UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

Rennova Health, Inc.


(Name of Issuer)

 

Common Stock, $.01 par value


(Title of Class of Securities)

 

759757 10 7


(CUSIP Number)

 

Seamus Lagan

400 South Australian Avenue, 8th Floor

West Palm Beach, FL 33401

(561) 855-1626


(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

May 2, 2016


(Date of Event which Requires Filing of This Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box o.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

   
 

 

CUSIP No. 759757 10 7 13D Page 2 of 9

 

 

1.

Names of Reporting Persons

Seamus Lagan

2.

Check the Appropriate Box if a Member of a Group

(a)        □

(b)        □

3. SEC Use Only
4.

Source of Funds (See Instructions)

OO

5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)      
6.

Citizenship Or Place Of Organization

Ireland

Number Of
Shares
Beneficially
Owned By
Each
Reporting
Person

With

7.

Sole Voting Power

2,000,000

 
8.

Shared Voting Power

421,927

 
9.

Sole Dispositive Power

2,000,000

 
10.

Shared Dispositive Power

421,927

 
11.

Aggregate Amount Beneficially Owned by Each Reporting Person

2,421,927

12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x
13.

Percent of Class Represented by Amount in Row (11)

14.4%

14.

Type of Reporting Person

IN

         

 

 
 

 

CUSIP No. 759757 10 7 13D Page 3 of 9

 

1.

Names of Reporting Persons

Alcimede LLC

2.

Check the Appropriate Box if a Member of a Group

(a)        □

(b)        □

3.

SEC Use Only

 

4.

Source of Funds (See Instructions)

OO

5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)      
6.

Citizenship Or Place Of Organization

Delaware

Number Of
Shares
Beneficially
Owned By
Each
Reporting
Person

With

7.

Sole Voting Power

-0-

 
8.

Shared Voting Power

421,927

 
9.

Sole Dispositive Power

-0-

 
10.

Shared Dispositive Power

421,927

 
11.

Aggregate Amount Beneficially Owned by Each Reporting Person

421,927

12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   x
13.

Percent of Class Represented by Amount in Row (11)

2.9%

14.

Type of Reporting Person

OO

         

 

 
 

 

CUSIP No. 759757 10 7 13D Page 4 of 9

 

1.

Names of Reporting Persons

Epizon Ltd.

2.

Check the Appropriate Box if a Member of a Group

(a)        □

(b)        □

3.

SEC Use Only

 

4.

Source of Funds (See Instructions)

OO

5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)      
6.

Citizenship Or Place Of Organization

Commonwealth of the Bahamas

Number Of
Shares
Beneficially
Owned By
Each
Reporting
Person

With

7.

Sole Voting Power

-0-

 
8.

Shared Voting Power

1,884,334

 
9.

Sole Dispositive Power

-0-

 
10.

Shared Dispositive Power

1,884,334

 
11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,884,334

12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)    x
13.

Percent of Class Represented by Amount in Row (11)

12.7%

14.

Type of Reporting Person

OO

         

 

 
 

 

CUSIP No. 759757 10 7 13D Page 5 of 9

 

1.

Names of Reporting Persons

P. Wilhelm F. Toothe, Trustee of The Shanoven Trust

2.

Check the Appropriate Box if a Member of a Group

(a)        □

(b)        □

3.

SEC Use Only

 

4.

Source of Funds (See Instructions)

OO

5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)  □
6.

Citizenship Or Place Of Organization

Commonwealth of the Bahamas

Number Of
Shares
Beneficially
Owned By
Each
Reporting
Person

With

7.

Sole Voting Power

-0-

 
8.

Shared Voting Power

1,884,334

 
9.

Sole Dispositive Power

-0-

 
10.

Shared Dispositive Power

1,884,334

 
11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,884,334

12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   x
13.

Percent of Class Represented by Amount in Row (11)

12.7%

14.

Type of Reporting Person

OO

         

 

   
 

 
CUSIP No. 759757 10 7 13D Page 6 of 9

 


1.

Names of Reporting Persons

The Shanoven Trust

2.

Check the Appropriate Box if a Member of a Group

(a)        □

(b)        □

3.

SEC Use Only

 

4.

Source of Funds (See Instructions)

OO

5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)  □
6.

Citizenship Or Place Of Organization

Commonwealth of the Bahamas

Number Of
Shares
Beneficially
Owned By
Each
Reporting
Person

With

7.

Sole Voting Power

-0-

 
8.

Shared Voting Power

1,884,334

 
9.

Sole Dispositive Power

-0-

 
10.

