Current Report Filing (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 21, 2014

VANTAGE HEALTH

(Exact name of registrant as specified in its charter)

Nevada		333-168930		93-0659770
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

401 Warren Street, Suite 200

Redwood City, CA 94063

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (650) 503-3570

(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))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

(b) On September 21, 2014, each of Dr. William Rees Jr. and Dr. Kevin Buckman resigned as members of the Board of Directors (the “Board”) of Vantage Health (the “Company”), effective as of the date of such resignation. Dr. Buckman also resigned as interim Chairman of the Board and Chief Executive Officer of the Company effective as of such date.

(d) On September 22, 2014, the Board of the Company approved the election of Tony van Bijleveld, Dr. Steven R. Steinhubl and Joseph C. Peters, respectively, to serve as members of the Board effective as of the date of each such appointment. Dr. Steinhubl will also be the Chairman of the Board. Mr. Peters has also been appointed as President of the Company effective immediately. None of Mr. van Bijleveld, Dr. Steinhubl or Mr. Peters has been appointed yet to serve on any committee of the Board.

Mr. van Bijleveld is currently the General Manager for Patheon/DPX and was formerly General Manager for Alliance Boots in Europe, which is also an affiliate of Walgreens.

Dr. Steinhubl is Director of Digital Medicine at the Scripps Translational Science Institute, and a practicing cardiologist at the integrated Scripps Health System.

Mr. Peters, age 57, was the former White House Drug Policy Office’s Acting Deputy Director for State and Local Affairs under both Presidents Clinton and Bush from December 1998 to October 2003. Since August 2014, Mr. Peters has been a senior research associate at the Institute for Intergovernmental Research in Tallahassee, Florida. Prior to that, from July 2013 to April 2014, he was Communications Director at the Pennsylvania Office of Attorney General. From September 2011 to July 2014, Mr. Peters was the Executive Director of the Scranton Cultural Center at the Masonic Temple. Prior to that, and during 2009 and 2010, he was a member of the board of directors of Advance Nanotech, Inc. and Vigicomm Inc. Mr. Peters was also previously President and a member of the board of directors of MSGI Security Solutions, Inc. Mr. Peters is also a television commentator and radio host as well as a practicing attorney. Mr. Peters earned a Juris Doctor from Dickinson School of Law in Pennsylvania, and a Bachelor’s Degree from King’s College, also in Pennsylvania.

There are no transactions to which the Company is a party and in which Mr. Peters has a material interest that is required to be disclosed under Item 404(a) of Regulation S-K. Mr. Peters has no family relations with any directors or executive officers of the Company.

There are no arrangements or understandings between Mr. van Bijleveld, Dr. Steinhubl or Mr. Peters, on the one hand, and any other person pursuant to which any of Mr. van Bijleveld, Dr. Steinhubl or Mr. Peters were appointed as directors (or, in the case of Mr. Peters, President).

The Company is currently assessing its non-executive Board compensation policy, as well as the compensation of Mr. Peters in his capacity as President, all of which will be disclosed in a subsequent Current Report on Form 8-K when finalized and approved. Each of Mr. van Bijleveld, Dr. Steinhubl and Mr. Peters will also be reimbursed for reasonable expenses incurred in connection with their service on the Board.

In addition, the Company issued a press release in connection with the election of each of Mr. van Bijleveld, Dr. Steinhubl and Mr. Peters to the Board. The press releases are filed as Exhibits 99.1, 99.2 and 99.3, respectively, to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit Number		Description

99.1		Press Release dated September 22, 2014
99.2		Press Release dated September 23, 2014
99.3		Press Release dated September 24, 2014

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 thereunto duly authorized.

		VANTAGE HEALTH

	By:	/s/ Joseph C. Peters
	Name:	Joseph C. Peters
	Title:	President

Date: September 25, 2014

Tony van Bijleveld, General Manager for Patheon/DPX, and former General Manager Europe for Alliance Boots Walgreens, Appointed to the Vantage Health Board of Directors

Redwood City, CA – September 22, 2014 – Vantage Health Inc., (OTCQB: VNTH) (“Vantage Health”) or (the “Company”) today announced the appointment of Tony van Bijleveld as an independent member of the Board of Directors of Vantage Health, Inc.

