UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 9, 2006
CAPTECH FINANCIAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
Florida
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(State or other jurisdiction of incorporation)
000-50057 59-1019723
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(Commission File Number) (I.R.S. Employer
Identification No.)
10200 W. 44th Avenue, Suite 210-E, Wheat Ridge, CO 80033
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 303-940-2090
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.
[_] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR240.14d-2(b))
[_] Soliciting material pursuant to Rule 14a-12 under Exchange Act
(17 CFR240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR240.13e-4(c))
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
Item 1.02 Entry into a Material Definitive Agreement
Greenbridge Telecommunications, Inc. has agreed to purchased an aggregate
of 1,333,520 shares of common stock of the Company from John Raby, the majority
shareholder. The purchase price for the shares to be paid by Greenbridge
Telecommunications, Inc. to John Raby was $520,000 (the "Consideration"). The
parties agreed, in addition to this, to pay $140,000 for expenses and accruals,
which will be paid from a Subscription for 2,616,480 new shares from the Company
by Greenbridge Telecommunications, Inc.
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
On October 9, 2006, at a shareholders' meeting, the shareholders voted in
favor of electing Wesley F. Whiting and Redgie Green as directors of the
Company.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On October 9, 2006, at a shareholders' meeting, the shareholders voted in
favor of changing the Company's name to a name to be determined by the Board of
Directors. This name change required an amendment to our Articles of
Incorporation of the Company.
Also at the shareholders' meeting, the shareholders voted in favor of
authorizing a reverse split of the Company's common stock on a basis of up to
seventy-five for one. Fractional shares will be rounded up to the next whole
share. This reverse split required an amendment to our Articles of
Incorporation. The Company has implemented the reverse effective February 20,
2007.
Also at the shareholders' meeting, the shareholders voted in favor of
ratifying the appointment of Jaspers + Hall, PC as independent accountants for
the annual period ending December 31, 2006.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
A. Financial Statements -- None
B. Exhibits -- 10.1 Share 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 thereunto duly authorized.
Date: March 22, 2007 CAPTECH FINANCIAL GROUP, INC.
By: Wesley F. Whiting
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Wesley F. Whiting, CEO