Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
Effective
November 12, 2010, Robert DeKett resigned from all officer and director
positions with the company and David R. Foley was appointed
President/CEO/Director/Chairman of the Board; Jeff Foley, brother of David R.
Foley, was appointed Director; Bruce Bean was appointed Director and Ted
Campbell will continue as Secretary/CCO/Director.
There is
no known disagreement between Robert DeKett & NanoTech Entertainment on any
matter relating to the operations, policies or practices of NanoTech
Entertainment.
Following
is a brief description of the business experience of David R.
Foley.
David R.
Foley, age 45, was appointed President/CEO/Director/Chairman of the Board. In
1983, Mr. Foley founded Foley Hi-Tech Systems, a custom software and video game
developer. In 1996, he founded HyperWare Technologies, a video game developer.
In 1998, he became VP of engineering with Quantum 3D, a video game component and
military simulation manufacturer. In 2000 Mr. Foley co-founded HyperWare Inc., a
video game manufacturer and then in 2002 founded UltraCade Technologies which
developed several award winning gaming products. In 2007 Mr. Foley became a
co-founder of NanoTech Entertainment Inc. Mr. Foley attended Northeastern
University, College of Computer Science.
Mr. Foley
is currently under and employment agreement with NanoTech Entertainment, and has
also previously licensed technology to NanoTech Entertainment. Mr.
Foley is also under contract with NanoTech Entertainment providing R&D
facilities for the company’s current operations. Mr. Foley has
previously provided personal guarantees to secured debtors of NanoTech
Entertainment. The terms of all of the previous agreements with Mr.
Foley remain unchanged.
Mr. Foley
is currently involved in litigation stemming from the uncompleted sale of his
business, UltraCade Technologies in 2005. In December 2005, Mr.
Foley entered into an agreement to sell the business to Global VR (GVR), at
which point GVR took over the business operations of UltraCade
Technologies. In February 2006, after selling off IP rights belonging
to UltraCade Technologies and Mr. Foley, GVR refused to honor the terms of the
acquisition agreement. In June, 2006, certain assets of UltraCade
Technologies were sold to Global VR (GVR) through an assignment for the benefit
of creditors. After the acquisition of certain assets of UltraCade
Technologies, disputes arose between Mr. Foley and GVR. These
disputes resulted in the filing of a lawsuit by GVR against Mr.
Foley. GVR asserted claims against Mr. Foley. Mr. Foley
denied the claims and filed a cross-complaint asserting claims against
GVR. Mr. Foley was named in an indictment by a federal grand jury on
the allegations put forth in the GVR complaint.The indictment based solely upon
evidence presented by the prosecuting attorney. Mr. Foley was not
allowed to defend himself, was not allowed to be present at the hearings, nor
present his contradicting evidence and testimony. Mr. Foley is
confident, as are his attorneys, that when his evidence is presented the charges
will be dismissed. Mr. Foley and GVR have entered into a settlement
agreement terminating the civil case and the parties agreed to mutual
releases.
Bruce
Bean, age 85, was appointed Director. Mr. Bean has worked with David R. Foley at
several companies including UltraCade Technologies, Quantum3D, HyperWare&
Foley Hi-Tech Systems. Mr. Bean is a former Vice President of Wells
Fargo bank and has over 50 years’ experience in the banking and insurance
industries.
Jeff
Foley, age 41, was appointed Director. Mr. Foley is the founder and
CEO of Clear Memories, Inc. headquartered in Fairfield, CA. His
company is the leading provider of custom designed ice sculptures and displays
in Northern California. Mr. Foley has built the company to an
internationally recognized leader of innovative ice products and has over 15
years’ experience in running businesses.