UNITED STATES

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 (Date of earliest event reported): March 1926, 2020

PreCheck Health Services, Inc.

(Exact name of registrant as specified in Charter)

Florida

001-37807

47-3170676

(State or other jurisdiction of

incorporation or organization)

(Commission

File No.)

(IRS Employee

Identification No.)

305 W. Woodard Street, Suite 221, Denison TX 75020

(Address of Principal Executive Offices)

(903) 337-1872

(Registrant’s Telephone number)

Copies to:

Asher S. Levitsky PC

Ellenoff Grossman & Schole LLP

1345 Avenue of the Americas, Suite 1100

New York, New York 10105

Phone: (646) 895-7152

Fax: (646) 895-7238

E-mail: alevitsky@egsllp.com

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(b) under the Exchange Act (17 CFR 240.14a-12(b))

☐ 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))

Indicate by a check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. ☐

Securities registered pursuant to Section 12(b) of the Act: None

Item 18.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

On March 1926, 2020, the Company ~~entered~~determined ~~into~~that ~~distribution~~it ~~agreements~~will ~~with~~not ~~Co-Diagnostics~~be ~~Inc.~~able ~~pursuant~~ to ~~which~~file Coits Form 10-~~Diagnostics~~K ~~granted~~for the ~~Company~~year ~~the~~ended ~~distribution~~December ~~rights~~31, to2019 ~~its~~on ~~qPCR~~time as ~~infectious~~a ~~disease~~result ~~kits,~~of ~~Logix~~factors ~~Smart~~relating to the COVID-19 ~~PCR~~pandemic ~~diagnostic test~~ and ~~Co-Dx~~the ~~Box™~~steps ~~instrument~~taken ~~for~~by ~~Romania~~states ~~and~~to ~~Moldova.~~seek ~~The~~to ~~agreement~~reduce ~~for~~the ~~Moldova~~spread isof ~~exclusive and~~ the ~~agreement~~virus ~~for~~by ~~Romania~~either isrequesting ~~non-exclusive.~~or ~~The~~requiring ~~products~~businesses ~~covered~~to byclose ~~these~~or ~~agreements~~work ~~are~~remotely. inAs ~~vitro~~a ~~diagnostic tests~~result, ~~and~~the ~~Co-Diagnostics~~Company’s ~~has~~accounting ~~reported~~staff inand ~~its~~the ~~SEC~~staff ~~filings~~of ~~that~~the itindependent ~~has~~auditors ~~received~~are ~~ISO~~not ~~13485~~able ~~certification relating~~ to complete the ~~design~~audit ~~and~~in ~~manufacture~~a oftimely ~~its~~manner ~~medical~~in ~~device~~order ~~products,~~to ~~and~~file ~~that~~the Form 10-K by the ~~ISO~~required ~~certification~~date, ~~indicates~~after ~~that~~giving iteffect ~~meets~~to the ~~standards~~extension ~~required~~permitted toby ~~self~~Section 12b-~~certify~~25. ~~certain~~The ofCompany ~~its~~is ~~products~~filing ~~and~~this ~~affix~~report aon CEForm ~~marking~~8-K ~~for~~to ~~sales~~report ofthat ~~its~~it ~~products~~will inrely ~~countries~~on ~~accepting~~ the CEexemption ~~marking~~from ~~with~~timely ~~only~~filing ~~minimal~~provided ~~further~~by ~~governmental~~the ~~approvals~~SEC in ~~each~~Release ~~country~~No. 34-88318, ~~and~~dated ~~its~~March ~~Zika~~4, ~~and~~2020 ~~tuberculosis~~(the ~~tests~~“Release”). ~~were~~The ~~CE-marked~~Company inanticipates ~~2018,~~that ~~its~~it ~~first~~will ~~multiplex~~file ~~test~~the ~~(Zika,~~Form ~~Dengue,~~10-K ~~and~~no ~~Chikungunya)~~later ~~was~~than ~~CE-marked~~April ~~in 2019~~30, ~~and~~2020. itThis ~~received~~report aon CEForm ~~mark~~8-K ~~for~~replaces ~~its~~the ~~Logix~~Form ~~Smart Covid~~12b-1925, ~~test~~which, ~~for~~as ~~corona~~provided ~~virus~~ in ~~February~~the ~~2020~~Release, is not required to be filed.

~~The~~As ~~distribution~~previously ~~agreements~~reported, ~~have~~on December 19, 2019, the Company acquired all of the outstanding capital stock of JAS Practice Management, Inc., a ~~term~~Texas corporation doing business as JAS Consulting, Inc. (“JAS”) from Justin Anderson and Stacey Anderson for a purchase price consisting of ~~one~~(a) ~~year~~3,500,000 ~~but~~shares ~~can~~of bethe ~~terminated~~Company’s bycommon ~~either~~stock, ~~party~~(b) ona 30payment ~~days~~of $250,000 and (c) the Company’s ~~notice.~~8% ~~The~~secured ~~agreements~~promissory ~~provide~~note ~~that~~in itthe principal amount of $250,000, which is due on December 31, 2020. Justin Anderson is the Company’s ~~responsibility~~sole todirector ~~obtain~~and ~~all~~chief ~~necessary~~executive ~~licenses~~officer and ~~permits~~Stacey ~~for~~Anderson is his spouse. Because JAS is a related party, under generally accepted accounting principles, the ~~marketing~~historical financial statements of the ~~product~~Company inprior to December 19, 2019 will reflect the ~~countries~~business ~~covered~~of byJAS and not the ~~agreement~~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 ~~any~~estimated ~~offices~~results orof ~~facilities~~operations for the year ended December 31, 2019. The factors described in ~~Moldova~~the orfirst ~~Romania~~paragraph ~~and~~also ~~intends~~affected tothe ~~distribute~~ability of the ~~products~~Company ~~through~~to ~~sub-distributors~~file ortimely ~~other~~the ~~representatives.~~historical financial statements of JAS.

~~Item 7.01 Regulation FD Disclosure~~2

OnPursuant ~~March~~to ~~20,~~the ~~2020,~~requirements of the ~~Company~~Securities ~~issued~~Exchange aAct ~~press~~of ~~release~~1934, ~~covering~~ the ~~Moldova~~Registrant ~~and~~has ~~Romania~~duly ~~distribution~~caused ~~agreements~~this ~~and~~Report ato ~~purchase~~be ~~order~~signed ~~placed~~on its behalf by the ~~Company~~undersigned hereunto duly authorized.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.3, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Date: March 27, 2020		PreCheck Health Services, Inc.

	By:	/s/ Justin E. Anderson
		Justin E. Anderson
		Chief Executive Officer

~~Item 9.01. Financial Statements and Exhibits.~~3

(d) Exhibits

99.1		Distribution agreement dated March 19, 2020 between the Company and Co-Diagnostics Inc. for Moldova*
99.2		Distribution agreement dated March 19, 2020 between the Company and Co-Diagnostics Inc. for Romania*
99.3		Press release dated March 20, 2019

_____________

* Confidential information in this agreement has been omitted.

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 20, 2020		PreCheck Health Services, Inc.
	By:	/s/ Justin E. Anderson
		Justin E. Anderson
		Chief Executive Officer

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