Current Report Filing (8-k)
August 14 2015 - 6:04AM
Edgar (US Regulatory)
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): August 13, 2015
Hooper Holmes, Inc.
(Exact
name of registrant as specified in charter)
New York
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1-9972
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22-1659359
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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560 N. Rogers Road, Olathe, KS 66062
(Address of principal
executive offices) (Zip Code)
Registrant’s telephone number, including area code (913)
764-1045
Not Applicable
(Former names 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.
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
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On August 13, 2015, Hooper Holmes announced that Tom Collins, Hooper
Holmes’ Senior Vice President and Chief Financial Officer, has submitted
his resignation and intends to depart at a future date and that Mr.
Steven Balthazor, age 50, has been appointed as Interim Chief Financial
Officer.
The information regarding Mr. Balthazor is provided in Item 5.02 of
the Current Report on Form 8-K filed by Hooper Holmes on August 13, 2015.
The press release announcing these changes is attached hereto as
Exhibit 99.1.
Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
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99.1 Press Release, dated August 13, 2015.
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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 hereunto duly authorized.
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Hooper Holmes, Inc.
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Date:
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August 13, 2015
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By: /s/ Tom Collins
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Tom Collins
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Senior Vice President and
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Chief Financial Officer
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Exhibit 99.1
Hooper
Holmes Appoints Steven Balthazor Interim Chief Financial Officer
OLATHE, Kan.--(BUSINESS WIRE)--August 13, 2015--Hooper Holmes, Inc.
(NYSE: HH) is appointing Steven Balthazor Interim Chief Financial
Officer. Mr. Balthazor’s appointment reflects the decision by Tom
Collins, SVP and Chief Financial Officer of Hooper Holmes, to accept a
new opportunity as chief operating officer with a private company in the
Kansas City area. Mr. Collins will be supporting a smooth transition
before his departure from the Company at the end of the month. Mr.
Balthazor’s appointment will become effective the day after the filing
of the Company’s 10-Q for the second quarter 2015.
Mr. Balthazor, 50, brings more than 25 years of financial and
operational experience to Hooper Holmes. He has recently served as the
Principal of J. Galt Financial, a consulting firm providing executive
management consultation and hands-on business services to public and
private companies. Previously, he was Vice President of Finance for
Digital Globe (NYSE: DGI) and Vice President of Finance and Interim
Chief Financial Officer for GeoEye, Inc. He has also held prior
executive positions including corporate treasurer and head of mergers
and acquisitions. Mr. Balthazor is a certified public accountant and
received his MBA in Finance from the University of Colorado Boulder. He
has worked with Hooper Holmes as a consultant since 2013 and assisted in
the sale of the Company’s Portamedic, HH Services and Heritage Labs
divisions, as well as the April 2015 acquisition of Accountable Health
Solutions.
“With Steven’s financial leadership experience and knowledge of our
business, I welcome Steven to our management team,” said Henry Dubois,
President and CEO of Hooper Holmes. “Having worked with Steven both here
at Hooper helping us reposition the Company and his prior work
experiences, I know we can count on Steven to meaningfully contribute to
our business growth.”
“Tom Collins has made extraordinary contributions over the last two
years as we have repositioned Hooper for growth. Our Board of Directors
and management team join me in thanking Tom for his outstanding service,
and wish him much success in the next career step he has chosen,” added
Mr. Dubois.
About Hooper Holmes
Hooper Holmes mobilizes a national network of health professionals to
provide on-site health screenings, laboratory testing, risk assessment
and sample collection services to wellness and disease management
companies, employers and brokers, government organizations and academic
institutions nationwide. Under the Accountable Health Solutions brand,
the Company combines smart technology, healthcare and behavior change
expertise to offer comprehensive health and wellness programs that
improve health, increase efficiencies and reduce healthcare delivery
costs.
More information is available at hooperholmes.com and at
accountablehealthsolutions.com.
This press release contains “forward-looking” statements, as such
term is defined in the Private Securities Litigation Reform Act of 1995.
These forward-looking statements are based on the Company’s current
expectations and beliefs and are subject to a number of risks,
uncertainties and assumptions. Among the important factors that could
cause actual results to differ materially from those expressed in, or
implied by, these forward-looking statements are our ability to realize
the expected benefits from this acquisition and our strategic alliance
with Clinical Reference Laboratory; our ability to successfully
implement our business strategy and integrate Accountable Health
Solutions’ business with ours; our ability to retain and grow our
customer base; our ability to recognize operational efficiencies and
reduce costs; uncertainty as to our working capital requirements over
the next 12 to 24 months; our ability to maintain compliance with the
financial covenant in our credit facility and the financing for this
acquisition; and the rate of growth in the Health and Wellness market.
Additional information about these and other factors that could affect
the Company’s business is set forth in the Company’s annual report on
Form 10-K for the year ended December 31, 2014, filed with the
Securities and Exchange Commission on March 31, 2015. The Company
undertakes no obligation to update or release any revisions to these
forward-looking statements to reflect events or circumstances after the
date of this press release to reflect the occurrence of unanticipated
events, except as required by law.
CONTACT:
Hooper Holmes
Henry E. Dubois, 913-764-1045
President
and CEO
or
Investors:
S.M. Berger & Company
Andrew
Berger, 216-464-6400