8-K 1 f8k-worldwide.htm FORM 8-K 02-14-07

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): February 14, 2007

 

WORLDWIDE STRATEGIES INCORPORATED

(Exact name of registrant as specified in its charter)

 

Nevada

(State or other jurisdiction

of incorporation)

 

333-129398

(Commission

File Number)

 

41-0946897

(IRS Employer

Identifica­tion No.)

 

 

3801 East Florida Avenue, Suite 400, Denver, Colorado 80210

(Address of principal executive offices) (Zip Code)

 

(303) 991-5887

Registrant’s telephone number, including area code

 

Not applicable

(Former name or former address, if changed since last report)

 

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 (see General Instruction A.2. below):

 

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))

 

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Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

 

On February 14, 2007 and April 5, 2007, Worldwide Strategies Incorporated (the “Company”) executed nine 9% unsecured convertible promissory notes (the “Notes”), borrowing a total of $85,743 from five Directors of the Company and two other individuals who are shareholders of the Company. The Notes are attached herewith as Exhibits 10.1 through 10.9. All of the Notes are due one year from the date of issuance.

 

The interest on the Notes is payable quarterly. Upon an event of default, principal and interest due under the Notes are convertible at the option of the holder into shares of the Company’s common stock at $0.05 per share. The following table summarizes the material terms of the Notes:

 

Note No.

Issuance Date

Lender

Interest Rate

Quarterly Interest Due Beginning

Conversion Rate

Amount

2007-1

2/14/2007

W. Earl Somerville

9%

2/14/2008

$0.05 per share

$ 5,000

2007-3

4/5/2007

Dirk Van Keulan

9%

7/5/2007

$0.05 per share

$ 25,000

2007-4

4/5/2007

Donald Christensen

9%

7/5/2007

$0.05 per share

$ 10,000

2007-5

4/5/2007

James P.R. Samuels

9%

7/5/2007

$0.05 per share

$ 10,000

2007-6

4/5/2007

Dirk Nye

9%

7/5/2007

$0.05 per share

$ 5,000

2007-7

4/5/2007

Robert Kane

9%

7/5/2007

$0.05 per share

$ 5,000

2007-8

4/5/2007

Edward Weisberg

9%

7/5/2007

$0.05 per share

$ 4,000

2007-9

4/5/2007

James P.R. Samuels

9%

7/5/2007

$0.05 per share

$ 11,200

2007-10

4/5/2007

James P.R. Samuels

9%

7/5/2007

$0.05 per share

$ 10,543

 

 

 

 

 

 

$ 85,743

 

Item 9.01

Financial Statements and Exhibits

 

Regulation

S-B Number

Document

10.1

9% Convertible Promissory Note No. 2007-1 dated February 14, 2007

10.2

9% Convertible Promissory Note No. 2007-3 dated April 5, 2007

10.3

9% Convertible Promissory Note No. 2007-4 dated April 5, 2007

10.4

9% Convertible Promissory Note No. 2007-5 dated April 5, 2007

10.5

9% Convertible Promissory Note No. 2007-6 dated April 5, 2007

10.6

9% Convertible Promissory Note No. 2007-7 dated April 5, 2007

10.7

9% Convertible Promissory Note No. 2007-8 dated April 5, 2007

10.8

9% Convertible Promissory Note No. 2007-9 dated April 5, 2007

10.9

9% Convertible Promissory Note No. 2007-10 dated April 5, 2007

 

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.

 

 

WORLDWIDE STRATEGIES INCORPORATED

 

June 7, 2007

 

By:        /s/ James P.R. Samuels  

James P.R. Samuels

Chief Executive Officer

 

 

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