UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): January 24, 2017

 

MEDICAL INNOVATION HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

 

Colorado   000-27211   84-1469319
(State or Other Jurisdiction   (Commission   (I.R.S. Employer
of Incorporation)   File Number)   Identification No.)

 

5805 State Bridge Road, Suite G-328, Duluth, Georgia 30097

(Address of Principal Executive Offices) (Zip Code)

 

(866) 883-3793

(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:

 

[  ] 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))

 

 

 

 
 

 

Explanatory Note:

 

From January 24, 2017 to May 10, 2017 the Company filed press releases under Section 8, “Other Events” on Form 8-K, the Company is hereby amending their disclosure to Section 7 “Regulation FD” and have attached Exhibits 99.1 through 99.5 herewith.

 

SECTION 7 — REGULATION FD

 

Item 7.01 Regulation FD Disclosure .

 

Press Releases

 

The information in this Item 7.01 of this Current Report is furnished pursuant to Item 7.01 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.

 

Between January 24, 2017 and May 10, 2017 Medical Innovation Holdings Inc. issued a press releases. The text of the press releases in their entirety is attached herewith as Exhibits 99.1 to 99.4.

 

SECTION 9 — FINANCIAL STATEMENTS AND EXHIBITS

 

ITEM9.01 Financial Statements and Exhibits.

 

The following is a complete list of exhibits filed aspart of this Report.

 

Exhibit numbers correspond to the numbers in the exhibittable of Item 601 of Regulation S-K.

 

Exhibit No.   Description
99.1   Press Release
99.2   Press Release
99.3   Press Release
99.4   Press Release

 

 
 

 

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.

 

  Medical Innovation Holdings, Inc.
     
  By /s/ Arturo Jake Sanchez
Date: July 31, 2017 Name:

Arturo “Jake” Sanchez

  Title: CEO

 

 
 

 

Exhibit 99.1

 

 

News Release

 

Medical Innovation Holdings, Inc: 2017 Shareholder Update

 

Duluth, GA – 05/10/17

 

Medical Innovation Holdings, Inc. (“MIHI” or the “Company”) (OTC: MIHI) is pleased to provide you with a shareholder update on the progress we made during fiscal year 2016. As we enter our fourth quarter of operations we are excited about our future and what that may bring to our company and our shareholders. As such, we are ecstatic to present our goals and objectives for the upcoming 2017 fiscal year.

 

By providing all manners of healthcare-related services and products on our various platforms, our goal is to create a comprehensive healthcare-centric business ecosystem unparalled by that of other industry-related companies. Our goal is for our revolutionary Telemedicine business model to become the focus of attention around which all other product and service offerings will revolve. We view our role in this industry as setting the standards and expectations for everyone involved. We seek to separate ourselves from traditional telemedicine competitors in the manner in which we setup, evolve, and expand the model into a national footprint.

 

We consider our supporting organizations to function as feeders of both revenue and patients/consumers from one to the other to contribute to the creation of a diverse and ever-evolving ecosystem. An ecosystem demands, by its nature, a network of organizations that constantly cooperate and compete amongst themselves. We seek to evolve these relationships such that each business is flexible and adaptable to the ever-changing needs of its own business and of the ecosystem to which it belongs.

 

MIHI has elected, through organic and inorganic means, to stand up various subsidiaries that will become part of the ecosystem designed to support the future markets of the company with the intent of driving shareholder and market value. To date, we have created both 3Point Care and BKare Diagnostics. 3Point Care is a management service organization (MSO) with an exclusive contract relationship with TeleLife MD to provide telehealth services to our marketplace. BKare Diagnostics supports our entry into medical lab services, medical devices, and nutraceuticals.

 

MIHI Leadership Team

 

The company’s short lifecycle requires disruptive changes in leadership. Lifting up a small startup requires a certain skill set different than one required for a stable and mature operating company. Even though MIHI has been operating since 1999, we consider it somewhat of a startup or new venture. This is primarily due to it having various elements that many startups have including a new business plan, new markets, new employees, a new brand, and of course, new leadership. Expect changes as part of the natural evolutionary process of evolving from a start-up operation to becoming a fully functioning mature organization.

