Mitesco, Inc 8-K, filed May 17, 2021
Mitesco, Inc. (MITI)
About this 8-K
Mitesco, Inc filed this 8-K on May 17, 2021, reporting on events of May 11, 2021.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 11, 2021
MITESCO, INC.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
000-53601 |
87-0496850 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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601 Carlson Parkway, Suite 1050 Minnetonka, MN 55305 |
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(Address of principal executive offices) (Zip Code) |
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(844) 383-8689
(Registrant's telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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: None
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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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. Departure of Directors or Principal Officers, Election of Directors; Appointment of Principal Officers
On May 11, 2021, Mitesco, Inc. (the “Company”) appointed Mr. Tom Brodmerkel to the position of Chairman of the Board of Directors.
In connection therewith, Mr. Ronald Riewold, the Company’s former Chairman, requested on May 11, 2021 that he retire from his Board position and continue as a strategic advisor once the Company has chosen his replacement.
Item 7.01 Regulation FD Disclosure
On May 13, 2021, the Company issued a press release announcing the appointment of Mr. Tom Brodmerkel as Chairman of the Board of Directors.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information presented in this Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 is being furnished and shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise be subject to the liabilities of that section, nor is it incorporated by reference into any filing of the Company, under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
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Exhibit No. |
Description |
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99.1 |
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.
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MITESCO, INC. |
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Date: May 17, 2021 |
By: |
/s/ Phillip J. Keller |
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| Phillip J. Keller | |||
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Chief Financial Officer |
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Exhibit 99.1
Mitesco, Inc. Names Tom Brodmerkel Chairman
of the Board of Directors
MINNEAPOLIS, MN – May 13, 2021 -- Mitesco, Inc. (OTCQB: MITI) (“Mitesco” or the “Company”), a leading operator of wellness clinics that combines technology and customized personal care plans, has announced it has elected Mr. Tom Brodmerkel to the position of Chairman of the Board of Directors. The move signals a shift from early development into expansion, as the Company seeks to increase the rollout of its new units in The Good ClinicTM subsidiary and allocate resources to growth opportunities. Mr. Ronald Riewold has asked to retire from his Board position but will continue as an advisor.
Mr. Larry Diamond, CEO, discussed the move, saying, “I want to thank Ron Riewold for his leadership and contributions since joining the Board in 2018. His contributions have positively impacted our direction, staffing and strategy. While he has asked to retire from his Board position, he will remain as an advisor to the Company with a specific focus on potential acquisitions, which we believe will allow us to increase the number of targets we can evaluate.”
Mr. Brodmerkel, age 63, joined the Company as a member of the Board of Directors in 2019 and has had a long career in healthcare services and technologies including as Chief Operating Officer at United Healthcare’s Medicare programs, President of Medicare programs of Coventry Health Care and EVP & Chief Strategy Officer of Matrix Medical Network. In addition to his position as Chairman of the Board of the Company, he is CEO and Executive Chairman of Wave Health Technologies, whose AI-based technology is used to analyze medical records. Tom is Vice Chairman of the Board of Directors for CareSource Corporation, a not-for-profit $10B health plan primarily focused on serving the Medicaid population, and he sits on the Board of Xact Technologies, whose technology is used to assist in better prescribing activities for optimal medical treatment. Lastly, he is a member of the Board of Trustees for the United States Naval Academy.
Commenting on his appointment, Mr. Brodmerkel said, “I believe the Company’s strategy is well timed, and that the market can support an increased level of expansion. The current healthcare model is oriented toward transactions for sick patients which is expensive and produces less than desirable outcomes. We believe our focus on primary care through focused prevention, monitoring progress, patient activation and whole person wellness is a tremendous opportunity to improve the health care experience.”
Mr. Diamond added, “I have known Tom Brodmerkel for 21 years and we have worked together closely on other projects previously. He is driven as an individual and he believes he can inject his passion and energy into Mitesco on a daily basis. While we have a starting point for The Good Clinic, and an achievable rollout plan, we believe the market could support even greater expansion, and Tom’s leadership should allow us to accelerate that aspect of our plans.
Our Operations and Subsidiaries: The Good Clinic, LLC, and Acelerar Healthcare Holdings, LTD.
The Good Clinic, LLC (www.thegoodclinic.com) is a wholly owned subsidiary of Mitesco N.A. LLC, the holding company for North American operations. The Good Clinic plans to build out a network of clinics using the latest telehealth technology with the nurse practitioner operating as its primary healthcare provider. It will begin in Minneapolis and plans to expand nationwide. Today, 23 states facilitate nurse practitioners practicing to the full scope of their skills and training. The executive team at The Good Clinic™ includes several of the key executives who brought Minute Clinic (previously known as Quickmedix) to scale, which was acquired by CVS for $170 million in 2006.
Acelerar Healthcare Holdings, LTD. is the Company’s wholly owned, Dublin, Ireland-based entity for its future European operations.
SAFE HARBOR STATEMENT
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than the statement of historical fact contained in this press release are forward-looking statements. In some case, forward-looking statements can be identified by terminology such as "anticipate," "believe," "can," "continue," "could," "estimate, "expect," "intend," "may," "plan," "potential," "predict," "project," "should," or "will" or the negative of these terms or other comparable terminology and include statements regarding plans to expand The Good Clinic concept of care to additional locations and uplisting, plans for expansion and up listing, the expected contribution of Mr. Keller, Mitesco and its operating companies, The Good Clinic, LLC, and Acelerar Healthcare Holdings, LTD, being well positioned to deliver on their mission of improving healthcare, and working to improve quality, lower cost, and increase convenience for patients around the world.. These forward-looking statements are based on expectations and assumptions as of the date of the press release and are subject to a number of risks and uncertainties, many of which are difficult to predict that could cause actual results to differ materially from current expectations and assumptions from those set forth or implied by any forward-looking statements. Important factors that could cause actual results to differ materially from current expectations include, among others, our ability to expand The Good Clinic concept of care to additional locations as planned, the expected contribution of Mr. Keller, our ability to deliver on our mission of improving healthcare for patients around the world, and the other factors discussed in Mitesco, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2020, and subsequent filings with the SEC, including subsequent periodic reports on Forms 10-Q and 8-K. The information in this release is provided only as of the date of this release, and the Company undertakes no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.
Investor Relations Contacts:
Brian M. Prenoveau, CFA or Brooks Hamilton
MZ Group – MZ North America
561-489-5315
MITI@mzgroup.us