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): September 14, 2022

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))

Securities registered under Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
None	None	None

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 September 14, 2022, 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 September 14, 2022
99.2	Transcript of Interview of Seamus Lagan
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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: September 14, 2022	RENNOVA HEALTH, INC.
	By:	/s/ Seamus Lagan
		Seamus Lagan
		Chief Executive Officer
		(principal executive officer)

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EX-99.1

Exhibit 99.1

RENNOVA HEALTH, INC. PROVIDES BUSINESS UPDATE

WEST PALM BEACH, Fla. (Sept 14, 2022) – Rennova Health, Inc. (OTC: RNVA) Chief Executive Officer Seamus Lagan joined Stock Day host Everett Jolly to provide an update on the business and future plans.

Jolly began the interview by referring to the most recent 10Q filed by the Company and noting the improved net revenues and financial condition. He asked if the Company expected to have profitable operations going forward. Lagan responded by confirming that the hospital operations were significantly improved and that he believed that hospital operations would be profitable going forward. He also cautioned that a significant amount of legacy debt and other liabilities remained but pointed to the improvements made in the past year and his belief that improvements would continue.

Jolly asked for an update on the recently disclosed plan to expand the business into providing behavioral health services. Lagan confirmed the intention to move forward with this initiative and stated that the Company had recently hired an experienced individual to head up this new business. He also confirmed a focus of the new management in creating a detailed business plan that would, in part identify capital needs, and reminded his listeners that the business would utilize available space in the Company’s existing properties.

Jolly then asked for an update on the shares of common stock outstanding and asked Lagan if the Company had any plans to effect another reverse stock split. Lagan stated that there were approximately ten billion shares issued and outstanding and that there were two hundred and fifty billion shares authorized meaning that there was no need for a reverse split for the foreseeable future. He confirmed that the Company currently had no plans to complete a reverse split.

Jolly ended the interview by asking Lagan what message he would like the Company’s shareholders to take away from the interview. Lagan responded by referring to previous disclosures of the intention to stabilize the business and his belief that operations have now been stabilized, and that a capable and experienced management team was now in place, allowing the business to focus on building the behavioral health division and possibly looking at additional acquisitions again going forward.

To hear Seamus Lagan’s entire interview, follow the link to the podcast here:

https://audioboom.com/posts/8157101-rennova-health-inc-provides-update-to-the-stock-day-podcast

Investors Hangout is a proud sponsor of “Stock Day,” and Stock Day Media encourages listeners to visit the company’s message board at https://investorshangout.com/

About Rennova Health, Inc.

Rennova Health, Inc. (“Rennova,” the “Company,” “we”, “us”, “its” or “our”) is a provider of health care services. The Company owns one operating hospital in Oneida, Tennessee known as Big South Fork Medical Center, a hospital located in Jamestown, Tennessee that it plans to reopen, a physician’s practice in Jamestown, Tennessee that it plans to reopen and a rural clinic in Kentucky. 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.

Contact:

Rennova Health

561-855-1626

info@rennovahealth.com

EX-99.2

Exhibit 99.2

RENNOVA HEALTH INTERVIEW

CEO SEAMUS LAGAN ON UPTICK NEWSWIRE SEPTEMBER 2022

Speakers: Everett Jolly and Seamus Lagan

Jolly: On today’s show I am bringing back a returning guest; he was on my show back in July of this year. I’m talking about no other than Rennova Health, Inc. They trade on the OTC Markets under the ticker symbol ‘RNVA’ and with us today is the CEO and he will bring us up to speed and has lots of great news for the Company, Mr. Seamus Lagan. Seamus, welcome back to the show.

Lagan: Everett, thank you. It is always good to participate.

Jolly: I was impressed looking at some of the news, and you put out an incredible 10-Q on August 15th with revenues dwarfing last year’s revenues. The first two quarters of this year, you accumulated around $3.6 million compared to around $928,000 the same time last year in 2021. I think you guys are starting to finally gain traction. Moving forward, it appears to me from the recent 10-Q that operations are now profitable. Do you think that is an accurate interpretation and do you expect to continue to have profitability for the operations moving forward?