 

Our Market and Agenda

 

It is estimated that 60-80 million Americans live in rural America where access to quality medical services is extremely limited. Our government calls these areas Medically Underserved Areas (MUS) which are also known as a Health Professional Shortage Area (HPSA). These areas suffer from a shortage of primary care physicians as well as specialty physicians thereby forcing patients to go without continual care.

 

The MUSs are our initial target market areas to roll out our specialty physician telemedicine services teaming with rural primary doctors. Our use of an established ecosystem with known rules, processes, and existing infrastructure allows us to readily connect thus granting us tremendous competitive advantage.

 

To address this marketplace populated in a large diverse geographical area we need an array of products and services to serve the demands.

 

 
 

 

In 2017 we expect to move, or continue to move, into the following areas:

 

  1. Provide remote specialty physician telemedicine services teaming with rural primary doctors in a referral based model providing an evidence base diagnosis enhancing the continuum of care.
     
  2. Develop, and/or acquire, an array of nutraceutical supplements offering a safe and effective alternative to pharma-industry based products.
     
  3. Study, develop, educate, and offer THC-based cannabis and non-THC based CBD products as an alternative to legacy pharma-industry based products. We believe we can provide a cheaper, safer, and better alternative. There is no secret that drugs (legal) are harmful and many times ineffective where the side effects can be worse than the disease. The market demands a trusted alternative.
     
  4. Combine clinically tested nutraceutical and OTC homeopathic medicines/tinctures with Cannabis and CBD-based products to create a unique new marketplace expanding product diversity while offering new alternatives to a growing market.
     
  5. Offer MSO (medical service organization) services to existing medical offices through our 3Point Care company.
     
  6. Offer traditional medical services such as lab services and pharmaceutical products to organizations and patients via new digital marketing and harvesting techniques.
     
  7. Move into the medical device market and remote patient monitoring to promote well-being and address the needs of the aging population.

 

2017 will be a very busy year. In December 2016,we signed a letter of intent (LOI) to acquire our first business enterprise that will ultimately become our platform for nutraceuticals whereby we expand into additional nutraceutical offerings. (At the time of this writing the transaction is not fully closed.) This acquisition seeks to provide us with gross and net revenue, a large customer base, and a proprietary product line while also serving to expand our presence into the cannabis and CBD environment.

 

We expect to increase our ability to raise funds to cover the investment required to execute our plan and build out our healthcare-centric ecosystem. All in all, we believe we are in a great position and we are happy you are with us.

 

For more information on MIHI, please visit the Company’s website at http://www.medicalinnovationholdings.com

 

To be added to the Company investor email list, please email investor@MedicalInnovationHoldings.com with MIHI in the subject line.

 

To leave a message please call +1-866-883-3793 for Investor Relations

 

FORWARD-LOOKING STATEMENTS

 

This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events, including our ability to raise capital, or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

 

You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

 

For a discussion of these risks and uncertainties, please see our filings with the Securities and Exchange Commission. Our public filings with the SEC are available from commercial document retrieval services and at the website maintained by the SEC at http://www.sec.gov .

 

News Release

 

Investor Contacts:

 

investor@medicalinnovationholdings.com

 

 
 

 

Exhibit 99.2

 

 

News Release

 

MIHI Goes Global Entering New Markets with Letter of Intent to acquire BBVI, an International Marketer and Consultancy

 

BBVI is in the business of providing strategic investment support and revenue growth opportunities in international markets. BBVI specializes in revenue generation, technology consulting, and financial consulting services. They primarily serve the medical marketplace.

 

DULUTH, GEORGIA – 04/26/2017

 

Medical Innovation Holdings, Inc. (“MIHI” or the “Company”) (OTC: MIHI), today announced that on April 26, 2017 it has entered into a Letter of Intent (LOI) with a Florida-based international consulting company (“BBVI”). Under the agreement MIHI will acquire 100% of the assets of BBVI in a stock transaction. BBVI will provide immediate access to its strategic client/customer base, share in the sale, ordering, and delivery of products and services to its customers. The acquisition insures revenue and profits for MIHI once the transaction is complete along with the beginning of building out a global footprint for the company. The transaction is contingent on the delivery of audited financials.

 

BBVI has been providing strategic consulting services to MIHI for the last year and a half. Through this relationship, it has been working with MIHI to expand its presence into international markets. BBVI has been successful in introducing MIHI to these markets and has taken the lead in penetrating certain foreign markets with high level business professionals and government entities/individuals. This has resulted in “winning” government bids that will allow MIHI to fulfill the orders and book the resulting revenue.

