UNITED STATES
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 (date of earliest event reported): January 17, 2014
NEVADA HEALTH SCAN, INC.
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(Exact name of registrant as specified in its charter)
Delaware 000-54231 27-4336843
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
1550 Larimer, Ste. 264
Denver, CO 80202
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(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: None
1033 B Avenue No. 101
Coronado, CA 92118
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(Former name or former address if changed since last report)
Check 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-14(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.01. Change in Control of Registrant.
On January 17, 2014, Strategic Capital Partners, LLC ("SCP") acquired
14,950,000 shares of the Company's outstanding common stock, as well as warrants
to purchase 5,000,000 shares of the Company's common stock from several private
parties. As a result of the acquisition, SCP owns approximately 93% of the
Company's common stock.
In connection with the acquisition:
o Benjamin J. Barton was appointed as a director of the Company; and
o Dean Konstantine, Josephine Resma and Howard Behling resigned as
officers and directors of the Company.
Since 2005 Mr. Barton (age 50) has been the managing member of SCP, a firm
which provides consulting services to private and public companies. Mr. Barton
holds a Bachelor of Science degree in Political Science from Arizona State
University and an MBA degree in finance from UCLA.
Mr. Barton will serve until the next annual meeting of the Company's
shareholders and until his successor has been duly elected and qualified. The
Company does not compensate any person for acting as a director.
The following table shows the ownership, as of the date of this report, of
those persons owning beneficially 5% or more of the Company's common stock and
the number and percentage of outstanding shares owned by each of the Company's
directors and officers and by all officers and directors as a group. Unless
otherwise indicated, each owner has sole voting and investment power over their
shares of common stock.
Name Shares Owned % of Outstanding Shares
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Strategic Capital Partners, LLC 14,950,000 93%
Strategic Capital Partners is controlled by Benjamin J. Barton, a director
of the Company.
As of January 17, 2014 the Company did not have any full time employees.
The Company plans to change its name to Americann, Inc.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
See Item 1.01 of this report.
2
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: January 28, 2014
NEVADA HEALTH SCAN, INC.
By: /s/ Benjamin J. Barton
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Benjamin J. Barton, Director