Mr. van Bijleveld is currently General Manager with leading drug manufacturer Patheon/DPX. Patheon is a leading global provider of contract drug development and manufacturing services. Their integrated network consists of seven development centers of excellence and thirteen manufacturing facilities across North America, Asia and Europe. Patheon provides pharmaceutical and biotechnology companies with direct access to the expertise, quality and full range of solid and sterile dosage forms to bring drug candidates from preclinical stages through production, and launch products anywhere in the world.

Up until this past spring, Mr. van Bijleveld was the General Manager of Europe for Alliance Boots which is 45% owned by Walgreens. In this capacity he was responsible for European country operations and logistics. Alliance Boots, with a presence in more than 25 countries and over 108,000 employees is a leading international, pharmacy-led health and beauty group delivering a range of products and services to customers. Their focus is on pharmacy-led retailing and pharmaceutical wholesaling and distribution. Alliance Boots operate more than 3,150 health & beauty retail stores, of which just over 3,050 have a pharmacy.

Mr. van Bijleveld has been instrumental in the development of top-performing global businesses in diagnostics, pharmaceuticals and biotechnology industries in over 30 countries, reflecting his experience in general management, marketing and sales management, acquisitions, operational excellence, and licensing and business development.

Over the past 30 years he has served in a variety of senior executive capacities in the pharmaceutical and biotech industry including: Managing Director of United Drug PLC, President/General Manager Russia for Schering Plough/MSD, SVP of Organon Biosciences, and Managing Director of KCL Foundation Labs. A native Australian, Mr. van Bijleveld has earned advanced degrees in Pharmacology, Biochemistry, Engineering and an MBA, from colleges in Australia, Holland and Candean.

More news will be forthcoming this week as the Company expands and reconstitutes its Board.

About Vantage Health Inc.

Vantage Health Inc. - a mobile health technology company - is developing personalized and point-of-care screening using Apps based upon chemical sensing residing within a small device attached to a smartphone. With its foundations in advanced nanotechnology, the company’s first product, the Vantage Health Sensor, which is in development, is the convergence of nano-electronics, bio-informatics, and wireless technology to create the next generation mobile health application. The first mobile App is expected to be for lung cancer screening with additional mobile healthcare Apps in the planning stages. The company has offices in Redwood City, CA and New York. For more information, please visit http://www.vantagehealthinc.com

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties that could cause actual results to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Such forward-looking statements include, among other things statements with respect to our objectives and strategies to achieve those objectives, as well as statements with respect to our beliefs, plans, expectations, anticipations, estimates or intentions. Such forward-looking statements may also include statements, among other things, concerning the efficacy, safety and intended utilization of Vantage’s product candidates, the conduct and results of future clinical trials, plans regarding regulatory filings, future research and clinical trials and plans regarding partnering activities. Factors that may cause actual results to differ materially include, among others, the risk that product candidates that appeared promising in early research and clinical trials do not demonstrate safety and/or efficacy in larger-scale or later clinical trials, trials may have difficulty enrolling, Vantage may not obtain approval to market its product candidates, or outside financing may not be available to meet capital requirements. These forward-looking statements are based on our current expectations. We caution that all forward-looking information is inherently uncertain and actual results may differ materially from the assumptions, estimates or expectations reflected or contained in the forward-looking information, and that actual future performance will be affected by a number of factors, including economic conditions, technological change, regulatory change and competitive factors, many of which are beyond our control. Therefore, future events and results may vary significantly from what we currently foresee.

For a further list and description of the risks and uncertainties the Company faces, please refer to the Company’s most recent Annual Report on Form 10-K and other periodic and other filings Vantage files with the Securities and Exchange Commission and are available at www.sec.gov. Such forward-looking statements are current only as of the date they are made, and Vantage assumes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Investors:

CSIR Group, LLC.

Christine Petraglia

212-386-7082

Vantage Health Names Dr. Steven R. Steinhubl, Director of Digital Medicine at Scripps Translational Science Institute, New Chairman of the Board

Redwood City, CA – September 23, 2014 – Vantage Health Inc., (OTCQB: VNTH) (“Vantage Health”) or (the “Company”) today announced the appointment of Steven R. Steinhubl, M.D. as chairman of the board. Dr. Steinhubl replaces interim chairman, Dr. Kevin Buckman who will remain with the company in an advisory capacity.

Dr. Steinhubl is director of digital medicine at the Scripps Translational Science Institute, and a practicing cardiologist at the integrated Scripps Health system, both in San Diego. Dr. Steinhubl is working to lead the clinical transformation of healthcare by enabling the evidence driven adoption of mobile health technologies through the design and management of pragmatic clinical trials.

