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EX-99.1 - PRESS RELEASE ISSUED JUNE 3, 2021 (FURNISHED PURSUANT TO ITEM 7.01). - Sanara MedTech Inc.smti_ex991.htm
 
 

 
 
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