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) November 15, 2016

 

FIRST CHOICE HEALTHCARE SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)  

 

Delaware   000-53012   90-0687379
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

  

  709 S. Harbor Blvd., Suite 250, Melbourne, FL   32901
  (Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (321) 725-0090

 

(Former name of 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))

 

 

 

 

Item 1.01 Entry into a Material Definitive Agreement

 

On November 15, 2016, First Choice Healthcare Solutions, Inc. (the “Company”) entered into a Warrant Purchase Agreement (the “Agreement”) between Hillair Capital Investments, L.P. (“Hillair”) and the Company. Pursuant to the Agreement, the Company repurchased from Hillair a warrant to purchase 2,320,000 shares of the Company’s common stock at an exercise price of $1.35 (the “Warrant”), originally issued to Hillair on November 8, 2013 in connection with a Common Stock Purchase Warrant Agreement. The Company paid a purchase price of $600,000 for the repurchase of the Warrant, which has been canceled. The Agreement is attached as Exhibit 10.1 hereto and is incorporated by reference herein.

 

Item 7.01 Regulation FD Disclosure

 

On November 18, 2016, the Company issued a press release announcing the Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein. In accordance with General Instructions B.2 of Form 8-K, Exhibit 99.1 hereto shall not be deemed to be “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 incorporated by reference into any registration statement or other document filed under the Securities Act 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.   Description
       
10.1   Warrant Purchase Agreement, dated November 15, 2016, between Hillair and the Company
       
99.1   Press Release issued by the Company, dated November 17, 2016

 

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SIGNATURE

 

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.

 

  FIRST CHOICE HEALTHCARE SOLUTIONS, INC.
  (Registrant)
   
Date: November 17, 2016  
  /s/ Chris Romandetti
  Name: Chris Romandetti
  Chief Executive Officer

 

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