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Patient Infosystems Inc · 10-K405/A · For 12/31/00

Filed On 4/30/01 3:11pm ET · SEC File 0-22319 · Accession Number 1017813-1-500010

  As Of               Filer                 Filing     As/For/On Docs:Pgs

 4/30/01  Patient Infosystems Inc           10-K405/A  12/31/00    1:8

Amendment to Annual Report -- [X] Reg. S-K Item 405 · Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K405/A   Amendment to Annual Report -- [X] Reg. S-K Item        8     67K 
                          405

Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (RTF, XML, et al.) Certain Relationships and Related Transactions Directors and Executive Officers of the Registrant Executive Compensation Security Ownership of Certain Beneficial Owners and Management Stock Option Plan
1	1st Page
2	Item 10. Directors and Executive Officers of the Registrant
3	Item 11. Executive Compensation
5	Stock Option Plan
7	Item 12. Security Ownership of Certain Beneficial Owners and Management
"	Item 13. Certain Relationships and Related Transactions

10-K405/A 1st Page of 8 TOC Top Previous Next Bottom Just 1st
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K/A
Amendment No. 1
Annual Report Pursuant to Section 13 or 15 (d)
of the Securities Exchange Act of 1934

For the Year Ended December 31, 2000
Commission File Number: 0-22319

Patient Infosystems, Inc.
(Exact Name of Registrant as Specified in its Charter)

Delaware 16-1476509
(State or Other Jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
46 Prince Street
Rochester, New York 14607 14607
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (716) 244-1367

Securities registered pursuant to Section 12(b) of
the Exchange Act of 1934:

None.

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $.01 per share
(Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12
months (or for such shorter period that the registrant was required to file such
reports) and (2) has been subject to such filing requirements for the past 90
days: Yes No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulations S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in a definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.

The aggregate market value of the voting stock held by nonaffiliates of the
registrant as of April 28, 2000

COMMON STOCK, PAR VALUE, $.01 PER SHARE- $444,881

The number of shares outstanding of the issuer's common stock as of April 28,
2000:

COMMON STOCK, PAR VALUE, $.01 PER SHARE - 8,220,202

DOCUMENTS INCORPORATED BY REFERENCE:

None.

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EXPLANATORY NOTE

The Registrant is amending its Annual Report on Form 10-K for the year
ended December 31, 2000 to include the information required in Part III, Items
10 through 13, which was omitted in the original filing pursuant to General
Instruction G(3) of this Form 10-K.

PART III

ITEM 10 DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The names, ages, principal occupations and other information concerning the
directors and executive officers of the Company, based upon information received
from them, are set forth below.

Derace L. Schaffer, M.D., 53 (Chairman of the Board of Directors since
1995). Dr. Schaffer has been Chairman of the Board and a Director of the Company
since its inception in February 1995. Dr. Schaffer is President of the Ide
Imaging Group, P.C., as well as the Lan Group, a venture capital firm
specializing in health care and high technology investments. He serves as a
director of the following public companies: Allion Healthcare, Inc. and
Radiologix, Inc. He is also a director of several private companies, including
Analytika, Inc., Card Systems, Inc. and Logisticare, Inc. Dr. Schaffer is a
board certified radiologist. He received his postgraduate radiology training at
Harvard Medical School and Massachusetts General Hospital, where he served as
Chief Resident. Dr. Schaffer is a member of Alpha Omega Alpha, the national
medical honor society, and is Clinical Professor of Radiology at the University
of Rochester School of Medicine. Dr. Schaffer provides services to the Company
on a part-time basis.