 

Arturo “Jake” Sanchez, CEO and Director, stated: “This is the next of many more acquisition agreements to come… we will use BBVI to penetrate international markets. This transaction will quickly improve both our balance sheet and income statement. You will see us be able to remove hundreds of thousands of past accruals to support and strengthen our balance sheet. You will also start to notice top and bottom-line revenue improvement. This acquisition expands our product line and customer base to include prescriptive drug sales. We are also benefiting our network of physician providers by increasing their access to prescriptive medicines to treat their patients. Under this agreement, we are optimistic we can expand our core telemedicine services into these countries as we expand pharma sales.

 

About Medical Innovation Holdings, Inc.

 

MIHI, a Colorado-based publicly traded company, owns and operates strategically aligned health care service companies focused on the delivery of clinical virtual medicine (health) as a way of bringing quality medical care to all areas of need including rural and underdeveloped areas across the country. Through our wholly owned subsidiary, 3Point Care, we provide personalized high-tech high-touch telemedicine encounters pairing our virtual health specialty doctors with traditional primary doctors utilizing nextgen virtual health technologies in order to connect a patient with a multi-disciplinary specialty clinical healthcare practice. Through our other companies and relationships, we offer Affordable Care Organization (ACO) support, wellness and prevention, lab analysis and lab services, and remote diagnostic monitoring.

 

We serve a number of constituents and stakeholders interested in reducing the cost of care, enhancing the quality of care, promoting access to care, and maintaining the continuum of care.

 

 
 

 

For more information on MIHI, please visit the Company’s website at http://www.medicalinnovationholdings.com

 

To be added to the Company investor email list, please email investor@MedicalInnovationHoldings.com with MIHI in the subject line.

 

To leave a message please call +1-866-883-3793 for Investor Relations

 

FORWARD-LOOKING STATEMENTS

 

This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events, including our ability to raise capital, or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

 

For a discussion of these risks and uncertainties, please see our filings with the Securities and Exchange Commission. Our public filings with the SEC are available from commercial document retrieval services and at the website maintained by the SEC at http://www.sec.gov.

 

News Release

 

Investor Contacts:

 

investor@medicalinnovationholdings.com

 

 
 

 

Exhibit 99.3

 

 

 

News Release

 

MIHI Expands its Market Presence Enters Into Letter of Intent to Acquire Health and Lifestyle Supplements Company Designed for Better Living, Healthier and Longer Life

 

Deal is company’s first in line of acquisitions that will help build the company’s portfolio with services, medical devices, laboratory testing, nutraceuticals, and other organizations.

 

DULUTH, GEORGIA – 02/02/17

 

Medical Innovation Holdings, Inc. (“MIHI” or the “Company”) (OTC: MIHI), today announced that on January 13, 2017 it has entered into a Letter of Intent (LOI) with a Florida-based nutraceutical company (NEWCO). Under the agreement MIHI will acquire 100% of the assets of NEWCO in a cash and stock transaction valued anywhere from $2.5-$3.5 million. NEWCO will provide a proprietary product line with specialized formulations along with Trademark product names. Also with the acquisition the company will receive a robust customer base, existing staff and management, and certain marketing material designed to promote NEWCO’s product line.

 

NEWCO is a nationally known research and development company recognized for its portfolio of best-in-class, physician-developed, natural health supplements designed to provide their customers with a better, healthier, and longer life. For over 16 years, NEWCO has used and continues to use the highest quality and concentration of powerful ingredients to create products that are naturally safe AND proven effective. As a socially-responsible company, they do not perform any animal testing in any of its research and development.

 

Arturo “Jake” Sanchez, CEO and Director, stated: “This is the first of many more acquisition agreements to come… we will use NEWCO as a platform company to acquire more supplement-based companies and add additional product lines. We are also benefiting our network of physician providers by increasing their access to readily available additional sources to treat their patients and to increase the practice’s revenues. Under this agreement, we are giving the medical providers the opportunity to provide the best care for their patients by incorporating the latest advances in alternative nutraceuticals into their practice versus harmful and many times unresponsive pharma developed medicines.”

 

***

About Medical Innovation Holdings, Inc.

