UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 12, 2013
Computer Vision Systems Laboratories, Corp.
(Exact name of registrant as specified in its charter)
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Florida |
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Commission |
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45-4561241 |
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(State or other jurisdiction |
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File No.: 00-52818 |
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(IRS Employer |
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of incorporation or organization) |
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Identification No.) |
2400 North Dallas Parkway, Suite 230, Plano, Texas 75093
(Address of principal executive offices and zip code)
(972) 398-7120
(Registrant’s telephone number, including area code)
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:
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 8.01 Other Events.
On April 12, 2013, Computer Vision Systems Laboratories, Corp. issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release of Computer Vision Systems Laboratories, Corp. dated April 12, 2013.
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, thereunto duly authorized.
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Computer Vision Systems Laboratories, Corp. |
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Date: April 12, 2013 |
By: |
/s/ John P. Rochon |
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John P. Rochon |
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Chief Executive Officer and President |
Exhibit 99.1
COMPUTER VISION SYSTEMS LABORATORIES, CORP. FILES 14C
FOR NAME CHANGE AND AUTHORIZED SHARE INCREASE; ROCHON CAPITAL AGREES TO DEFER RECEIVING ADDITIONAL SHARES
For Immediate Release
Dallas, TX (April 12, 2013) —
Computer Vision Systems Laboratories Corp. (Ticker: CVSL) chairman John Rochon said today that the company has filed a Schedule 14C with the Securities and Exchange Commission with the decision to amend CVSL’s Florida Articles of Incorporation to change its name to CVSL Inc. and to increase its authorized shares of common stock. The amendment to the Articles of Incorporation will be effective no earlier than 20 calendar days after the definitive schedule 14C is sent to CVSL’s shareholders. Mr. Rochon stated that having additional authorized shares available was necessary to pursue its acquisition strategy in the direct selling industry.
At the same time, Mr. Rochon announced that Rochon Capital Partners, Ltd., CVSL’s majority shareholder, intends to defer receipt of the previously-approved additional 504,813,514 shares that it would receive promptly following the increase in the number of CVSL’s authorized shares.
“I want shareholders to know that CVSL is committed to preserving shareholder value and is extremely pleased to announce that Rochon Capital will be indefinitely deferring the issuance of the additional shares of CVSL’s common stock to Rochon Capital, which were previously authorized to be issued last September in the original Share Exchange Agreement,” said Mr. Rochon.
“CVSL is continuing to review ways to pursue its acquisition goals while keeping the total number of outstanding shares of CVSL’s common stock as low as possible,” he added.
Cautionary Note Regarding Forward-Looking Statements:
This press release contains forward-looking statements that involve risks and uncertainties. All statements other than statements of historical fact contained in this press release, including statements regarding Rochon Capital’s intended deferral of receipt of the previously approved additional shares and CVSL’s future share issuances are forward-looking statements. We have attempted to identify forward-looking statements by terminology including “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” or “will” or the negative of these terms or other comparable terminology. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements are only expectations and involve known and unknown risks, uncertainties, and other factors, including our ability to pursue our acquisition plans without increasing our outstanding number of shares, Rochon Capital’s continued deferral and the risks outlined under “Risk Factors” in our Annual Report on Form 10-K for our fiscal
year ended December 31, 2012 and those discussed in other documents we file with the Securities and Exchange Commission, which may cause our actual results, levels of activity, performance, or achievements expressed or implied by these forward-looking statements to differ materially from expectations. Except as required by law, we undertake no obligation to update or revise publicly any of the forward-looking statements after the date of this press release to conform our statements to actual results or changed expectations.
CVSL contact: Russell Mack rmack@richmont.net 972 398-7136
www.cvsl.us.com