Roger Louis Chaufournier, 43 (President and Chief Executive Officer since
April 1, 2000) Prior to joining Patient Infosystems, Mr. Chaufournier was
President of the STAR Advisory Group, a health care consulting firm he founded
in 1998. From August 1996 to July 1999, Mr. Chaufournier was the Chief Operating
Officer of the Managed Care Assistance Corporation, a company that developed and
operated Medicaid health plans. Managed Care Assistance Corporation filed for
protection under the federal bankruptcy laws in June 2000. From 1993 to 1996,
Mr. Chaufournier was Assistant Dean for Strategic Planning for the Johns Hopkins
University School of Medicine. In addition, Mr. Chaufournier spent twelve years
in progressive leadership positions with the George Washington University
Medical Center from 1981 to 1993. Mr. Chaufournier was also Chairman of the
Board and acting President of Metastatin Pharmaceuticals, a privately held
company developing therapeutics in the area of prostate cancer. Mr. Chaufournier
was a three time Examiner with the Malcolm Baldrige National Quality Award and
has served as the national facilitator for the federal Bureau of Primary Health
Care chronic disease collaboratives.

Carl F. Kohrt, Ph.D., 57 (Director since 1996). Dr. Kohrt is currently a
Principal in a private technology consulting company, Wateroaks Consulting LLP.
Dr. Kohrt retired form Eastman Kodak in July 2000, where he has served in
various capacities since 1971, most recently: Executive Vice President.
Assistant Chief Operating Officer and Chief Technology Officer.

John Pappajohn, 72 (Director since 1995). Mr. Pappajohn has been a Director
of the Company since its inception in February 1995, and served as its Secretary
and Treasurer from inception through May 1995. Since 1969 Mr. Pappajohn has been
the sole owner of Pappajohn Capital Resources, a venture capital firm and
President of Equity Dynamics, Inc., a financial consulting firm, both located in
Des Moines, Iowa. He serves as a Director for the following public companies:
Allion Healthcare, Inc., MC Informatics, Inc., Pace Health Management Systems,
Inc. and Radiologix, Inc.

Christine St. Andre, 50 (Executive Vice President and Chief Operating
Officer since June 5, 2000) Ms. St. Andre has more than 20 years experience
managing complex healthcare organizations. From 1994 to 2000, Ms. St. Andre was
Chief Executive Officer for the University of Utah Hospitals and Clinics. Prior
to that, Ms. St. Andre served as Chief Executive Officer of George Washington
University Medical Center. Ms. St. Andre's career in health care began in the
area of information technology at the Thomas Jefferson University.

Kent Tapper, 44 (Vice President, Financial Planning of the Company since
April 1999). Mr Tapper has served as Chief Information Officer and Vice
President, Systems Engineering and has been with the Company since July 1995.
Mr. Tapper became acing Chief Financial Officer of the Comapny in April 2000.
Prior to joining the Company and since 1992, Mr. Tapper served as Product
Manager, Audio Response and Call Center Platforms for Northern Telecom, Inc.
From 1983 to 1992, Mr. Tapper held Product Manager, Systems Engineering Manager
and various engineering management positions with Northern Telecom.

Barbara J. McNeil, M.D., Ph.D., resigned from the Board of Directors as of
April 15, 2001.

MEETINGS OF THE BOARD AND COMMITTEES

During the 2000 fiscal year there were 5 meetings of the Board of
Directors. Each Director attended at least three of the aggregate total number
of the meetings of the Board of Directors held during the year.

The Board of Directors of the Company has appointed two committees: the
Audit Committee and the Compensation Committee. The Board of Directors adopted a
new Audit Committee charter during 2000 which obligates the Audit Committee to
review the Company's public filings, auditing practices and procedures, makes
recommendations to management or to the Board of Directors as to any changes to
such practices and procedures deemed necessary from time to time to comply with
applicable auditing rules, regulations and practices, and recommends independent
auditors for the Company to be elected by the stockholders. The Audit Committee
held 3 meetings during fiscal year 2000. The Audit Committee consists of John
Pappajohn, Barbara J. McNeil and Carl F. Kohrt. The Compensation Committee,
which did not meet during 2000, meets periodically to make recommendations to
the Board of Directors concerning the compensation and benefits payable to the
Company's executive officers and other senior executives. The Compensation
Committee also administers the Company's Employee Stock Option Plan. The
Compensation Committee consists of Derace L. Schaffer, Barbara J. McNeil and
Carl F. Kohrt.

