SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): November 8, 2004
THE MONEY TREE LENDING GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
DELAWARE 000-50494 98-0412432
(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NO.) (IRS EMPLOYEE
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
3400 Tamiami Trail, #202
Port Charlotte, Florida 33952
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(941) 764-6767
(ISSUER TELEPHONE NUMBER)
ARTCRAFT II, INC.
3650 SE Marine Drive
British Columbia V5B 4R6
(FORMER NAME AND ADDRESS)
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FORWARD LOOKING STATEMENTS
This Form 8-K and other reports filed by Registrant from time to time with
the Securities and Exchange Commission (collectively the "Filings") contain or
may contain forward looking statements and information that are based upon
beliefs of, and information currently available to, Registrant's management as
well as estimates and assumptions made by Registrant's management. When used in
the filings the words "anticipate", "believe", "estimate", "expect", "future",
"intend", "plan" or the negative of these terms and similar expressions as they
relate to Registrant or Registrant's management identify forward looking
statements. Such statements reflect the current view of Registrant with respect
to future events and are subject to risks, uncertainties, assumptions and other
factors relating to Registrant's industry, Registrant's operations and results
of operations and any businesses that may be acquired by Registrant. Should one
or more of these risks or uncertainties materialize, or should the underlying
assumptions prove incorrect, actual results may differ significantly from those
anticipated, believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the forward
looking statements are reasonable, Registrant cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, Registrant
does not intend to update any of the forward-looking statements to conform these
statements to actual results.
ITEM 5.01 CHANGES IN CONTROL OF REGISTRANT.
Pursuant to the terms of a Stock Purchase Agreement, The Money Tree Lending
Group, Inc., a Florida corporation, purchased 100,000 shares of the Company's
issued and outstanding common stock from Scott Raleigh, the sole officer,
director and shareholder of the Company. The total of 100,000 shares represents
all of the Company's outstanding common stock. The Money Tree Lending Group,
Inc. paid a total of $36,000 to Scott Raleigh for his shares. As part of the
Acquisition and pursuant to the Stock Purchase Agreement, the following changes
to the Company's directors and officers have occurred:
o Scott Raleigh resigned as the Company's President, Chief Executive
Officer, Chief Financial Officer and Secretary effective November 8,
2004.
o Philip Sampiere, Jr. was appointed as the Company's President Chief
Executive Officer Chief Financial Officer and Secretary as of November
8, 2004.
o Further, Philip Sampiere was appointed as the sole member of the Board
of Directors of the Company.
o Scott Raleigh then resigned as a member of the board of directors of
the Company.
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
Scott Raleigh resigned as the Company's sole director effective as of
November 8, 2004. The resignation is not the result of any disagreement with the
Company on any matter relating to the Company's operations, policies or
practices.
Scott Raleigh resigned as the Company's President, Chief Executive Officer,
Chief Financial Officer and Secretary effective November 8, 2004.
Philip A. Sampiere, Jr. was appointed as the Company's Chief Executive
Officer Chief Financial Officer, President and Secretary as of November 8, 2004.
Philip A. Sampiere, Jr. is the co-founder of The Money Tree Lending Group, Inc.,
a Florida corporation and has served as its President and Chief Executive
Officer since its inception in November 1996. He has been responsible for all
aspects of the companies operation and has served as principle broker as
required by The State of Florida Department of Banking and Finance to qualify
the company to engage in the mortgage lending and servicing business. He has
also served as the trustee for the companies annuities business since its
formation.
No transactions occurred in the last two years to which the Company was a
party in which any director or officer had or is to have a direct or indirect
material interest.
ITEM 9.01 FINANCIAL STATEMENT AND EXHIBITS.
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
2.1 Stock Purchase Agreement dated as of November 8, 2004 between Scott Raleigh
and The Money Tree Lending Group, 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.
THE MONEY TREE LENDING GROUP, INC.
By: /s/ Philip A. Sampiere, Jr.
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PHILIP A. SAMPIERE, JR
CEO
Dated: November 11, 2004