form8k.htm
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 18, 2007
INNOVA
ROBOTICS &
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
EmployerIdentification
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.
Stephen
M. Fleming, Esq.
Sichenzia
Ross Friedman Ference LLP
61
Broadway, 32nd
Floor
New
York,
New York 10006
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):
[
]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
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))
Item
1.01 Entry into a Material Definitive Agreement
Item
5.02 Departure of Directors or Principal Officers
On
December 18, 2007, Innova Robotics and Automation, Inc. (the “Company”) and its
subsidiaries entered into an Employment Termination and Retirement Agreement
(the “Agreement”) with Walter Weisel (“Weisel”). Pursuant to the Agreement,
Weisel resigned from all positions with the Company and its subsidiaries,
including resigning as Director of the Company. The Company acknowledges
that is
owes Weisel $227,000 in accrued compensation for periods of time in 2002
thru
2006. This will be paid substantially in restricted Company stock as follows;
Weisel shall be paid the aggregate gross sum of $110,000 in restricted stock
of
the Company or in cash, at the Company’s discretion; the Company shall also
issue 2,800,000 shares of the Company’s restricted common stock to Weisel in
four equal quarterly installments in 2008 beginning April 1, 2008. Additionally,
Weisel will be paid an annual cash salary of $45,000 through December 31,
2007.
Weisel shall be paid an additional sum of $13,453.49 in accrued and unpaid
salary and non reimbursed expenses upon submission of expense reports. An
employment agreement, entered into by and between Weisel and the Company
on
August 21, 2007 has been terminated with the execution of the
Agreement. A copy of the Agreement is attached
hereto. There was no disagreement between the Company and Weisel
which led to his resignation.
On
December 18, 2007, Robotic Workspace Technologies, a wholly owned subsidiary
of
Innova Robotics and Automation, Inc. (collectively, the “Company”), entered into
a consulting agreement (the “Consulting Agreement”) with Walter Weisel
(“Weisel”). As per the Consulting Agreement, Weisel will obtain
licensing agreements and settlements with trade secret and patent violators
of
the its intellectual property and assist in obtaining funding and
businesses opportunities for the Company related to the Company’s intellectual
property, specifically, robotic devices. The Consulting Agreement terminates
on
June 19, 2008 and any extension of the Consulting Agreement must be in writing
and signed by both parties. A copy of the Consulting Agreement is attached
hereto.
Item
9.01
Financial Statements and Exhibits
Exhibit
Number
|
|
Description
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4.1
|
|
Employment
Termination and
Retirement Agreement, dated December 18, 2007
|
4.3
|
|
Consulting
Agreement, dated
December 18, 2007
|
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
ROBOTICS &
AUTOMATION, INC. |
|
|
|
|
|
December
26, 2007
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By:
|
/s/ Eugene
V. Gartlan |
|
|
|
Eugene
V. Gartlan |
|
|
|
Chief
Executive Officer |
|