COMPENSATION OF DIRECTORS

During 2000, the Company paid Derace L. Schaffer $10,417 in connection with
the part-time performance of his duties as Chairman of the Board of Directors,
no such payments have been made after February 1, 2000. All Directors were also
reimbursed for expenses incurred in connection with attending meetings,
including travel expenses to such meetings. No other cash fees were paid to the
directors of the Company.

The Company's directors are eligible to participate in the Company's Stock
Option Plan. Pursuant to the Stock Option Plan, non-employee directors of the
Company receive a one-time grant of a non-qualified stock option to purchase
36,000 shares of the Company's Common Stock at an exercise price equal to fair
market value per share on the date of their initial election to the Company's
Board of Directors. Such non-qualified stock option vests as to 20% of the
option grant on the first anniversary of the grant, and 20% on each subsequent
anniversary, is exercisable only during the non-employee director's term and
automatically expires on the date such director's service terminates. Upon the
occurrence of a change of control, as defined in the Stock Option Plan, all
outstanding unvested options immediately vest.

For personal guarantees of a line of credit, the Company granted to each of
Messrs. Pappajohn and Schaffer warrants to purchase 312,500 shares of the
Company's Common Stock. Details of the terms of these warrants can be found in
Item 13.

On March 31, 2000, Messrs. Schaffer and Pappajohn purchased 25,000 and
50,000 shares of the Company's Series C Preferred Stock, ("Preferred Stock")
respectively, at a purchase price of $10 per share. Messrs. Schaffer and
Pappajohn invested alongside other investors who purchase an additional 25,000
shares of Preferred Stock in connection with a private placement conducted by
the Company. The Preferred Stock may be converted at any time into common stock
of the Company at the rate of 8 shares of common stock for every share of
Preferred Stock. Dividends may be payable on the Preferred Stock at the rate of
9% per annum. The fair market value of the Company's Common Stock at the time of
issuance of Series C Stock was $1.9375 per share. The Series C Preferred Stock
is convertible at a price equal to $1.25 per share of Common Stock resulting in
a discount, or beneficial conversion feature, of $0.6875 per share. The
incremental fair value of $412,500 for the 75,000 shares of Series C Preferred
issued to Messrs. Schaffer and Pappajohn is deemed to be the equivalent of a
preferred stock dividend. The Company recorded the deemed dividend at the date
of issuance by offsetting charges and credits to additional paid in capital,
without any effect on total stockholders' equity. The amount increased the loss
applicable to common stockholders in the calculation of basic net loss per
share.

On January 26, 2001, Carl Kohrt and Barbara McNeil were each granted a
warrant to purchase 20,000 shares of the Company's Common Stock at a price of
$0.1875 per share.

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SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires
the Company's executive officers and directors, and persons who own more than
10% of a registered class of the Company's equity securities, to file reports of
ownership and changes in ownership with the Securities and Exchange Commission.
Based on a review of the copies of reports furnished to the Company, the Company
believes that during the year ended December 31, 2000 all filing requirements
applicable to its officers, directors and ten percent beneficial owners were
met.

ITEM 11 EXECUTIVE COMPENSATION

The following table sets forth information concerning the annual and
long-term compensation for services in all capacities to the Company and its
subsidiary for each of the fiscal years ended December 31, 2000, 1999 and 1998
for those persons who were at December 31, 2000, (i) the Chief Executive Officer
and (ii) the other three most highly compensated executive officers of the
Company who received compensation in excess of $100,000 during the year ended
December 31, 2000 (the "named executive officers"):

[Enlarge/Download Table]

Summary Compensation Table
Long-Term
Compensation
Awards
Annual Compensation Securities
Name and Principal Position Year Salary Bonus Underlying Options
---- ------ ----- ------------------

Roger L. Chaufournier(1) 2000 $151,546 $0 200,000

Donald A. Carlberg, President and Chief 2000 $105,188 $0
Executive Officer(2) 1999 $200,734 $25,000 50,000
1998 $194,231 $25,000 20,000

Christine St. Andre, Chief Operating 2000 $97,885 $0 150,000
Officer(3)

Kent A. Tapper, Vice President, Financial 2000 $119,335 $0 0
Planning 1999 $114,702 $0 0
1998 $118,039 $0 0

(1) Mr. Chaufournier was appointed President and Chief Executive Officer as of
March 20, 2000.