Shared Dispositive Power

1,884,334

 
11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,884,334

12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x
13.

Percent of Class Represented by Amount in Row (11)

12.7%

14.

Type of Reporting Person

OO

         

 

 

 
 
CUSIP No. 759757 10 7 13D Page 7 of 9

 

Item 1.         Security and Issuer

 

This Amendment No. 1 to Schedule 13D amends the Statement on Schedule 13D, dated November 2, 2015, with respect to the Common Stock, $0.01 par value per share (the "Shares"), of Rennova Health, Inc., a Delaware corporation (the "Issuer"), filed by Seamus Lagan, Alcimede LLC, a Delaware limited liability company ("Alcimede"), Epizon Ltd. ("Epizon"), a Bahamian international business corporation, which is wholly-owned by The Shanoven Trust, of which P. Wilhelm F. Toothe serves as the trustee; P. Wilhelm F. Toothe, as trustee of The Shanoven Trust; and The Shanoven Trust. Except as expressly amended below, Schedule 13D, dated November 2, 2015 remains in effect.

 

Item 3.         Source and Amount of Funds or Other Consideration

 

Item 3 is hereby amended to include the following:

 

This Amendment No. 1 to Schedule 13D is being filed to report the grant to Mr. Lagan on May 2, 2016 of an aggregate 2,000,000 options to purchase a like number of Shares of the Issuer. With respect to such options, 1,000,000 options are currently exercisable through December 31, 2017, at an exercise price of $5.00 per Share, and 1,000,000 options are currently exercisable through December 31, 2022, at an exercise price of $10.00 per Share.

 

Item 5.         Interest in Securities of the Issuer

 

Item 5 is hereby amended to include the following:

 

As of May 2, 2016, Mr. Lagan may be deemed to beneficially own 2,421,927 Shares (or approximately 14.4% of the total number of Shares currently outstanding), which consists of 2,000,000 stock options owned of record by Mr. Lagan, as described in Item 3. above, and as to which Mr. Lagan may be deemed to have sole dispositive and voting power, and 421,927 Shares owned of record by Alcimede. Mr. Lagan may be deemed to have shared dispositive and voting power with Alcimede over the 421,927 Shares owned of record by Alcimede. Such Shares do not include 1,884,334 Shares owned of record by Epizon (or approximately 12.7% of the total number of Shares currently outstanding), and with respect to such Shares, The Shanoven Trust, P. Wilhelm F. Toothe, as trustee of The Shanoven Trust, and Epizon share dispositive and voting power; and 1,000 shares of the Issuer's Series B Convertible Preferred Stock, owned of record by Epizon. Such Shares also do not include Shares owned by a third party entity, and which third party entity is owned by a trust of which P. Wilhelm F. Toothe serves as trustee.

 

Item 7. Materials to be Filed as Exhibits

 

Item 7 is hereby amended to include the following:

 

Exhibit B – Joint Filing Agreement pursuant to Rule 13d-1(k).

 

 

 
 
CUSIP No. 759757 10 7 13D Page 8 of 9

 

SIGNATURES

 

 

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

May 20, 2016

 

 

 

May 20, 2016

 

/s/ Seamus Lagan

Seamus Lagan, individually

 

 

Alcimede LLC

 

By: /s/ Seamus Lagan

       Seamus Lagan, Sole Manager

     
     
May 20, 2016  

Epizon Ltd.

 

By: The Shanoven Trust

 

 

By: /s/ P. Wilhelm F. Toothe

        P. Wilhelm F. Toothe, Trustee

     
     
May 20, 2016  

The Shanoven Trust

 

 

By: /s/ P. Wilhelm F. Toothe

        P. Wilhelm F. Toothe, Trustee

     

 

 

 

 

 

 

 

 

 

 

 
 

 

CUSIP No. 759757 10 7 13D Page 8 of 9

 

Exhibit B

 

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)

 

The undersigned acknowledge and agree that the foregoing statement on Amendment No. 1 to Schedule 13D is filed on behalf of each of the undersigned. The undersigned acknowledge that each shall be responsible for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent it knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.

 

Dated: May 20, 2016

 

/s/ Seamus Lagan

Seamus Lagan, Individually

Alcimede LLC

By: /s/ Seamus Lagan
      Seamus Lagan, Sole Manager

   
 

Epizon Ltd.

 

By: The Shanoven Trust

 

 

By: /s/ P. Wilhelm F. Toothe

       P. Wilhelm F. Toothe, Trustee

   
 

The Shanoven Trust

 

 

By: /s/ P. Wilhelm F. Toothe

      P. Wilhelm F. Toothe, Trustee