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): April 14, 2015
Intelligent Living America, Inc.
(Exact name of registrant as specified in its charter)
Nevada |
| 000-54026 |
| 36-4794823 |
(State or Other Jurisdiction |
| (Commission File Number) |
| (I.R.S. Employer Identification No.) |
of Incorporation) |
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110 18th Avenue S.
St. Petersburg, FL 33705
(Address of Principal Executive Offices) (Zip Code)
800.800.5487
(Registrant’s telephone number, including area code)
299 Alhambra Circle, Suite 512
Coral Gables, FL 33134
(Former name or former address, if changed since last report)
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:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | 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 7.01. Regulation FD Disclosure.
On April 14, 2015, Provectus, LLC ( the “Debtor”), a wholly owned subsidiary of Intelligent Living America, Inc., filed a voluntary petition for relief (the “Bankruptcy Filing”) under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court in the Middle District of Florida.
During the bankruptcy process Provectus, LLC will continue to operate its business as debtors in possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.
The Debtor plans to file a Plan of Reorganization pursuant to Chapter 11 of the Bankruptcy Code (the “Plan”) and a related Disclosure Statement (the “Disclosure Statement”) with the Bankruptcy Court as soon as it is practical.
The Plan and the Disclosure Statement shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, are not otherwise subject to the liabilities of that section, and are not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are subject to risks and uncertainties. All statements, other than statements of historical facts, are forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking statements. Although we believe that in making any such forward-looking statement our expectations are based on reasonable assumptions, any such forward-looking statement involves uncertainties and is qualified in its entirety by reference to the discussion of risk factors under Item 1A, “Risk Factors” and the discussion under Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report on the most recent Form 10-K filed by Intelligent Living America, Inc. and the following important factors, among others, that could cause actual results to differ materially from those projected in such forward-looking statements:
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| our ability to obtain the approval of the Bankruptcy Court with respect to motions filed in our Chapter 11 cases, including the motion requesting approval of the Disclosure Statement, and the outcomes of Bankruptcy Court rulings and our Chapter 11 cases in general; |
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| the effectiveness of the overall restructuring activities pursuant to the Bankruptcy Filing and any additional strategies we employ to address our liquidity and capital resources; |
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| the actions and decisions of creditors, regulators and other third parties that have an interest in our Chapter 11 cases; and |
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| restrictions on us due to the terms of debtor-in-possession financing facilities and restrictions imposed by the Bankruptcy Court. |
Any forward-looking statement speaks only at the date on which it is made, and except as may be required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for us to predict all of them; nor can we assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statement. As such, you should not unduly rely on such forward-looking statements.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: April 22, 2015 |
| Intelligent Living America, Inc. | |
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| By: | /s/ Paul Favata |
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| Paul Favata, President | |