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.
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
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 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.
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
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
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