Before joining Scripps Health, Dr. Steinhubl, a cardiologist, clinical researcher and former pharmaceutical company executive, served as director of cardiovascular wellness and a clinician-scientist at the Geisinger Health System based in Danville, PA.

Among his many accolades with over 25 years in medicine, Dr. Steinhubl served in the U.S. Air Force from 1991-2002 as a staff internist in Alaska and afterwards as a Lt. Colonel staff cardiologist, Lackland Air Force Base, Texas. He has led many funded research projects and trials in the areas of cardiovascular science. His copious works in medical research and cardiology have been published over 400 abstracts, peer-reviewed manuscripts and book chapters.

He held several academic positions, starting as an Assistant Professor of Medicine from 1998-2008 at Wilford Hall Medical Center, Lackland Air Force Base, TX, Associate Professor at University of North Carolina and University of Kentucky, and now a Professor at Scripps Translational Science Institute.

Dr. Steinhubl attended Purdue University earning a B.S. in Chemical Engineering; Georgetown University with a M.S. in Physiology and attended St Louis University School of Medicine where he graduated Cum Laude in 1988. He continued post doctorate training in Internal Medicine completing his internship and residency at David Grant Medical Center in conjunction with University of California, Davis School of Medicine and Fellowship training in Cardiology and Interventional Cardiology at the Cleveland Clinic.

About Vantage Health Inc.

Vantage Health Inc. - a mobile health technology company - is developing personalized and point-of-care screening using Apps based upon chemical sensing residing within a Bluetooth device that works with any smartphone. With its foundations in advanced nanotechnology, the company’s first product, the Vantage Health Sensor, which is in development, is the convergence of nano-electronics, bio-informatics, and wireless technology to create the next generation mobile health application. The first mobile App is expected to be for lung cancer screening with additional mobile healthcare Apps in the planning stages. The company has offices in Redwood City, CA and New York. For more information, please visit http://www.vantagehealthinc.com

Investors:

CSIR Group, LLC.

Christine Petraglia

212-386-7082

Vantage Health Announces Appointment of Joseph C. Peters, former White House Drug Policy Office’s Acting Deputy Director for State and Local Affairs under Presidents Clinton and Bush, to Its Board of Directors

Redwood City, CA – September 24, 2014 – Vantage Health Inc., (OTCQB: VNTH) (“Vantage Health”) or (the “Company”) today announced the appointment of Joseph C. Peters to its Board of Directors, effective immediately. Mr. Peters will also serve as President of the company. Among other things, he will be involved in exploring possible applications of the company’s technology to narcotics detection. Mr. Peters will replace departing board member Will Rees.

Mr. Peters, a Pennsylvania native, has throughout his career worked inside and outside of government to develop law enforcement and homeland security programs and technologies. An international expert in his field, Mr. Peters has participated in numerous conferences as principal or keynote speaker and has served as a television and radio commentator providing expert insight on law enforcement investigative and counter terrorism issues and technologies for numerous media outlets including FOX News Channel (NYC) and London’s Good Morning Television (GMTV).

Bringing 25 years of federal, state and local government experience, Mr. Peters served Presidents Clinton and Bush. He was involved in integrating technology into collaborative federal, state and local law enforcement operations, as the White House Drug Policy Office’s Acting Deputy Director for State and Local Affairs. This position included supervising the nation’s High Intensity Drug Trafficking Area (HIDTA) Program. Under Homeland Security Director Tom Ridge, Mr. Peters also served as the White House Drug Czar’s liaison to the White House Office of Homeland Security. Mr. Peters managed the country’s 26 HIDTA’s and their budget of a quarter of a billion dollars.

Early in his career as a Federal Prosecutor, Mr. Peters’ accomplishments included the conviction of a notorious crime boss and his mob enterprise. This trial, conducted by Mr. Peters and four other Federal Prosecutors, resulted in one of the most significant Mafia family convictions in United States history. As a result, Mr. Peters received the United States Department of Justice’s John Marshall Award. The Associated Press called Joseph Peters and his fellow prosecutors the “Modern Day Untouchables”.

Mr. Peters has earned a Juris Doctor from Dickinson School of Law, Carlisle PA and brings with him many noteworthy industry affiliations in drug enforcement, counterterrorism and law enforcement.

As the Company works to develop commercial applications of its technology, Mr. Peters’ deep-rooted experience and associations in law and drug enforcement will be invaluable.

About Vantage Health Inc.