SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
AZONIC CORPORATION
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(Name of Issuer)
COMMON
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(Title of Class of Securities)
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(CUSIP Number)
INFINITY CAPITAL GROUP, INC.
7 Dey Street, Suite 900
New York, NY 10007
Phone: 212-962-4400
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
October 15, 2003
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(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [_].
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 7 Pages)
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(1) The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Infinity Capital Group, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
WC
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
MD
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7 SOLE VOTING POWER
NUMBER OF
4,500,000
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY None
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING
4,500,000
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,500,000
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[-]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
75%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1. Security and Issuer.
This schedule relates to the acquisition of beneficial ownership of Common Stock
of Azonic Corporation (hereinafter the "Company"), whose principal place of
business is located at 7 Dey Street, Suite 900, New York, NY 10007, of which
Reporting Person purchased 4,500,000 shares of common stock from Carriage House
Capital on October 15, 2003. Such shares, and the shares to be issued in the
consumation of the Plan and Agreement of Reorganization are the subject of this
report.
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Item 2. Identity and Background.
(a) Name: Infinity Capital Group, Inc. ("Reporting Person")
The following people are the officers and the Directors of
Infinity Capital Group, Inc.:
GREG LABORDE, Chairman & CEO
Mr. Laborde has over 17 years of experience on Wall Street in
areas of investment banking, trading and sales and financial
consulting. Starting from 1986, Mr. Laborde worked in corporate
finance at a number of New York City based investment banks
including Drexel Burnham Lambert, Lehman Brothers, Gruntal & Co.
and Whale Securities. During his Wall Street tenure, Mr. Laborde
was involved in over 20 public and private financing transactions
totaling over 100 million dollars. In 1999, he founded and took
public Origin Investment Group, a Business Development Company
that was involved in investing in IT related business. In later
December 2001, Origin completed a merger with International
Wireless, Inc., a private company involved in developing visual
intelligence software solutions for wireless and mobile devices.
Mr. Laborde holds a Bachelor's Degree of Science from Lafayette
College. Mr. Laborde is 39 years old. Mr. Laborde has been the
CEO, President and Director of Azonic since October 2003.
KARL NELSON, Vice President, Marketing & Business Development
Mr. Nelson worked on Wall Street from 1985 to 1994 in the areas
of investment banking, sales and trading with firms including
Lehman Brothers, Shearson, Gruntal & Rosenkrantz & Co. His
experience in investment banking included helping bring public
numerous emerging market and biopharmaceutical companies through
private placements and IPO's.
Mr. Nelson has eight years experience in the Telecom Industry,
with six years as President and Founder of International Service
Group Inc. (ISG). ISG was a company that developed international
voice communications routes in Africa and Asia as well as a "214"
licensed switched based reseller of wholesale minutes.
International Service Group Inc. set up Cisco based telecom
infrastructure in various countries, via satellite and local
earthstations, voice traffic was sent from the U.S to these
countries.
ISG sold their bandwidth to both wholesale and retail telecom
providers including the largest multi national telecom providers
down to prepaid calling card providers. Mr. Nelson's
responsibilities included marketing both to the wholesale and
retail markets via many different media outlets including flyers,
newspapers, magazines, subway advertisement, retail sales
outlets, private labeling, and other joint venture advertising.
Sales revenue increased from $50,000 to $2.1 million over a seven
year period.
Mr. Nelson attended Dartmouth College.
(b) Address: 7 Dey Street, Suite 900, New York, NY 10007
(c) Occupation: Capital formation firm
(d) The reporting person nor its officers, directors, or principals
have not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations.)
(e) The reporting person has not, during the last five years, been
subject to or party to a civil proceeding regarding any
violation of state or federal securities laws, nor has any
judgment, decree, or order of any type been entered against
reporting person.
(f) Citizenship: USA
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Item 3. Source and Amount of Funds or Other Consideration.
Infinity Capital borrowed the funds from its principal shareholders as capital.
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Item 4. Purpose of Transaction.
The ownership which is the subject of this Schedule was acquired by Reporting
Person for the purpose of acquiring control of a public company to build a
business or acquire a business. Other than the transaction for which this report
is filed, Reporting Person has no further specific plans which relate to or
would result in any of the following.
(a) The acquisition by any person of additional securities of the
Company, or the disposition of securities of the Company except
for the instant transaction, except that reporting person is
seeking an acquisition.
(b) Any extraordinary corporate transaction, such as a merger,
reorganization, or liquidation, involving the Company or any of
its subsidiaries;
(c) A sale or transfer of a material amount of assets of the Company
or any of its subsidiaries;
(d) Reporting person is aware of the announced change of directors,
Notice of which is to be sent to shareholders on a Schedule 14f
Notice pursuant to the Securities & Exchange Act of 1934;
(e) Any material change in the present capitalization or dividend
policy of the Company;
(f) Reporting Person is aware of no further acquisition of control
by anyone at this date;
(g) Changes in the Company's charter, bylaws, or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Company by any person; provided,
however, that the Reporting Person may exercise as yet ungranted
options to acquire Common Stock of the Company in his discre-
tion, which exercise may have the effect of impairing or imped-
ing the acquisition of control by a third party;
(h) Causing a class of securities of the Company to be delisted from
a national securities exchange or to cease to be authorized to
be quoted in an inter-dealer quotation system of a registered
national securities association;
(i) A class of equity securities of the Company become eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Act of 1934; or
(j) Not applicable
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Item 5. Interest in Securities of the Issuer.
(a) As of the date of the filing of this Schedule, Reporting Person
is deemed to beneficially own 4,500,000 shares of Common Stock
of the Company, representing 75% of the issued and outstanding
Common Stock. Prior to the share exchange transaction, Reporting
Person owned no shares of registrant.
(b) Reporting Person has sole power to vote and dispose of 4,500,000
shares of common stock of Registrant which constitute 75% of the
issued and outstanding shares as of this date.
(c) None
(d) Not Applicable
(e) Not Applicable
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
There are no other contracts, arrangements, understandings, or relationships of
the type required to be disclosed under this Item between the Reporting Person
and any other person, except as described in this Report.
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Item 7. Material to be Filed as Exhibits.
10.1 Share Purchase Agreement
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
July 16, 2004
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(Date)
INFINITY CAPITAL GROUP, INC.
By:
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(Signature)
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).