Item 8.01 Other Events
On March 26, 2020, the Company determined that it will not be able to file its
Form 10-K for the year ended December 31, 2019 on time as a result of factors
relating to the COVID-19 pandemic and the steps taken by states to seek to
reduce the spread of the virus by either requesting or requiring businesses to
close or work remotely. As a result, the Company's accounting staff and the
staff of the independent auditors are not able to complete the audit in a timely
manner in order to file the Form 10-K by the required date, after giving effect
to the extension permitted by Section 12b-25. The Company is filing this report
on Form 8-K to report that it will rely on the exemption from timely filing
provided by the SEC in Release No. 34-88318, dated March 4, 2020 (the
"Release"). The Company anticipates that it will file the Form 10-K no later
than April 30, 2020. This report on Form 8-K replaces the Form 12b-25, which, as
provided in the Release, is not required to be filed.
As previously reported, on December 19, 2019, the Company acquired all of the
outstanding capital stock of JAS Practice Management, Inc., a Texas corporation
doing business as JAS Consulting, Inc. ("JAS") from Justin Anderson and Stacey
Anderson for a purchase price consisting of (a) 3,500,000 shares of the
Company's common stock, (b) a payment of $250,000 and (c) the Company's 8%
secured promissory note in the principal amount of $250,000, which is due on
December 31, 2020. Justin Anderson is the Company's sole director and chief
executive officer and Stacey Anderson is his spouse. Because JAS is a related
party, under generally accepted accounting principles, the historical financial
statements of the Company prior to December 19, 2019 will reflect the business
of JAS and not the historical information of the Company as previously reported
in its SEC filings. The historical financial information concerning the Company
prior to the acquisition of JAS will be reflected in the notes to the
consolidated financial statements. As of the date of this report, the Company
does not have estimated results of operations for the year ended December 31,
2019. The factors described in the first paragraph also affected the ability of
the Company to file timely the historical financial statements of JAS.
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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.
Date: March 27, 2020 PreCheck Health Services, Inc.
By: /s/ Justin E. Anderson
Justin E. Anderson
Chief Executive Officer
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