(2) Mr. Carlberg resigned his position as President and Chief Executive Officer
as of March 31, 2000.

(3) Ms. St. Andre was appointed Chief Operating Officer as of June 5, 2000.

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The following table sets forth certain information regarding options
granted to the Chief Executive Officer and the named executive officers of the
Company during 2000.

[Enlarge/Download Table]

Option Grants During 2000

Individual Grants
Potential Realizable
Number of Value at Assumed Annual
Securities % of Total Options Rates of Stock Price
Underlying Granted to Exercise Appreciation for Option
Options Employees in Price Expiration Term (3)
Name Granted (#)(1) Fiscal Year (2) $/Share Date 5% ($) 10% ($)
---------------------- -------------- --------------- ------- ---------- ------ -------

Roger L. Chaufournier 200,000 51.81% $2.06 3/30/10 $259,105 $656,622

Christine St. Andre 150,000 38.86% $0.50 8/29/10 $ 47,167 $119,531

Kent A. Tapper - - - - - -

(1) Options typically become exercisable at the rate of 20% per year from the
date of grant and have ten year terms as long as the optionee's employment
with the Company continues. The exercise price of each option is equal to
the fair market value of the underlying Common Stock on the date of the
grant, as determined by the Board of Directors.

(2) Total number of options granted during fiscal year 2000 was 386,000.

(3) Future value of current year grants assumes appreciation in the market
value of the Common Stock of 5% and 10% per year over the ten-year option
period as required by the rules of the Securities and Exchange Commission
and do not represent the Company's estimate or projection of actual values.
The actual value realized may be greater than or less than the potential
realizable values set forth in the table.

The following table sets forth certain information regarding unexercised
options held by the Chief Executive Officer and the named executive officers of
the Company at December 31, 2000. The table does not give effect to grants of
options that occurred after December 31, 2000. For additional information with
respect to these grants, see "Stock Option Plan".

[Enlarge/Download Table]

Aggregated Option Exercises during 2000
and Option Values on December 31, 2000
Number of securities Value of unexercised
underlying unexercised in-the-money options at
options at December 31, 2000 ($)(1)
December 31, 2000 (#)
Shares aquired Value
Name on exercise (#) realized ($) Exercisable Unexercisable Exercisable Unexercisable
--------------------- --------------- ------------ ----------- ------------- ----------- -------------

Donald Carlberg 180,000 25,020 - - - -
Roger Chaufournier - - - 200,000 - -
Christine St. Andre - - - 150,000 - -
Kent Tapper - - 36,000 - 1,746 -

(1) Calculated based upon $0.1875 market value of the underlying securities as
of December 31, 2000.

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STOCK OPTION PLAN

The Company's Stock Option Plan (the "Plan") was originally adopted by the
Board of Directors and stockholders in June 1995. Up to 1,680,000 shares of
Common Stock have been authorized and reserved for issuance under the Plan.
Under the Plan, options may be granted in the form of incentive stock options
("ISOs") or non-qualified stock options ("NQOs") from time-to-time to salaried
employees, officers, directors and consultants of the Company, as determined by
the Compensation Committee of the Board of Directors. The Compensation Committee
determines the terms and conditions of options granted under the Plan, including
the exercise price. The Plan provides that the Committee must establish an
exercise price for ISOs that is not less than the fair market value per share at
the date of the grant. However, if ISOs are granted to persons owning more than
10% of the voting stock of the Company, the Plan provides that the exercise
price must not be less than 110% of the fair market value per share at the date
of the grant. The Plan also provides for a non-employee director to be entitled
to receive a one-time grant of a NQO to purchase 36,000 shares at an exercise
price equal to fair market value per share on the date of their initial election
to the Company's Board of Directors. Such NQO is exercisable only during the
non-employee director's term and automatically expires on the date such
director's service terminates. Each option, whether an ISO or NQO, must expire
within ten years of the date of the grant.

