SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549-1004
FORM 8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
September
3, 2010
Date of
Report (Date of Earliest Event Reported)
INFINITY
CAPITAL GROUP, INC.
(Exact
name of registrant as specified in its charter)
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MARYLAND
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000-30999
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16-1675285
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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80
BROAD STREET, 5TH
FLOOR, NEW YORK, NY 10004
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(Address
of principal executive offices and Zip Code)
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(212)
962-4400
(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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item
3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
Effective
September 3, 2010, Infinity Capital Group, Inc. (the "Company") had its stock
quotation under the symbol "ICGP" deleted from the OTC Bulletin Board (the
“OTCBB”). The symbol was deleted for factors beyond the Company’s control due to
various market makers electing to shift their orders from the OTCBB. As a result
of not having a sufficient number of market makers providing quotes on the
Company’s common stock on the OTCBB for four consecutive days, the Company was
deemed to be deficient in maintaining a listing standard at the OTCBB pursuant
to Rule 15c2-11. That determination was made entirely without the
Company’s knowledge
Infinity
now trades exclusively on the OTCQB under the symbol ICGP. The OTCQB
is a new electronic interdealer quotation system created by Pink OTC Markets,
Inc, comparable to the OTCBB whereby all SEC registered companies quoted on the
OTC market are eligible to trade. In the last six months, there has been a
significant drop off in the number of market makers that quote Bulletin Board
stocks as trading has been shifting to the OTCQB.
OTC
Bulletin Board Market Markers are now billed participation fees by The Financial
Industry Regulatory Authority (FINRA) based on the number of positions during a
given month (A position is defined as any quotation that is priced or unpriced,
firm or non-firm, one-sided or two-sided, or any indication of interest entered
by a Market Maker in an OTCBB security). These fees have made it challenging for
market maker firms to maintain markets in a huge number of stocks that are not
active. Therefore, market makers are increasingly dropping from making
markets in OTCBB stocks, and are rapidly moving to the OTCQB’s electronic
trading platform (where there are no participation fees) from the OTCBB which is
a telephonic only market.
The
Company’s shares remain tradable under the symbol "IGCP" on OTCQB. Investors can
obtain a quote on the Company’s common stock by going to
http;//www.otcmarkets.com, under the symbol “ICGP”.
While the
markets go through this transition, the Company believes it will be beneficial
to trade on both the OTCQB and OTCBB. Accordingly, the Company is
seeking a new market maker to file a new Form 211 application with FINRA in
order to have the Company’s stock reinstated on OTCBB.
The
Company remains current in all its required SEC filings and with regulators in
the jurisdictions in which it operates.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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INFINITY
CAPITAL GROUP, INC.
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Date:
October 8, 2010
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By:
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/s/
THEODORE A. GREENBERG
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Name:
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Theodore
A. Greenberg
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Title:
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Chief
Financial Officer
(Principal
Financial and Accounting Officer)
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