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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): December 18, 2023
SELECTIS
HEALTH, INC.
(Exact
Name of Registrant as Specified in its Charter)
Utah
|
|
0-15415
|
|
87-0340206
|
(State
or other jurisdiction
of
incorporation) |
|
Commission
File Number |
|
(I.R.S.
Employer
Identification number) |
8480
E. Orchard Road, Ste. 4900, Greenwood Village, CO 80111
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (720) 680-0808
(Former
name or former address, if changed since last report)
☐ |
Written
communications pursuant to Rule 425 under the Securities Act |
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act |
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act |
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each Class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
N/A |
|
N/A |
|
N/A |
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 5.02 |
ELECTION OF
DIRECTORS; APPPOINTMENT OF CERTAIN OFFICERS |
On
December 18, 2023, Selectis Health, Inc., a Utah corporation (the “Company”) appointed Jim Creamer as Interim Chief Financial
Officer and Clifford Neuman to its board of directors. Both appointments are effective as of December 18, 2023.
Appointment
of Jim Creamer as Interim Chief Financial Officer
Following
a 15-year investment banking career, Creamer brings nearly 20 years of experience in public company leadership roles. In addition to
his role at Selectis, Creamer serves as the Principal of Corporate Solutions Advisors, LLC, which offers outsourced, fractional CFO services
to small, growth-oriented companies across several industries. He has also served as the CFO and a director of both Virtual Interactive
Technologies Corp. (OTC: VRVR), a publicly traded video game development company, and WestMountain Gold, Inc. (OTC: WMTN), a publicly
traded mining company.
Prior
to his role at WestMountain Gold, Creamer was the CFO of NexCore Healthcare Capital Corp. following the company’s acquisition of
CapTerra Financial Group, Inc., where he previously served as CFO and later CEO. Creamer holds a Bachelor of Science degree in Finance
from Arizona State University.
Mr.
Creamer’s base salary will be $120,000 per year.
Appointment
of Clifford Neuman to the Board of Directors
For
over 50 years, Neuman has been engaged as a principal in his own law firms, with an emphasis on corporate and securities law in the representation
of companies across matters of corporate finance, mergers, acquisitions, reorganizations, and public and private offerings. He has also
served on the boards of numerous public and non-profit companies. Neuman earned his Juris Doctorate degree from the University of Pennsylvania
and his Bachelor of Arts degree, summa cum laude, Phi Beta Kappa, from Trinity College in Hartford, Connecticut.
Neuman
previously served on the Company’s board of directors from 2014 to 2022, and he continues to serve as the Company’s primary
legal counsel. In his current board appointment, Neuman will join the Company’s audit, nomination and governance, and compensation
committees.
ITEM 7.01 |
REGULATION FD DISCLOSURE |
On
December 19, 2023, the Company issued a press release announcing the appointment of Jim Creamer as Interim CFO, and Clifford Neuman as
a member of the Board of Directors as is more fully described in Item 5.02 above. A copy of the press release is filed herewith as Exhibit
99.1.
The
information in this Current Report on Form 8-K furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to liability under that section, and they shall not be deemed incorporated by reference in any filing 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. By filing this Current
Report on Form 8-K and furnishing this information pursuant to Item 7.01, The Company makes no admission as to the materiality of any
information in this Current Report on Form 8-K, including Exhibit 99.1, that is required to be disclosed solely by Regulation FD.
ITEM
9.01 EXHIBITS
|
Item |
|
Title |
|
99.1 |
|
Press Release |
|
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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 thereunto duly authorized.
|
|
Selectis
Health, Inc. |
|
|
(Registrant) |
|
|
|
|
Dated:
December 22, 2023 |
/s/
Adam Desmond
|
|
|
Adam Desmond, CEO |
Exhibit
99.1
![](https://www.sec.gov/Archives/edgar/data/727346/000149315223045968/ex99-1_001.jpg)
Selectis
Health Makes Key Leadership Appointments
Jim
Creamer Appointed as Interim Chief Financial Officer
Clifford
Neuman Appointed to Board of Directors
Greenwood
Village, CO – December 19, 2023 – Selectis Health, Inc. (OTC: GBCS) (“Selectis” or the “Company”)
has appointed Jim Creamer as Interim Chief Financial Officer and Clifford Neuman to its board of directors. Creamer’s appointment
is effective as of December 18, 2023, and Neuman’s appointment will be effective on January 1, 2024.
Appointment
of Jim Creamer as Interim Chief Financial Officer
Following
a 15-year investment banking career, Creamer brings nearly 20 years of experience in public company leadership roles. In addition to
his role at Selectis, Creamer serves as the Principal of Corporate Solutions Advisors, LLC, which offers outsourced, fractional CFO services
to small, growth-oriented companies across several industries. He has also served as the CFO and a director of both Virtual Interactive
Technologies Corp., a publicly traded video game development company, and WestMountain Gold, Inc., a publicly traded mining company.
Prior
to his role at WestMountain Gold, Creamer was the CFO of NexCore Healthcare Capital Corp. following the company’s acquisition of
CapTerra Financial Group, Inc., where he previously served as CFO and later CEO. Creamer holds a Bachelor of Science degree in Finance
from Arizona State University.
“Jim’s
extensive financial leadership and public company experience will enable us to strengthen Selectis’ financial controls and continue
progressing our long-term strategic initiatives,” said Adam Desmond, interim CEO of Selectis. “We look forward to working
alongside Jim as we move the Company forward.”
Appointment
of Clifford Neuman to the Board of Directors
For
over 50 years, Neuman has been engaged as a principal in his own law firms, with an emphasis on corporate and securities law in the representation
of companies across matters of corporate finance, mergers, acquisitions, reorganizations, and public and private offerings. He has also
served on the boards of numerous public and non-profit companies. Neuman earned his Juris Doctorate degree from the University of Pennsylvania
and his Bachelor of Arts degree, summa cum laude, Phi Beta Kappa, from Trinity College in Hartford, Connecticut.
Neuman
previously served on the Company’s board of directors from 2014 to 2022, and he continues to serve as the Company’s primary
legal counsel. In his current board appointment, Neuman will join the Company’s audit, nomination and governance, and compensation
committees.
Desmond
concluded: “Cliff brings years of service and deep legal expertise to Selectis, and we are grateful for his ongoing partnership
in our business transformation. We welcome his continued contributions as he rejoins our board.”
About
Selectis Health
Selectis
Health owns and/or operates healthcare facilities in Arkansas, Georgia, Ohio, and Oklahoma, providing a wide array of living services,
speech, occupational, physical therapies, social services, and other rehabilitation and healthcare services. Selectis focuses on building
strategic relationships with local communities in which its partnership can improve the quality of care for facility residents. With
its focused growth strategy, Selectis intends to deepen its American Southcentral and Southeastern market presence to better serve the
aging population along a full continuum of care.
For
more information, please visit www.selectis.com .
Investor
Relations Contact
Scott
Liolios or Jackie Keshner
Gateway
Group, Inc.
(949)
574-3860
selectis@gateway-grp.com
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