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): July 1, 2019

Rennova Health, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-35141	68-0370244
(Commission File Number)	(I.R.S. Employer Identification No.)

400 S. Australian Avenue, Suite 800, West Palm Beach, Florida	33401
(Address of Principal Executive Offices)	(Zip Code)

(561) 855-1626

(Registrant’s Telephone Number, Including Area Code)

(Former Name or 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 (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))

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 July 1, 2019, Rennova Health, Inc. (the “Company”) issued a press release announcing that Seamus Lagan, our Chief Executive Officer, would be interviewed on Uptick Newswire’s “Stock Day” podcast with Everett Jolly. A copy of the press release is attached hereto as Exhibit 99.1 and a transcript of the interview is attached hereto as Exhibit 99.2.

The information furnished pursuant to this Item 7.01, including Exhibits 99.1 and 99.2, 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, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Exhibit Description
99.1	Press Release dated July 1, 2019
99.2	Transcript of Interview of Seamus Lagan

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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: July 1, 2019	RENNOVA HEALTH, INC.
	By:	/s/ Seamus Lagan
		Seamus Lagan
		Chief Executive Officer
		(principal executive officer)

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EX-99.1

rennova chief executive officer seamus lagan joins stock day for business update

WEST PALM BEACH, Fla. (July 1^st, 2019) – Rennova Health, Inc. (OTC: RNVA), (OTC: RNVAW) (“Rennova” or the “Company”), a vertically integrated provider of industry-leading diagnostics and supportive software solutions to healthcare providers that acquired Jellico Community Hospital, its third rural hospital in Tennessee, at the beginning of March 2019, announces that Rennova CEO and President of the Company, Seamus Lagan, joined Stock Day host Everett Jolly for a business update. 

Jolly began the interview by asking Lagan when he expects the 2018 financials to be completed. Lagan explained that changes in management, as well as increased business operations, have delayed the financials from being completed. However, the Company is on the way to completing their 2018 audit and expects to be fully compliant and up-to-date by mid-August. 

Jolly then asked about the Company’s rural hospital model and their most recent acquisition. Lagan explained that the Company’s business model is incredibly effective and shared his excitement for the growing opportunities provided by rural communities. He also shared that the more recent acquisition has progressed smoothly, although the Company’s previous acquisition presented more of a challenge. While transitioning billing services for the second company, from the seller to a new billing company in December 2018, an inaccurate pricing list was uploaded into the billing system at the facility. This resulted in a few setbacks to cash flow and put financial strain on all of the Company’s facilities. However, corrective action was implemented, and the Company is eager to put this difficult period behind it.

Lagan also shared that the Company is very confident in the addition of their third business, which is expected to continue its previous history of $1 million in revenue per month. He further explained, “We’re just in the final processes of the change of ownership, so we haven’t started receiving any collections yet.” However, he shared that the Company can expect to see these collections in the near future.

Jolly then asked Lagan about the Company’s goals for the remaining quarters in 2019. Lagan stated, “The rest of this year will be a consolidation of the current business operations.” He explained that the Company will keep their focus on the stabilization and integration of their businesses, while also increasing management capabilities to improve upon their existing business model. He also added that one of the Company’s main ambitions is to be cash-flow positive by the end of 2019.

To close the interview, Lagan shared his excitement for the future of the Company despite experiencing a few challenges during its second acquisition. “This has been a difficult period,” stated Lagan. He added, “we have a very different business plan and opportunity than we had 12-24 months ago.” He also shared his excitement for the release of the Company’s 2018 financials, “We really look forward to getting those numbers out there and letting people see what we’ve achieved.”

To hear Seamus Lagan’s entire interview, follow the link to the podcast here: https://audioboom.com/posts/7301595-ceo-seamus-lagan-of-rennova-health-inc-otcqb-rnva-june-19-update

About Rennova Health, Inc.

Rennova operates three rural hospitals and a physician’s office in Tennessee and a rural clinic in Kentucky, and provides industry-leading diagnostics and supportive software solutions to healthcare providers. Through an ever-expanding group of strategic brands that work in unison to empower customers, we are creating the next generation of healthcare. For more information, please visit www.rennovahealth.com

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Actual results may differ from expectations and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Additional information concerning these and other risk factors are contained in the Company’s most recent filings with the Securities and Exchange Commission. The Company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in their expectations or any change in events, conditions or circumstances on which any such statement is based, except as required by law.

Contacts:

Rennova Health
Sebastien Sainsbury, 561-666-9818
ssainsbury@rennovahealth.com

# # #

EX-99.2

Rennova Health Interview

CEO Seamus Lagan on Uptick Newswire July 2019

Speakers: Everett Jolly and Seamus Lagan

Jolly: On today’s show, we’re bringing back Rennova Health, Inc. They trade on the OTC markets under the ticker symbol RNVA. And with us today is the CEO and President of the company, Mr. Seamus Lagan. Seamus, welcome back to the show.