 

MIHI, a Colorado-based publicly traded company, owns and operates strategically aligned health care service companies focused on the delivery of clinical virtual medicine (health) as a way of bringing quality medical care to all areas of need including rural and underdeveloped areas across the country. Through our wholly owned subsidiary, 3Point Care, we provide personalized high-tech high-touch telemedicine encounters pairing our virtual health specialty doctors with traditional primary doctors utilizing nextgen virtual health technologies in order to connect a patient with a multi-disciplinary specialty clinical healthcare practice. Through our other companies and relationships, we offer Affordable Care Organization (ACO) support, wellness and prevention, lab analysis and lab services, and remote diagnostic monitoring.

 

We serve a number of constituents and stakeholders interested in reducing the cost of care, enhancing the quality of care, promoting access to care, and maintaining the continuum of care.

 

     
 

 

For more information on MIHI, please visit the Company’s website at http://www.medicalinnovationholdings.com

 

To be added to the Company investor email list, please email investor@MedicalInnovationHoldings.com with MIHI in the subject line.

 

To leave a message please call +1-866-883-3793 for Investor Relations

 

FORWARD-LOOKING STATEMENTS

 

This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events, including our ability to raise capital, or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

 

For a discussion of these risks and uncertainties, please see our filings with the Securities and Exchange Commission. Our public filings with the SEC are available from commercial document retrieval services and at the website maintained by the SEC at http://www.sec.gov .

 

News Release

 

Investor Contacts:

 

investor@medicalinnovationholdings.com

 

     
 

 

Exhibit 99.4

 

 

 

News Release

 

MIHI Enters Into A $5,000,000 Placement Agent Agreement With Moody Capital Solutions Inc.

 

Moody Will Also Be Introducing Potential Acquisition Targets To MIHI And Will Structure The Financing In Connection With These M&A Targets.

 

DULUTH, GEORGIA – 1/24/2017

 

Medical Innovation Holdings, Inc., (“MIHI” or the “Company”) (OTC: MIHI), a Company that focuses on providing advanced telemedicine services to patients in rural underserved areas, today announced that it has entered into an exclusive agreement for Moody Capital Solutions, Inc., to be the Company’s investment banker in connection with the Company’s efforts to secure financing and to make strategic acquisitions.

 

Arturo “Jake” Sanchez, CEO and Director, stated: “We are very pleased that Moody Capital has agreed to act as our investment banker as they have a great amount of experience in both life sciences and technology arenas. After a comprehensive search, Moody emerged as the right fit for MIHI.”

 

Tim Moody, the CEO of Moody Capital stated: “We believe that MIHI has a solid business plan in the telemedicine space and we look forward to working with Jake and his management team”.

 

***

 

About Medical Innovation Holdings, Inc.

 

MIHI, a Colorado-based publicly traded company, owns and operates strategically aligned health care service companies focused on the delivery of clinical virtual medicine (health) as a way of bringing quality medical care to all areas of need including rural and underdeveloped areas across the country. Through our wholly owned subsidiary, 3Point Care, we provide personalized high-tech high-touch telemedicine encounters pairing our virtual health specialty doctors with traditional primary doctors utilizing nextgen virtual health technologies in order to connect a patient with a multi-disciplinary specialty clinical healthcare practice. Through our other companies and relationships we offer Affordable Care Organization (ACO) support, wellness and prevention, lab analysis and lab services, and remote diagnostic monitoring.

 

We serve a number of constituents and stakeholders interested in reducing the cost of care, enhancing the quality of care, promoting access to care, and maintaining the continuum of care.

 

For more information on MIHI, please visit the Company’s website at: http://www.medicalinnovationholdings.com

 

To be added to the Company investor email list, please email investor@MedicalInnovationHoldings.com with MIHI in the subject line.

 

To leave a message please call +1-866-883-3793 for Investor Relations

 

     
 

 

FORWARD-LOOKING STATEMENTS

 

This press release contains forward-looking statements as defined within Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to future events, including our ability to raise capital, or to our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond our control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. Any forward-looking statement reflects our current views with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategy and liquidity. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

 

For a discussion of these risks and uncertainties, please see our filings with the Securities and Exchange Commission. Our public filings with the SEC are available from commercial document retrieval services and at the website maintained by the SEC at http://www.sec.gov.

 

News Release

 

Investor Contacts:

 

investor@medicalinnovationholdings.com