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): February 25, 2009
Streamline Health Solutions, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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0-28132
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31-1455414 |
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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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10200 Alliance Road, Suite 200, Cincinnati, OH
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45242-4716 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants 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:
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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)) |
TABLE OF CONTENTS
Item 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN
OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On February 25, 20098, the Board of Directors of Streamline Health Solutions, Inc. expanded
the size of the Board to six members and appointed Jay D. Miller to fill the vacancy created by
such expansion.
Mr. Miller has approximately 25 years of experience in the medical technology industry. Since
January 2008, Mr. Miller has been consulting for a number of companies. From February 2002 until
January 2008, Mr. Miller was President, Chief Executive Officer and a director of Vital Images,
Inc., a publicly traded company that provides enterprise-wide advanced visualization and analysis
software solutions. He served as General Manager and Vice President-Business Development of Vital
Images from August 1998 until February 2002, and as Vice President-Marketing and Business
Development for Vital Images from February 1997 to August 1998. From 1989 until his employment by
Vital Images, Mr. Miller was employed by GE Medical Systems, Inc. in various marketing positions of
increasing responsibility in the marketing area, including serving as product manager of MRI
imaging products and marketing manager for the cardiology market segment. Before 1989, Mr. Miller
was employed by Siemens Medical Systems in technical marketing.
There are no arrangements or understandings between Mr. Miller and Streamline Health or any
other persons pursuant to which Mr. Miller was selected as a director of Streamline Health.
Consistent with board policy, Mr. Miller should receive 15,000 nonqualified stock options for
his appointment to the Board. It is expected that these options will be granted at the next
regularly scheduled board meeting.
There are no family relationships between Mr. Miller and any Director or Executive Officer of
Streamline Health. Since the beginning of Streamline Healths last fiscal year, Mr. Miller 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 February 26, 2009, Streamline Health issued a press release announcing the appointment of
Mr. Miller to its Board of Directors as 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.
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Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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EXHIBIT |
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NUMBER |
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DESCRIPTION |
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99.1
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News Release of Streamline Health Solutions, Inc. dated February 26, 2009. |
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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.
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Streamline Health Solutions, Inc.
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Date: March 3, 2009 |
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/s/ Donald E. Vick, Jr.
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Donald E. Vick, Jr. |
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Interim Chief Financial Officer |
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EX-99.1
Exhibit 99.1
STREAMLINE HEALTH SOLUTIONS, INC.
News Release of Streamline Health Solutions, Inc. Dated February 26, 2009
News Release
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MEDIA CONTACTS:
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INVESTOR CONTACTS: |
Melissa Vincent
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Lytham Partners, LLC |
Marketing Communications
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Joe Diaz, Robert Blum or Joe |
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(513) 794-7100
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(602) 889-9700 |
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STRM@lythampartners.com |
FOR IMMEDIATE RELEASE
Streamline Health Appoints Jay D. Miller
to Board of Directors
Cincinnati, Ohio February 26, 2009 Streamline Health Solutions, Inc. (NasdaqCM: STRM) announced
today that Jay D. Miller has been appointed to the Companys Board of Directors. The addition of
Mr. Miller brings to five the number of independent members on the Streamline Health Board of
Directors.
Mr. Miller has spent roughly 25 years in the medical technology industry with executive-level
product development; sales and marketing; and profit and loss responsibilities. Most recently,
from 2002 to 2008, Mr. Miller served as president and chief executive officer of Vital Images,
Inc., (NasdaqGS: VTAL), a leading provider of enterprise-wide advanced visualization and analysis
software solutions. Under Mr. Millers leadership the company experienced significant revenue, net
income and market capitalization growth. Prior to becoming president and CEO of Vital Images, Mr.
Miller served as their vice president of marketing and business development. Earlier in his
career, Mr. Miller was instrumental in the global growth of General Electrics Magnetic Resonance
(MR) business and in the development and execution of GE Medical Systems strategic plan for
cardiology in the Americas. Prior to GE, Mr. Miller served at Siemens Medical Systems as a product
specialist providing technical marketing and sales support for Siemens MR products. Mr. Miller has
a bachelors degree in chemistry from Dartmouth College, a masters degree in biomedical
engineering from the University of Virginia and a masters degree in management from the Kellogg
School of Management at Northwestern University.
J. Brian Patsy, president and CEO of Streamline Health, commented, We are pleased that Jay Miller
has agreed to join our Board at this important point in the Companys development. Jay brings a
careers worth of medical technology expertise, executive experience and industry skill sets that
will enhance our ability to successfully expand the Streamline Health enterprise in the
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coming years. With healthcare technology high on the priority list of the Obama administration, Streamline
Healths product offerings are well-positioned to address the needs of providing healthcare in the
most cost-efficient manner possible. We look forward to Jays leadership in driving our business to
the next level.
I am very pleased to be joining the Streamline board at this time, said Mr. Miller. The Company
is becoming increasingly well-known for the efficiencies that it brings to its hospital customers
and I believe that we are just beginning to scratch the surface of what is possible. The real
breakthroughs in accomplishing operating efficiencies at medical institutions of all shapes and
sizes will emanate from leading-edge entrepreneurial organizations like Streamline Health. I look
forward to Streamline Health taking its place among the leaders in the industry in the years to
come.
About Streamline Health Solutions, Inc.
Streamline Health is a leading supplier of workflow and document management tools, applications and
services that assist strategic business partners and healthcare organizations to improve
operational efficiencies through business process optimization. The Company provides integrated
tools and technologies for automating document-intensive environments, including document workflow,
document management, e-forms, portal connectivity, optical character recognition (OCR) and
interoperability.
The Companys workflow-based services offer solutions to inefficient and labor-intensive healthcare
business processes throughout the revenue cycle, such as chart coding, abstracting and completion,
remote physician order processing, pre-admission registration scanning and signature capture,
insurance verification, secondary billing services, explanation of benefits processing and release
of information processing. The Companys solutions also address the document workflow needs of the
Human Resource and Supply Chain Management processes of the healthcare enterprise. All solutions
are available for purchase or through a remote hosting services model that better matches
customers capital or operating budget needs.
Streamline Healths 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. These
integrated solutions allow providers and administrators to link existing systems with documents,
which can dramatically improve the availability of patient information while decreasing direct
costs associated with document retrieval, work-in-process, chart processing, document retention,
and archiving. For additional information, please visit our website at
http://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
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
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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 managements 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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