Unassociated Document
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): December 13,
2006
INNOVA
ROBOTICS AND AUTOMATION, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
000-33231
|
95-4868120
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
15870
Pine Ridge Road, Fort Myers, Florida 33908
(Address
of principal executive offices and Zip Code)
Registrant's
telephone number, including area code (239) 466-0488
Copies
to:
Gregory
Sichenzia, Esq.
Eric
A.
Pinero, Esq.
Sichenzia
Ross Friedman Ference LLP
1065
Avenue of the Americas
New
York,
New York 10018
Phone:
(212) 930-9700
Fax:
(212) 930-9725
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):
o Written
communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
o Soliciting
material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
5.02 Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers.
On
December 13, 2006, Eugene V. Gartlan resigned as our Chief Financial Officer.
There was no disagreement or dispute between Mr. Gartlan and our company which
led to his resignation. In addition, on December 13, 2006, our Board of
Directors appointed Kenneth D. Vanden Berg, CPA as our Chief Financial Officer
and appointed Eugene V. Gartlan as our Executive Director of Strategic
Development and as a member of our Board of Directors. There are no
understandings or arrangements between Messrs. Vanden Berg and Gartlan and
any
other person pursuant to which Messrs. Vanden Berg and Gartlan were selected
as
an officer and director of our company, respectively. Messrs. Vanden Berg and
Gartlan do not have any family relationship with any director, executive officer
or person nominated or chosen by us to become a director or executive officer.
Furthermore, since September 30, 2006, Messrs. Vanden Berg and Gartlan have
never entered into a transaction, nor is there any proposed transaction, between
Messrs. Vanden Berg and Gartlan and us.
Kenneth
D. Vanden Berg, CPA, carries approximately 32 years of accounting and financial
management experience. From December 2004 to November 2006, he served as
Corporate Controller for Nasdaq-listed Avocent Corporation, a global
manufacturer and distributor of KVM and digital switching systems and solutions
for data centers. From 2000 to 2004, Mr. Vanden Berg served as a Professional
Consultant of Accounting & Finance for Jefferson Wells, a division of
NYSE-listed Manpower, Inc. He was brought in to Jefferson Wells to launch the
Investment Banking Group for middle market companies in the Midwest. From 1982
to 2000, Mr. Vanden Berg also served executive roles at companies such as High
Level Systems, Inc., Entela, Inc., and Paramount Companies, Inc. He earned
Bachelor of Science degrees in accounting and finance as well as in economics
and banking from Northern Michigan University in 1973.
On
December 18, 2006, we issued a press release announcing the aforementioned
management and Board of Directors changes which is attached hereto as Exhibit
99.1.
In
accordance with General Instruction B.2 of Form 8-K, the information in this
Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to
be
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the liability of that
section, and shall not be incorporated by reference into any registration
statement or other document filed under the Act or the Exchange Act, except
as
shall be expressly set forth by specific reference in such filing.
Item
9.01 Financial
Statements and Exhibits.
| (a) |
Financial
statements of business acquired.
|
Not
applicable.
| (b) |
Pro
forma financial information.
|
Not
applicable.
|
Exhibit
Number
|
|
Description
|
|
99.1
|
|
Press
Release of Innova Robotics and Automation dated as of December 18,
2006.
|
SIGNATURES
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.
| |
|
|
| |
INNOVA
HOLDINGS, INC. |
|
|
|
| Date:
December 19, 2006 |
By: |
/s/
Walter K.
Weisel
|
| |
Walter K. Weisel |
| |
Chief
Executive Officer |