As of April 30, 2001, options to acquire 1,225,340 shares of Common Stock
had been granted to employees and directors of the Company. The following table
sets forth information regarding the number of options outstanding and the
exercise price of these options.

[Download Table]

Number of Options
Outstanding at
April 30, 2001 Exercise Price
-------------- --------------

72,000 $0.14
525,000 $0.19
150,000 $0.50
72,000 $0.69
133,340 $1.38
30,000 $1.88
200,000 $2.06
5,000 $2.19
24,000 $2.44
14,000 $2.75

Of these options, 345,000, exercisable for $0.1875 per share, were granted
as of January 26, 2001 to certain officers and key members of management and
vested immediately in lieu of a cash bonus. The remainder of the options granted
on January 26, 2001 and all other options granted under the Plan vest to extent
of 20% of the option grant on the first anniversary of the grant, and 20% on
each subsequent anniversary.

Included in the options are grants made to the following officers of the
Company: (i) on March 30, 2000 Roger L. Chaufournier, the Chief Executive
Officer of the Company, was granted 200,000 stock options exercisable at $2.06,
which vest at the rate of 20% per year from the date of grant and have a ten
year term; (ii) on January 26, 2001 Roger L. Chaufournier, the Chief Executive
Officer of the Company, was granted 200,000 stock options exercisable at $.1875,
135,000 vested immediately and the remaining 65,000 vest at the rate of 20% per
year from the date of grant and have a ten year term; (iii) on August 29, 2000
Christine St. Andre, the Chief Operating Officer of the Company, was granted
150,000 stock options exercisable at $0.50, which vest at the rate of 20% per
year from the date of grant and have a ten year term; (iv) on January 26, 2001
Christine St. Andre, the Chief Operating Officer of the Company, was granted
150,000 stock options exercisable at $0.1875, 100,000 vested immediately and the
remaining 50,000 vest at the rate of 20% per year from the date of grant and
have a ten year term; (v) on January 26, 2001 Kent A. Tapper, the acting Chief
Financial Officer of the Company, was granted 100,000 stock options exercisable
at $0.1875, 65,000 vested immediately and the remaining 35,000 vest at the rate
of 20% per year from the date of grant and have a ten year term. In addition, on
March 23, 2000 the Company granted to each of Messrs. Pappajohn and Schaffer,
Directors of the Company, warrants to purchase 125,000 shares of the Company's
Common Stock at an exercise price of $2.325 per share (see Item 13) and have a
five year term. On January 26, 2001 Barbara McNeil and Carl Kohrt, directors of
the Company, were each granted warrants to purchase 20,000 shares of the
Company's Common Stock at an exercise price of $0.1875 per share and have a one
year term.

EMPLOYMENT CONTRACTS

The Company has entered into a Letter Agreement dated March 30, 2000 with
Roger Louis Chaufournier pursuant to which Mr. Chaufournier serves as the
Company's President and Chief Executive Officer. The Letter Agreement calls for
Mr. Chaufournier to receive a base salary of $200,000 per year. Upon execution
of the Letter Agreement, Mr. Chaufournier received an option to purchase up to
200,000 shares of Common Stock of the Company at an exercise price of $2.06 per
share. The option has a ten-year term and vests at a rate of 20% per year over
five years. The option, therefore, will be fully exercisable after the first
five years of employment.

On March 30, 2000, the Company entered into a Severance and Release
Agreement with Donald Carlberg, Chief Executive Officer of the Company. The
Company paid to Mr. Carlberg severance pay in the gross amount of $58,763.

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REPORT OF THE COMPENSATION COMMITTEE
OF THE BOARD OF DIRECTORS

In 2000, the compensation for the Company's executive officers was
determined by the Board in light of the responsibilities involved in further
developing the Company's business operations, developing its initial and ongoing
customer relationships and advancing patient information programs. The
compensation for Mr. Chaufournier was determined in 2000 by arms-length
negotiations between members of the Board of Directors of the Company and Mr.
Chaufournier. The compensation for Ms. St. Andre was established by the full
Board of Directors. The Compensation Committee believes that the amounts agreed
upon reflects fair compensation for an executive with the experience and
capabilities that are possessed by each of Mr. Chaufournier and Ms. St. Andre.

