8-K 1 doc1.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: March 10, 2004 INVICTA GROUP INC. (Name of Small Business Issuer in Its Charter) Nevada 4700 91-2051923 (State or Other Jurisdiction of (Primary Standard (I.R.S. Employer Incorporation or Organization) Industrial Identification No.) Classification Number) 9553 Harding Avenue, Suite 301 Miami Beach, FL 33154 (305) 866-6525 (Address and Telephone Number of Principal Executive Offices) William G. Forhan, President 9553 Harding Avenue, Suite 301 Miami Beach, FL 33154 (305) 866-6525 (Name, Address and Telephone Number of Agent for Service) ITEM 2. ACQUISITION OF ASSETS Invicta Group Inc. ("Invicta") has executed, as of February 18, 2004, a Purchase Agreement (the "Purchase Agreement") with John Latimer and Karen Latimer, (jointly the "Selling Shareholders") the sole shareholders of AIR PLAN, INC. (collectively the "Corporations"). The Corporations own certain domain names and two Internet websites, a database of 3,000 plus Travel Agencies/customers; have an ARC appointment (ARC number 39812776) and have various bank and credit card merchant accounts. In consideration of 1,000,000 newly issued shares of its common stock, Invicta shall acquire all of the outstanding stock and assets of the Corporations. At the completion of the Closing, each of the Corporations shall be and become a wholly owned subsidiary of Invicta. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. The Company plans to file the financial statement for the businesses acquired within 60 days hereof. Schedule of Exhibits. The following exhibits are furnished in accordance ---------------------- with the provisions of Item 601 of Regulation S-B: Exhibit No. Exhibit ----------- ------- 99.1 Purchase Agreement, dated as of February 18, 2004. SIGNATURE 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. Invicta Group Inc. Date: March 10, 2004 By: /s/ William G. Forhan ------------------------ William G. Forhan, President EXHIBIT INDEX Exhibit ------- 99.1 Purchase Agreement, dated as of February 18, 2004.