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):
February 9, 2015
INTEGRATED
ENVIRONMENTAL TECHNOLOGIES, LTD.
(Exact name of registrant as specified
in charter)
| Nevada |
000-26309 |
98-0200471 |
| (State or other jurisdiction of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
| 4235 Commerce Street, Little River, South Carolina |
29566 |
| (Address of principal executive offices) |
(Zip Code) |
| |
|
|
|
Registrant’s telephone number,
including area code: (843) 390-2500
(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 (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))
Section 3 – Securities and Trading Markets
Item 3.02. Unregistered Sales of Equity Securities.
On February 9, 2015,
Integrated Environmental Technologies, Ltd. (the “Company”) sold (a) an aggregate of 7,125,000 shares of the Company’s
common stock, par value $.001 per share (“Common Stock”), to five individual investors and 29,375,000 shares of Common
Stock to four institutional investors for an aggregate purchase price of $1,460,000, or $0.04 per share, and (b) common stock units
that in aggregate consisted of 7,575,758 shares of Common Stock and warrants to purchase 3,787,880 shares of Common Stock (the
“Warrants”) to an institutional investor for an aggregate purchase price of $500,000, or $0.066 per share. The Company
incurred offering costs of $124,300 in connection with these transactions, of which $68,300 was paid in cash and $56,000 was paid
by the issuance of 1,055,303 shares of Common Stock.
The Warrants have
a three year term, are exercisable at $0.066 per share and were fully vested at the date of issuance. In addition, the Warrants
are callable by the Company in the event that the closing price of Common Stock for at least fifteen trading days in any consecutive
twenty trading day period is equal to or greater than $0.132, provided that at least six months has lapsed from the issuance date
of the Warrants.
The Company will use
the proceeds from the sales of Common Stock described above for working capital purposes, including the continued roll out of its
previously disclosed sales and marketing strategy for its oil and gas operations.
In connection
with the issuances of shares of Common Stock and the Warrants to purchase Common Stock described above, the Company relied on the
exemption from registration for a private transaction not involving a public distribution provided by Section 4(2) of the Securities
Act of 1933, as amended.
A copy of the press release
is attached hereto as Exhibit 99.1.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial
Statements and Exhibits.
(d) Exhibits:
Exhibit No
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Description
|
| |
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| 99.1 |
|
Press Release Re: Integrated Environmental Technologies, Ltd. Closes on Nearly $2 Million of Funding |
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SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
| |
INTEGRATED
ENVIRONMENTAL TECHNOLOGIES. LTD. |
| |
(Registrant) |
| |
|
| |
|
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By: |
/s/ David R. LaVance |
| Date: February 13, 2015 |
|
(Registrant)
President and Chief Executive Officer |
EXHIBIT INDEX
Exhibit No
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|
Description
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| 99.1 |
|
Press Release Re: Integrated Environmental Technologies, Ltd. Closes on Nearly $2 Million of Funding |
| |
|
|
4
Exhibit 99.1
INTEGRATED ENVIRONMENTAL TECHNOLOGIES, LTD.
CLOSES ON NEARLY $2 MILLION FUNDING
Company Secures Additional Funding to Expand
Oil and Gas Operations
LITTLE RIVER, S.C., February 13, 2015 –
Integrated Environmental Technologies, Ltd. (OTCBB: IEVM) today announced that it closed on a $1,960,000 financing through the
sale of its common stock. The company will use the proceeds from this financing to continue its expansion of its oil and gas operations
in the Uinta Basin in Utah and the Permian Basin in New Mexico and it expects to add an additional production facility in the Permian
Basin in Texas.
David R. LaVance, the Company’s President
and Chief Executive Officer, commented, “The success of our Excelyte™ well maintenance treatments over the past several
months has created a large opportunity for our business. This financing will provide us with the capital we need to grow our oil
and gas operations and to build our team in order to meet our market opportunities.”
Hydrogen sulfide is a toxic and corrosive chemical
that frequently appears in oil and gas production. Excelyte acts as a hydrogen sulfide scavenger and as a biocide that kills sulfate-reducing
bacteria, which are known to produce hydrogen sulfide. The Company’s down-hole well maintenance operations consist of treating
oil production wells that test positive for hydrogen sulfide with regularly scheduled applications of Excelyte.
About Integrated Environmental Technologies,
Ltd.
Integrated Environmental Technologies, Ltd.
is a publicly-traded company that operates through its wholly-owned operating subsidiary, I.E.T., Inc. All of the Company’s
products and services are marketed and sold under the umbrella brand name, EcoTreatments™. The Company markets and sells
its anolyte disinfecting solution under the Excelyte brand name, which is produced by the Company’s proprietary EcaFlo™
equipment that utilizes an electrolytic process known as electrochemical activation to reliably produce environmentally responsible
solutions for cleaning, sanitizing and disinfecting. Excelyte solutions are EPA-registered, hard-surface disinfectants and
sanitizers approved for hospital-level use and are also approved for use as a biocide in oil and gas drilling. The products can
be used anywhere there is a need to control pathogens, bacteria, viruses, and germs. The Company’s EcaFlo equipment
also produces a cleaning solution that the Company markets under the Catholyte Zero™ brand name. Catholyte Zero solutions
are environmentally friendly cleansers and degreasers for janitorial, sanitation and food processing uses. To learn more, visit
www.ecotreatments.com.
Forward-Looking Statements
Statements about the company's future expectations
and all other statements in this press release other than historical facts are forward-looking statements. Such statements are
subject to certain risks, trends and uncertainties that could cause actual results to differ materially from expected results.
Among these risks, trends and uncertainties are economic conditions both generally and within the industries in which the company
may participate; competition within the company’s chosen industries, including competition from much larger competitors;
technological advances; available capital; regulatory approval; and failure by the company to successfully develop or acquire products
and form new business relationships. Since these statements involve risks and uncertainties and are subject to change at any time,
the company's actual results could differ materially from expected results.
Contacts:
Integrated Environmental Technologies, Ltd.
Thomas S. Gifford
732-820-1415
tgifford@ietltd.net
Capitol Media Partners
Brad Chase
323-377-5653
chase@capitolmediapartners.com