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): March 30, 2005
Strong Technical, Inc.
(Exact name of registrant as specified in its charter)
Delaware 333-112111 54-2100419
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(State of Incorporation) (Commission File No.) (IRS Employer
Identification No.)
2591 Dallas Parkway, Suite 102, Frisco, Texas75034
(Address of principal execute offices, including zip code)
(469) 633-0100
(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 (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))
ITEM 5.01 Changes in Control of Registrant
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On March 30, 2005, Richard Armstrong sold 14,635,000 restricted shares
of common stock of Strong Technical Inc. to Halter Capital Corporation. Such
stock represents 82.4% of all shares outstanding, and as a result of the sale
the Registrant experienced a change in control. The purchase price of the shares
was $273,500, paid in cash from the purchaser's existing funds. Upon closing,
Pam Halter and Kevin Halter, Jr. were appointed to fill vacancies on the Board
of Directors created by the resignation of the existing directors and Kevin
Halter, Jr. was appointed as the Company's President. In addition, the Company
transferred and assigned all intellectual property rights, customer lists,
provider lists and agreements, business methods and goodwill associated with the
technical staffing business of the Company to the Seller, in exchange for a the
forgiveness by Seller of any existing or potential obligation of the Company to
the Seller or any affiliate or family member of Seller, including any loans to
the Company and accrued and unpaid salary to Seller or any affiliate or family
member of Seller.
At the same time, Richard Armstrong and seven other associated
stockholders of the Company sold 2,990,000 registered shares of common stock to
two unrelated purchasers for an aggregate consideration of $351,500.
The purchase prices of all shares was determined by negotiation between
unrelated sellers and purchasers.
ITEM 9.01 Financial Statements and Exhibits
10.1 - Stock Purchase Agreement
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 31, 2005 Strong Technical, Inc, Inc.
(Registrant)
By: /s/ Kevin Halter, Jr.
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Kevin Halter, Jr., President and
Chief Executive Officer
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EXHIBIT INDEX
Exhibit #10.1 Stock Purchase Agreement
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