UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
March 12, 2008 (January 8, 2008):
NORTIA CAPITAL PARTNERS, INC.
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(Exact name of registrant as specified in its charter)
Nevada 0-26843 90-025041
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
400 Hampton View Court
Alpharetta, Georgia 30004
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (770) 777-6795
Check the appropriate box below if the Form 8-K 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)
[ ] 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))
ITEM 2.01 ACQUISITION OR DISPOSITION OF ASSETS
On January 8, 2008, Nortia Capital Partners, Inc., a Nevada
corporation (the "Registrant") acquired from Friedland Capital,
Inc. ("Seller"), the membership interest in Friedland Investment
Events LLC (FIE) and Herd on the Street LLC (HOTS), both
privately-held companies. The aggregate purchase price was
$536,667, which payment consisted of one million (1,000,000)
restricted shares of Registrant's $0.001 par value Common Stock
at a value of $.537 per share.
The acquisition is the first step in a strategic shift for
Registrant as a merchant bank providing capital and advisory
services to entrepreneurs for the purposes of management buyouts,
recapitalizations and expansion. Registrant is expanding its
services to better meet the needs of emerging companies
navigating the financial marketplace. Besides advising companies
through the capital raising process, the Registrant will also
provide clients -- and similarly, other emerging growth companies
- -- assistance securing and managing the services required
for efficient operation and compliance with all associated
regulations. With the FIE/HOTS acquisition, Registrant will be
able to offer clients a broad range of financial communications
products and services.
FIE, headquartered in Denver, Colorado with offices in
Pennington, New Jersey, is the world's largest sponsor of
financial and investment events, sponsoring events annually
throughout the United States. These events include all-day
conferences, luncheons, breakfasts, VIP cocktail receptions, and
other special events. Most notably, the company's bi-annual
Alternative Energy and Clean Tech Conference and Global Equities
Conference series have developed a strong following within the
investment community and among investors.
HOTS, which is also headquartered in Denver, Colorado is an
Internet based marketing platform for publicly-traded companies
and independent equity research providers.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of the Businesses Acquired. The
Registrant expects that the audited financial statements required
by this item 9.01 of FIE and HOTS will be completed and filed by
amendment to this Form 8-K Current Report within 60 days after
the date of this Form 8-K Current Report.
(b) Pro Forma Financial Information. The Registrant expects that
the pro forma financial statements required by this item 9.01
will be completed and filed by amendment to this Form 8-K Current
Report not later than 60 days after the date of this Form 8-K
Current Report.
(c) Exhibits.
Exhibit No. Description
10.1 Membership Interest Purchase Agreement dated
January 8, 2008 between Nortia Capital Partners, Inc.
and Friedland Capital, Inc.
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 hereunto duly authorized.
Date: March 12, 2008 NORTIA CAPITAL PARTNERS, INC.
By: /s/ Bruce A. Hall
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Bruce A. Hall
Chief Financial Officer