Lagan: Thank you, Everett.

Jolly: Well, it’s been a little while since you’ve been on the show. One of the things I wanted to ask you is, when can we expect the financial statements to be completed?

Lagan: They’re in process. Anybody that follows the company knows that we’ve had a couple of changes at the CFO level, which caused us a couple of delays. As well as that, the increased business operations took a little bit of extra resources. So, we have our 2018 audit, which is long overdue. The draft is on its way to our auditors and the first and now the second 10-Q work is well underway. I am hoping that by the time we get to the middle of August, we will have everything up-to-date and can get back into compliance with those filings, Everett.

Jolly: You know it’s been a little while since you’ve been on the show, and since then you guys completed a third acquisition in Tennessee some time in March or April. That being said, how are the hospitals performing and do you remain confident in the rural hospital model that you’re going after?

Lagan: Everett, I’m going to take the second part of your question first. This is an excellent model. There’s an absolute need in these rural communities, the business exists, and the opportunity remains a growing opportunity with an increased aging population in those rural communities. We’re very confident on the business opportunity. Back to the first part of your question, all acquisitions and integrations have their little challenges. While we move forward, it has not been without a few bumps in the road. Our third acquisition has been, I don’t want to say easy, but it has gone very well. However, we’ve had a bump in the road with our second acquisition from the middle of last year. We transitioned to a new billing company in December, and there were errors made at the facility that caused a completely inaccurate pricing list, Chargemaster as it is called, to be submitted into a new billing system. This caused a glitch in cash flow that had a knock-on effect of putting financial pressure on the facility, and even our additional facilities. So, right now we’re in the process of fixing that. We’ve brought in some new management, a very capable CEO has taken over that facility, and we have to re-engage with a couple of parties and get some contracts back in place with payers. We remain very committed to the long-term outcome of the facility and the community. But, as I said, a few bumps in the road haven’t been comfortable, but we’ll get through them. A three to four month glitch in a five to ten year business plan will disappear in history very quickly.

Jolly: On your third acquisition, can you give me and my listeners an understanding of how many beds there are and what is the totality of the value there?

Lagan: The information is out there in the previous announcements. It’s a nice little hospital in Jellico, Tennessee. The property is actually owned by the local authority and it is very well maintained and a very beautiful property. There was a rural clinic attached to that acquisition across the border in Kentucky. So, there’s an opportunity from both of those facilities, and I believe we’ve previously discussed it is historically doing about $1 million per month or thereabouts. We’re very comfortable that it remains in that range. We’re just in the final processes of the change of ownership, so we haven’t started receiving any collections yet. But we’re just at the line now where all of the claims should get dropped and we’ll see an influx of cash from those collections. And that will then swing into a normal operating business. So, we’re very comfortable with that one.

Jolly: My guest today is Seamus Lagan. He is the CEO and President of Rennova Health. It trades on the OTC markets under the ticker symbol RNVA. Going forward, what are your plans for the next two quarters?

Lagan: The rest of this year will be a consolidation of the current business operations. As I said, a couple of bumps in the road are currently being fixed. So, the stabilization and integration of these businesses and increased management capabilities across the board to operate and oversee the businesses and prove up the model will be our focus. We’re pretty comfortable that there are a number of additional acquisitions available to us when we’re ready. That is certainly not now and is probably unlikely to be in the second half of this year. We’re very comfortable that we can come out the end of this year with a nice operation that is cash-flow positive and proves the model for further acquisitions.

Jolly: Did I hear you say possibly by the end of the year the company would be cash-flow positive? I want to make sure I understand that.

Lagan: That’s the expectation. That’s been our ambition for a period of time. Obviously every additional acquisition pushes that back a little, but we’re definitely on route to get there. We are still being supported by our bankers. We’d like to get to the point where the business can stand on its own two feet and any additional money is purely for acquisitions.

Jolly: Before I let you go, in closing, what would you want your shareholders and my listeners to take away from this interview?

Lagan: The fact that we haven’t filed our financials has people looking at our company and saying, “Are these guys going to make it?”. This has been a difficult period. I’d like them to hear very clearly that we have a very different business plan and business opportunity from what we had 12-24 months ago. We really look forward to getting those numbers out there and letting people see what we’ve achieved, and we’re really looking forward to making that business work. So, that’s probably the current message I would like the shareholders to take away. Management continues to work very very hard to make that happen, Everett. We have a lot of very good people in the team who put all of their efforts into delivering what I just described.

Jolly: Well Seamus, I want to thank you for stopping by the show. I’m a big fan of yourself and especially your company, and I know that you guys are taking on not only one, but three elephants, and it’s taken a little bit of time to digest that. However, I think in the long run you guys are on track and I think things will work out. I want to thank you for coming on the show, it’s always a pleasure to have you on here. Hopefully, you’ll come back on in 40-50 days and maybe give us an update on the financials if they are out.

Lagan: I look forward to it, and hopefully they will be. Thank you, Everett.