<PAGE> 1
1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: June 3, 1998
COMPLETE WELLNESS CENTERS, INC.
- -------------------------------------------------------------------------------
(Exact Name of Registrant as specified in its Charter)
Delaware 52 - 1910135
- ------------------------------------------------------------------------------
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
or corporation) Identification No.)
666 11th Street, NW, Suite 200
Washington, D.C. 20001
- ------------------------------------------------------------------------------
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: (202) 639-9700
-----------------
N/A
- ------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE> 2
2
ITEM 5. OTHER EVENTS
On May 26, 1998, Complete Wellness Centers, Inc. ("CWC" or the
"Company") held its annual shareholders meeting. The shareholders elected
seven (7) directors, approved an Outside Directors Stock Option Plan, modified
the active Stock Option Plans to add a change of control provision and a
cashless exercise provision and ratified Ernst & Young as the independent
auditors for 1998.
One new director, Dr. Sergio Vallejo, was nominated from the floor and elected
to fill the full authorized slate of directors.
ITEM 7. EXHIBIT
Exhibit 20. Copy of the press release dated June 1, 1998
Pursuant to the requirements of the Securities and Exchange Act of
1934, Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
COMPLETE WELLNESS CENTERS, INC.
Date: June 3, 1998 By: /s/ Eugene Sharer
---------------------------
Eugene Sharer, President
<PAGE> 1
[COMPLETE WELLNESS CENTERS INC. LETTERHEAD]
<TABLE>
<S> <C> <C>
Contact:
C. Thomas McMillen, Chairman and C.E.O. -or- Investor Relations Counsel
Complete Wellness Centers, Inc. The Equity Group Inc.
(202) 639-9700 Linda Latman (212) 836-9609
</TABLE>
SERGIO R. VALLEJO, D.M.D. ELECTED TO COMPLETE WELLNESS CENTERS
BOARD OF DIRECTORS
WASHINGTON, D.C.- June 1, 1998 - Complete Wellness Centers, Inc. ("CWC"), a
multi-disciplinary healthcare services company, today announced that Sergio R.
Vallejo, D.M.D., has been elected to the Company's Board of Directors. With this
addition, there are now seven directors serving on Complete Wellness Centers'
Board of Directors.
From 1996-1998, Dr. Vallejo, age 34, was Director of Pharmacy Operations in
Florida for Sunscript Pharmacy Corporation, a subsidiary of Sun Healthcare,
where he grew revenues by 250% and profits by 350%. Dr. Vallejo joined Sunscript
after selling the institutional pharmacy that he founded eight years earlier,
PVM Prescription Center, to Sun Healthcare. PVM, under Dr. Vallejo's leadership
went on to earn the distinguished Sunscript Pharmacy of the Year award in 1997.
He also established a new, and what was to become a thriving pharmacy, for the
Sunscript national chain.
Dr. Vallejo earned his Bachelor of Science degree in chemistry from the
University of South Florida in 1985. While he was in dental school at the
University of Florida, he established PVM Prescription Center. In 1989, Dr.
Vallejo merged three successful dental practices into one. Following the merger,
he reduced overhead expenses, increased efficiency, expanded the practice's
patient base and grew both the top and bottom lines.
Dr. Vallejo is also a Director of Universal Building Specialists, a Florida
building contractor. His other business interests include ownership in
Transworld Senior Services, an assisted living facility development firm, and
S&S Enterprises, a real estate company. He is a member of the American Dental
Association, the Florida Dental Association and the West Coast Dental
Association.
- more -
<PAGE> 2
COMPLETE WELLNESS CENTERS, INC. NEWS RELEASE Page 2
June 1, 1998
C. Thomas McMillen, Chairman and Chief Executive Officer of Complete Wellness
Centers, stated, "Dr. Vallejo brings to our Board strong business and financial
management expertise along with a solid foundation of education, training and
practical work experience in the medical industry. We were impressed by his
team-spirited leadership, solid organizational skills and pragmatic management
style, which have defined his success and resulted in the rapid growth of each
business venture he has undertaken. We are confident that Dr. Vallejo will make
a lasting contribution to our Company's future success."
Complete Wellness Centers, Inc., a multi-disciplinary health services company,
develops traditional and alternative provider networks, integrated medical
centers, and related products focused on patient wellness. Its common stock and
warrants trade on the NASDAQ Small Cap market under the symbols, CMWL and CMWLW,
respectively.
This release contains forward-looking statements regarding the plans or
objectives of the Company for future operations, including development of the
multi-disciplinary medical centers. The forward-looking statements included
herein are based on current expectations that involve some uncertainties.
Actual results may differ materially from those projected in such
forward-looking statements.
###
