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
April 27, 2015
Date of Report
(Date of Earliest Event Reported)
AQUILARTS, INC.
(Exact Name of Registrant as Specified in its Charter)
DEER VALLEY ACQUISITION CORPORATION
(Former Name of Registrant as Specified in its Charter)
Delaware 000-55310 47-212887
(State or other (Commission File Number) (IRS Employer
jurisdiction Identification No.)
of incorporation)
503-705-0361
(Registrant's telephone number,including area code)
27979 SW 97th Avenue
Suite 601
Wilsonville, Oregon 97070
(Address of Principal Executive Offices)
215 Apolena Avenue
Newport Beach, California 92662
(Former address of Principal Executive Offices)
ITEM 3.02 Unregistered Sales of Equity Securities
On April 27, 2015 Aquilarts, Inc.(formerly Deer Valley Acquisition
Corporation) (the "Registrant" or the "Company") issued shares of its
common stock pursuant to Section 4(2) of the Securities Act of 1933 at
par representing 55% of the total outstanding 5,500,000 shares of common
stock as follows:
3,000,000 Karl C. Powell
With the issuance of the stock and the redemption of 17,500,000 shares
of stock (discussed below), the Company effected a change in its control and
the new majority shareholder(s) elected new management of the Company. The
Company may develop its business plan by future acquisitions or mergers but
no agreements have been reached regarding any acquisition or other business
combination. The Company changed its name as part of the change in control.
If the Company makes any acquisitions, mergers or other business combination,
the Company will file a Form 8-K but until such time the Company remains a
shell company.
ITEM 5.01 Changes in Control of Registrant
On April 27, 2015, the following events occurred which resulted in a change
of control of the Registrant:
1. The Registrant redeemed an aggregate of 17,500,000 of the then
20,000,000 shares of outstanding stock at a redemption price at par.
2. The then current officers and directors resigned.
3. New officer(s) and director(s) were appointed and elected.
The disclosure required by Item 5.01(a)(8) of Form 8-K was previously
filed with the Securities and Exchange Commission on Form 10-12G filed on
November 11, 2014 as amended and supplemented by the information contained
in this report.
The Registrant intends to develop a business of acquiring art assets
and then retailing that art through several channels of distribution
including:
A network of U.S. and international art galleries,
A charity auction program,
An art leasing business that leases-to-own sculpture art to
businesses, and
A trade show program that retails art through booths at conventions
and trade shows.
The Company is in the development phase and anticipates that it will
develop its business plan through capital contribution and investment and
business combinations.
ITEM 5.02 Departure of Directors or Principal Officers;
Election of Directors
On April 27, 2015, James M. Cassidy resigned as the Registrant's
president, secretary and director.
On April 27, 2015, James McKillop resigned as the Registrant's vice
president and director.
On April 27, 2015, Karl C. Powell was elected the sole director of
the Registrant.
On April 27, 2015, the following individuals were appointed to the
executive offices of the Registrant listed below.
Karl C. Powell Chief Executive Officer, and Director
Michaele Balter President, Chief Operating Officer,
Secretary and Treasurer
Karl C. Powell serves as Chief Executive Officer and the sole director
of the Company. From 1974 to 1983, Mr. Powell worked in the several position
in Intel Corporation rising to the position of General Manager of Micropocessor
Operations, a position he held until he left Intel to start Sequent Computer
Systems in 1983. After founding Sequent, Mr. Powell served as its Chairman,
President and CEO of Sequent until 1999 at which time the company had 2700
employees and almost $1B in annual revenue and was purchased by IBM. Since
2000, Mr. Powell has been the principal of Eagle II Consulting and has
consulted on and served as the chief executive officer for many smaller
companies. Mr. Powell recently served as the consultant and CEO for
Xiotech for which he completed the purchase of a division of Seagate
Technologies. Mr. Powell was a director of Xiotech Corporation and a past
director of Verity, Inc. and Auspex, Inc. Mr. Powell is a graduate of
the U.S. Merchange Marine Academy at Kings point earning a B.S.in
Marine Engineering. MR. Powell was Honorably Discharged from the U.S.
Navy in 1969. Mr. Powell is an instrument rated commercial licensed
pilot.
Michael Balter has years of experience in both the technology and
nonprofit industries. His specialties inlcude market creation, vertical
marketing, strategic sales and investor relations. From 1980 to 1998,
Mr. Balter worked at Intel Corporation in various positions in sales
and marketing, eventually specializing in introducing new technologies
to the market. Mr. Balter helped launce two of the ost common technologies
today: voice recognition and video conferencing. After 1998, Mr. Balter
became and entrepreneur working specifically with school and nonprofit
organizations to support and assistn fund raising programs. From 2003
to 2013, Mr. Balter served as co-founder and ceo of several startup
companies with a focus on responsible and sustainable philanthropic
business models. Mr. Balter holds a Bachelor of Science degree in
aeronautical engineering from San Jose State University and a Master's
degree in Business Administration from Santa Clara University.
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 hereunder duly authorized.
Karl C. Powell
Date: April 27, 201