Lagan: Everett, I believe so. Everybody is very well aware we have had a very difficult number of years - the past two, three, four years even. As you just pointed out, this year our revenues have improved and our operations are starting to pay their own way. We have had a couple of fairly significant hurdles to overcome and we did confirm earlier in the year that we had received the critical access designation for the hospital. So, I believe that we will have a continued profitability, small profitability, in our operations. Look, we still have the corporate overhead and some corporate debt to deal with but we’re in a much better position than we were six and twelve months ago.

Jolly: You came on the show in July around the 25th or 26th, then you put out a press release on the 30th about receiving your first Medicare payment. Extrapolate what that means to your company and, if you would, go a little bit further than that and explain to my audience how big that is for the organization.

Lagan: It was the critical access designation being granted to the hospital and in the simplest terms that creates a slightly higher reimbursement with your same cost basis. For a rural hospital, it is a very important hurdle to overcome. Our hope is that it secures the future of that hospital for the longer term. I think that everybody is well aware that we’ve invested many millions of dollars into these operations, so to finally have them starting to pay their own way and break even and make a small profit is a fabulous hurdle to get over.

Jolly: You have been on this show many many years. With that being said, you have mentioned the intention to build a mental and behavioral health division. Where are we at with those plans and when do you see that coming to fruition?

Lagan: We just recently, literally in the last two weeks, started an individual who will head up that division and will be the CEO of that division. He is finalizing the plan and reviewing the plan that we have started, checking the numbers if you like. We want to be very careful, Everett, at this stage of where we are. We want to be careful that we have an accurate projection of capital requirements and what we expect. We are quite excited about this division, and we think that this will give us a good growth opportunity in a sector where there is a massive need. And we have underutilized property that we can put to use to service this sector. So, as I said we are excited that we have finally hired someone to head it up. He has many years of experience in the behavioral health sector in a senior management position. So, looking forward to trying to get something off the ground before year-end and we do want to be very careful with our numbers, get the capital in place and do it properly.

Jolly: Could you give my listeners an update on the number of shares outstanding and confirm that there is no plan to do another reverse split in the near future?

Lagan: That is accurate. We do not have any plan in the near future to do a reverse split. Unfortunately, we have had to do reverse splits quite regularly in the past and we do have about 10 billion shares approximately issued and outstanding, but the authorized share capital is 250 billion. So, that gives us a lot of room for any of our investors who convert their debt or convertible shares. So, hopefully there will not be any need for a reverse split in the foreseeable future.

Jolly: Before I let you go, could you just give me and my listeners a little bit of a health check-up of where the company is at and how you feel that you have progressed over the last six to twelve months, and how you look to the future and how you see everything shaping up.

Lagan: The simple summary for that, Everett, is that I used the word stabilization many times on your show and I think we are at a point where we have stabilized our operations. We now need to figure how we regrow the company. The behavioral health division is an immediate next step. We are actively looking at opportunities for acquisition again and we are very confident that we have a good management team on the ground, as well as a good financial team. Our filing has been timely. So, we think that we are well positioned to start and regrow this company into something quite meaningful with fairly significant revenues and profitable going forward. We still have as I said earlier some corporate debt and legacy debt that we have to take care of but we have made a lot of progress over the last year and six months on all of those things and we look forward to what the future holds for us.

Jolly: The company that we are highlighting here on Stock Day is Rennova Health, Inc. They trade on the OTC Markets under the ticker symbol ‘RNVA’ and I want to thank you for coming back on the show. Hopefully, you come back in 30 to 40 days and give us an update. I love what I’m seeing on the 10-Q and I wish you nothing but the best in the future.

Lagan: Thank you very much, I appreciate the opportunity to get some information out to our shareholders and listeners.

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Cover [Abstract]
Document Type	8-K
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Document Period End Date	Sep. 14, 2022
Entity File Number	001-35141
Entity Registrant Name	Rennova Health, Inc.
Entity Central Index Key	0000931059
Entity Tax Identification Number	68-0370244
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	400 S. Australian Avenue
Entity Address, Address Line Two	Suite 800
Entity Address, City or Town	West Palm Beach
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33401
City Area Code	(561)
Local Phone Number	855-1626
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false