cloud-based wound care software tool that empowers nurses, specialists, and administrators to deliver better care from the patient bedside. Currently, Pixalere serves and supports 8,000+ daily clinical users as they treat 40,000+ patients with wounds annually in Canada and other non-U.S. markets. Pixalere currently provides the following solutions to its customers:
 
A collaboration tool for nurses and wound care specialists
Wound tracking analytics
Recommended treatment plans/decision support
Automated referrals.
 
These capabilities are currently being integrated with Sanara’s WounDerm platform to better serve the U.S. wound care market.
 
 
 
 
Pixalere/WounDerm Integration
 
Sanara’s partnership with Pixalere advances the Company’s comprehensive wound and skin care strategy by integrating key solutions that have been developed by WounDerm with Pixalere’s current capabilities. This is expected to allow Sanara’s technology to be paired with a proven scalable model that arms bedside caregivers who do not specialize in wound care with more information and guidance than the current standard of care.
 
The WounDerm features currently being integrated with Pixalere include:
 
The WounDerm mobile app
Wound care plan algorithms
Efficient revenue cycle workflows
Automated and editable progress note development
Wound assessment forms that interface with corresponding wound assessment data in providers’ electronic health records systems and practice management systems.
The partnership will utilize Pixalere’s experienced IT team to support the maintenance and customization requests that Pixalere USA will require.
 
Sanara and Pixalere plan to explore the use of the Precision Healing smart pad and imager, Sanara’s proprietary product portfolio, and Sanara’s telehealth services in Pixalere’s current non-U.S. markets which include Canada, South Africa, Australia and New Zealand.
 
About Sanara MedTech Inc.
 
With a focus on improving patient outcomes through evidence-based healing solutions, Sanara MedTech Inc. markets and distributes wound and skincare products to physicians, hospitals, clinics, and all post-acute care settings and is seeking to offer wound care and dermatology virtual consultation services via telemedicine. Sanara’s products are primarily sold in the North American advanced wound care and surgical tissue repair markets. Sanara MedTech markets and distributes CellerateRX® Surgical Activated Collagen® to the surgical markets as well as the following products to the wound care market: BIAKŌS™ Antimicrobial Skin and Wound Cleanser, BIAKŌS™ Antimicrobial Wound Gel, BIAKŌS™ Antimicrobial Skin and Wound Irrigation Solution and HYCOL™ Hydrolyzed Collagen. Sanara is constantly seeking long-term strategic partnerships with a focus on products that improve outcomes at a lower overall cost. In addition, Sanara is actively seeking to expand within its six focus areas of wound and skincare for the acute, post-acute, and surgical markets. The focus areas are debridement, biofilm removal, hydrolyzed collagen, advanced biologics, negative pressure wound therapy adjunct products, and the oxygen delivery system segment of the healthcare industry. For more information, visit SanaraMedTech.com.
 
Information about Forward-Looking Statements
 
The statements in this press release that do not constitute historical facts are “forward-looking statements,” within the meaning of and subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. These statements may be identified by terms such as “anticipate,” “believes,” “contemplates,” “continue” “could,” “estimates,” “expect,” “intend,” “may,” “plan,” “potential” “predicts,” “preliminary,” “project,” “seek,” “should,” “target,” “will,” or “would,” or the negatives of these terms, variations of these terms or other similar expressions. These forward-looking statements include statements regarding the strategic partnership with Pixalere and the integration of Pixalere’s technology into Sanara’s product and service offerings, the expansion of the strategic partnership with Pixalere to non-U.S. markets, the development of new products and expansion of the Company’s business in telehealth and wound care. These items involve risks, contingencies and uncertainties such as the extent of product demand, market and customer acceptance, the effect of economic conditions, competition, pricing, the ability to consummate and integrate acquisitions, and other risks, contingencies and uncertainties detailed in the Company’s SEC filings, which could cause the Company’s actual operating results, performance or business plans or prospects to differ materially from those expressed in, or implied by these statements.
 
All forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to revise any of these statements to reflect the future circumstances or the occurrence of unanticipated events, except as required by applicable securities laws.
 
Investor Contact:
 
Callon Nichols, Director of Investor Relations
713-826-0524
CNichols@sanaramedtech.com
 
SOURCE: Sanara MedTech Inc.