FORM 8-K
 
 
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): November 25, 2008
Streamline Health Solutions, Inc.
 
(Exact name of registrant as specified in its charter)
         
Delaware   0-28132   31-1455414
         
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
10200 Alliance Road, Suite 200, Cincinnati, OH   45242-4716
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (513) 794-7100
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    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 ARRANGEMENTS OF CERTAIN OFFICERS
     On November 25, 2008, the Board of Directors of Streamline Health appointed Donald E. Vick, Jr., as the Company’s interim Chief Financial Officer pending the Board’s selection of a new permanent Chief Financial Officer. Mr. Vick may be considered as a candidate for such position. Pending the selection of a permanent Chief Financial Officer, Mr. Vick (age 44) also will continue to serve as the Company’s Controller, Assistant Treasurer and Assistant Secretary, which positions he has held since February, 2002.
     Mr. Vick entered into an employment agreement upon his initial employment with the Company, the terms of which are described in the Company’s proxy statement under the heading “Employment and Indemnification Agreements — Mr. Vick’s Employment Agreement” filed with the Securities and Exchange Commission on April 10, 2008, which description is incorporated herein by reference.
     There are no family relationships between Mr. Vick and any Director or Executive Officer of Streamline Health Solutions, Inc. Since the beginning of Streamline Health’s last fiscal year, Mr. Vick has had no relationships with Streamline Health that would require disclosure under Item 404 of Regulation S-K.
Item 7.01 REGULATION FD DISCLOSURE
     On November 26, 2008, Streamline Health issued a press release announcing the management change described above. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 7.01. The information in this Item 7.01, including the press release, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
         
EXHIBIT        
NUMBER       DESCRIPTION
10.1(a)
  #   Employment Agreement between Streamline Health, Inc. f/k/a LanVision, Inc. and Donald E. Vick, Jr., effective December 3, 1996 (Previously filed with the Commission, and incorporated herein by reference from, Exhibit 10.5 of the Registrant’s (LanVision Systems, Inc.) Form 10-K for the fiscal year ended January 31, 2002, as filed with the Commission on April 29, 2002.)
 
       
10.1(b)
  #   Amendment No. 1 to the Employment Agreement between Streamline Health, Inc. f/k/a LanVision, Inc. and Donald E. Vick effective January 27, 2006 (Previously filed with the Commission, and incorporated herein by reference from, Exhibit 10.4 of the Registrant’s (LanVision Systems, Inc.) Form 8-K, as filed with the Commission on January 31, 2006.)
 
       
99.1
      News Release of Streamline Health Solutions, Inc. dated November 26, 2008.
 
#   Management Contracts and Compensatory Arrangements.

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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1934, registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  Streamline Health Solutions, Inc.
 
 
Date: November 26, 2008  By:   /s/ J. Brian Patsy    
    J. Brian Patsy   
    Chief Executive Officer   

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EX-99.1
         
Exhibit 99.1
STREAMLINE HEALTH SOLUTIONS, INC.
News Release of Streamline Health Solutions, Inc. Dated November 26, 2008
News Release
COMPANY CONTACT:
J. Brian Patsy
Chief Executive Officer
(513) 794-7100
FOR IMMEDIATE RELEASE
STREAMLINE HEALTH ANNOUNCES APPOINTMENT OF
INTERIM CHIEF FINANCIAL OFFICER
Cincinnati, Ohio, November 26, 2008 -— Streamline Health Solutions, Inc. (NASDAQ: STRM) today announced that its Board of Directors has appointed Donald E. Vick, Jr., as the Company’s interim Chief Financial Officer pending the Board’s selection of a new permanent Chief Financial Officer. Mr. Vick may be considered as a candidate for such position. Pending the selection of a permanent Chief Financial Officer, Mr. Vick also will continue to serve as the Company’s Controller, Assistant Treasurer and Assistant Secretary, which positions he has held since February, 2002.
About Streamline Health Solutions, Inc.
Streamline Health is a leading supplier of workflow and document management tools, applications and services that enable strategic business partners and healthcare organizations to improve operational efficiencies through business process optimization. The Company provides integrated technology solutions for automating document-intensive environments, including document workflow, document management, e-forms, portal connectivity, optical character recognition (OCR), and interoperability.
Streamline Health’s solutions create a permanent document-based repository of historical health information that is complementary and can be seamlessly integrated with existing disparate clinical, financial and administrative information systems, providing convenient electronic access to all forms of patient information from any location, including secure web-based access. For additional information, visit our website at www.streamlinehealth.net.
“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995
Statements made by Streamline Health Solutions, Inc. that are not historical facts are forward-looking statements that are subject to risks and uncertainties. The forward-looking statements contained herein are subject to certain risks, uncertainties and important factors that could cause actual results to differ materially from those reflected in the forward-looking statements, included herein. These risks and uncertainties include, but are not limited to, the timing of the closing of contracts and the timing of the subsequent revenue recognition related thereto ,the impact of competitive products and pricing, product demand and market acceptance, new product development, key strategic alliances with vendors that resell the Company products, the ability of the Company to control costs, availability of products produced from third party vendors, the healthcare regulatory environment, healthcare information systems budgets, availability of healthcare information systems trained personnel for implementation of new systems, as well as maintenance of legacy systems, fluctuations in operating results and other risks detailed from time to time in the Streamline Health Solutions, Inc. filings with the U. S. Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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