The Compensation Committee evaluates the performance of each executive
officer of the Company in the context of the goals and challenges that the
Company faces over the next year. The determinations as to salary and bonus are
made in a context of the challenges faced by the Company, the individual
performance of the individual and the salaries of executives at comparative
companies in the Company's industry.

Dr. Derace Schaffer
Dr. Carl F. Kohrt

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COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

The Compensation Committee consisted of Derace L. Schaffer, Barbara J.
McNeil and Carl F. Kohrt for the year ended December 31, 2000. None of these
individuals was at any time during fiscal year 2000 or any other time an officer
or employee of the Company. No executive officer of the Company serves as a
member of the board of directors or compensation committee of any other entity
that has one or more executive officers serving as a member of the Company's
Board of Directors or Compensation Committee.

ITEM 12 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information regarding the beneficial
ownership of the shares of the Company's Common Stock as of April 30, 2000, (i)
by each person the Company knows to be the beneficial owner of 5% or more of the
outstanding shares of Common Stock, (ii) the Chief Executive Officer and each
named executive officer listed in the Summary Compensation Table above, (iii)
each director of the Company and (iv) all executive officers and directors of
the Company as a group.

[Download Table]

Shares Percentage
Beneficially Beneficially
Beneficial Owner (1) Owned Owned
-------------------- ----- -----

John Pappajohn (2)............................ 2,320,980 25.88%
Derace L. Schaffer (3)........................ 2,253,000 25.69%
Edgewater Private Equity Fund II, L.P.,
666 Grand Avenue, Suite 200
Des Moines, IA 50309 970,000 11.80%
Roger Louis Chaufournier (4).................. 175,000 2.08%
Kent A. Tapper (5)............................ 101,100 1.21%
Christine St. Andre (6)....................... 100,000 1.20%
Barbara J. McNeil (7)......................... 56,000 *
Carl F. Kohrt (7)............................. 56,000 *

All directors and executive officers as a 5,062,080 50.59%
group (7 persons)(8).........................

* Less than one percent.

(1) Unless otherwise noted, the address of each of the listed persons is c/o
the Company at 46 Prince Street, Rochester, New York 14607.

(2) Includes 360,000 shares held by Halkis, Ltd., a sole proprietorship owned
by Mr. Pappajohn, 360,000 shares held by Thebes, Inc. a sole proprietorship
owned by Mr. Pappajohn's spouse and 360,000 shares held directly by Mr.
Pappajohn's spouse. Mr. Pappajohn disclaims beneficial ownership of the
shares owned by Thebes, Inc. and by his spouse. Includes (i) options to
purchase 36,000 shares that are either currently exercisable or that become
exercisable within 60 days of April 30, 2001; (ii) 312,500 shares that are
issuable upon the exercise of warrants that are either currently
exercisable or that become exercisable within 60 days of April 30, 2001;
and (iii) 400,000 shares of Common Stock issuable upon the conversion of
Series C Convertible Preferred Stock.

(3) Includes 288,000 shares held by Dr. Schaffer's minor children. Also
includes (i) 36,000 shares that are issuable upon the exercise of options
that are either currently exercisable or that become exercisable within 60
days of April 30, 2001; (ii) 312,500 shares that are issuable upon the
exercise of warrants that are either currently exercisable or that become
exercisable within 60 days of April 30, 2001 and (iii) 200,000 shares of
Common Stock issuable upon the conversion of Series C Convertible Preferred
Stock.

(4) Includes options to purchase 175,000 shares that are either currently
exercisable or that become exercisable within 60 days of April 30, 2001.
Does not include 225,000 shares subject to outstanding options that are not
exercisable within 60 days of April 30, 2001.

(5) Includes options to purchase 101,000 shares that are either currently
exercisable or that become exercisable within 60 days of April 30, 2001.
Does not include 35,000 shares subject to outstanding options that are not
exercisable within 60 days of April 30, 2001.

(6) Includes options to purchase 100,000 shares that are either currently
exercisable or that become exercisable within 60 days of April 30, 2001.
Does not include 50,000 shares subject to outstanding options that are not
exercisable within 60 days of April 30, 2001.

(7) Includes options and warrants to purchase 56,000 shares that are either
currently exercisable or that become exercisable within 60 days of April
30, 2001.

(8) Includes 600,000 shares of Common Stock issuable upon the conversion of
Series C Convertible Preferred Stock as well as options and warrants to
purchase 1,185,000 shares that are either currently exercisable or that
become exercisable within 60 days of April 30, 2001. Does not include
310,000 shares subject to outstanding options and warrants that are not
exercisable within 60 days of April 30, 2001.

ITEM 13 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In December 1999, the Company established a credit facility with Norwest
Bank Iowa, National Association for $1.5 million (the "Original Line of
Credit"). Two of the Company's directors, John Pappajohn and Derace L. Schaffer
provided personal guarantees for the Original Line of Credit (the "Original
Guarantees"). In March 2000, the Original Line of Credit was increased to a
total of $2.5 million and also guaranteed by Messrs. Pappajohn and Schaffer (the
"Additional Guarantees").

In consideration of the Original Guarantees, the Company granted to each of
Messrs. Pappajohn and Schaffer warrants to purchase 187,500 shares of the
Company's Common Stock at an exercise price of $1.5625 per share, which was the
closing price of the Company's Common Stock on December 28, 1999. In
consideration of the Additional Guarantees, the Company granted to each of
Messrs. Pappajohn and Schaffer warrants to purchase 125,000 shares of the
Company's Common Stock at an exercise price of $2.375 per share, which was the
closing price of the Company's Common Stock on March 21, 2000.

No assurance can be given that Messrs. Pappajohn and Schaffer will provide
any additional guarantees in the future.

Between August 20, 2000 and December 31, 2000 the Company borrowed an
aggregate of $1,171,000 from Messers. Pappajohn and Schaffer in the form of
demand notes intended to be secured by the assets of the Company. The Company
anticipates that it will need to borrow additional funds before it can secure
capital through the issuance of additional securities. From January 1, 2001
through March 31, 2001, an additional $660,000 has been borrowed from Mr.
Pappajohn under substantially the same terms. The Company's current directors
have no obligation to continue to provide funds. There can be no assurances
given that the Company can borrow the additional amounts needed or that the
Company can sell additional securities. If Mr. Pappajohn fails to make
additional funds available to the Company it will likely be required to cease
operations.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunder duly authorized.

PATIENT INFOSYSTEMS, INC.
(Registrant)

Dated: April 30, 2001 By:/s/Roger L. Chaufournier
----------------------------------
Roger Louis Chaufournier
President, Chief Executive Officer

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Dates Referenced Herein and Documents Incorporated By Reference

		Referenced-On Page
This 10-K405/A Filing	Date	First	Last	Other Filings

	12/31/98	3		10-K/A, NT 10-K, 10-K
	12/28/99	7
	12/31/99	3		10-K405, 10-K405/A
	2/1/00	2
	3/20/00	3
	3/21/00	7
	3/23/00	5
	3/30/00	5		10-K405
	3/31/00	2	7	10-Q/A, 10-K405, 10-Q
	4/1/00	2
	4/28/00	1
	4/30/00	7
	6/5/00	2	3
	8/20/00	7
	8/29/00	5
For The Period Ended	12/31/00	1	7	10-K405
	1/1/01	7
	1/26/01	2	5
	3/31/01	7		10-Q
	4/15/01	2
Filed On / Filed As Of	4/30/01	5	8

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Patient Infosystems Inc · 10-K405/A · For 12/31/00

Filed On 4/30/01 3:11pm ET · SEC File 0-22319 · Accession Number 1017813-1-500010

Amendment to Annual Report -- [X] Reg. S-K Item 405 · Form 10-KFiling Table of Contents

Document Table of Contents

Dates Referenced Herein and Documents Incorporated By Reference

Amendment to Annual Report -- [X] Reg. S-K Item 405 · Form 10-K
Filing Table of Contents