0001165527-15-000459.txt : 20150918 0001165527-15-000459.hdr.sgml : 20150918 20150918122319 ACCESSION NUMBER: 0001165527-15-000459 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150918 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150918 DATE AS OF CHANGE: 20150918 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL EQUITY INTERNATIONAL INC CENTRAL INDEX KEY: 0001533106 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 273986073 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54557 FILM NUMBER: 151114941 BUSINESS ADDRESS: STREET 1: 907 SOUTH RIVERSIDE DRIVE CITY: INDIALANTIC STATE: FL ZIP: 32903 BUSINESS PHONE: 3215490628 MAIL ADDRESS: STREET 1: 907 SOUTH RIVERSIDE DRIVE CITY: INDIALANTIC STATE: FL ZIP: 32903 8-K 1 g8014.txt CURRENT REPORT DATED 9-18-15 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): September 18, 2015 GLOBAL EQUITY INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Nevada 000-54557 27-3986073 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification Number) X3 Jumeirah Bay, Office 3305, Jumeirah Lake Towers Dubai, UAE (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: +971 (0) 42767576 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): [ ] 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.133-4(c)) ITEM 8.01 OTHER EVENTS On October 17, 2013, Global Equity International, Inc. "Company") entered into a Loan Agreement with MMW Capital Limited and ELW Capital Limited ("Loan Agreement"), pursuant to which the company borrowed (Great Britain pounds)200,000 (equivalent to U.S. $319,598). As previously reported in our Form 10-Q Quarterly Report filed on August 12, 2015, the amount due to MMW Capital Limited and ELW Capital Limited under the Loan Agreement, including interest and penalties, amounted to $1,041,151 at June 30, 2015. On September 18, 2015, we entered into an Addendum to the Loan Agreement ("Addendum") in which the parties agreed to revise the terms of the Loan Agreement making the loan a nonconvertible, non-interest bearing loan. The Addendum, which supersedes the Loan Agreement, now provides that the principal and interest due under the Addendum to the Loan Agreement amount to only $500,000 and that no new or additional interest or penalties may accrue thereunder in the future. As a result of the new agreement, the Company is able to write-off $541,151 of debt. The payment terms of the new agreement allow us to repay the $500,000 over the course of one year with manageable payment installments. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits Exhibit No. Description of Exhibit ----------- ---------------------- 10.1 Addendum to Loan Agreement, dated September 18, 2015, by and between the Company and MMW Capital Limited and ELW Capital Limited. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: September 18, 2015 GLOBAL EQUITY INTERNATIONAL, INC. By: /s/ Enzo Taddei ------------------------------------- Enzo Taddei Chief Financial Officer 2 EX-10.1 2 ex10-1.txt ADDENDUM TO LOAN AGREEMENT Exhibit 10.1 ADDENDUM TO LOAN AGREEMENT BETWEEN GLOBAL EQUITY INTERNATIONAL INC., MMW CAPITAL LIMITED AND ELW CAPITAL LIMITED THIS ADDENDUM TO A LOAN AGREEMENT executed on October 17, 2013 (this "Agreement") is made on September 18, 2015. BETWEEN 1. MWW CAPITAL LIMITED ("MWW") a company incorporated in the British Virgin Islands under the Companies Act with registration number 1628139 and with its registered office at OMC Chambers, Wickham Cay 1, Road Town, Tortola BVI; 2. ELW CAPITAL LIMITED ("ELW") a company incorporated in the British Virgin Islands under the Companies Act with registration number 1628399 and with its registered office at OMC Chambers, Wickham Cay 1, Road Town, Tortola BVI (together the "FUNDERS"); 3. GLOBAL EQUITY INTERNATIONAL INC. ("GEI") incorporated and registered in Nevada with its head office in Dubai with business number NU2010741228 whose head office is at X3 Jumeirah Bay Tower, Office 3305, JLT, Dubai UAE (the "BORROWER"). WHEREAS: a) GEI received a loan amounting to (Great Britain pounds)200,000 (equivalent to $319,598 at the date of receipt of the initial loan) on October 17, 2013. b) The term of the loan was 5% per month for 3 months. c) At today's date GEI has not repaid the loan principal nor the accrued interest nor any of the stipulated penalties hence the loan is currently in default. d) Since GEI is a fully reporting company to the SEC, any material cash commission or revenue (e.g., $50,000 or more) will have to be disclosed, by law, in a Current Report on SEC Form 8-K within four days after receiving any material cash commission or revenue . NOW IT IS HEREBY AGREED AS FOLLOWS: 1. MWW Capital Limited and ELW Capital Limited have jointly agreed that GEI can repay a total of $500,000 (Five Hundred Thousand USD) as full and final payment of the October 17, 2013 loan principal, accrued interest and all other related penalties. 2. $319,598 of said $500,000 will be treated as the principal loan amount and $180,402 will be treated as the accrued interest and penalties from the date of this agreement onwards. The rest of the accrued interest and penalties will be written off by all parties involved in this transaction. 3. This repayment amount of $500,000 will not accrue any further interest or penalties. 4. The term of the repayment of the $500,000 are as follows: a) An initial payment of $20,000 (Twenty Thousand USD) on or before October 15, 2015. b) A payment of $50,000 (Fifty Thousand USD) on or before December 31, 2015. c) A payment of $50,000 (Fifty Thousand USD) on or before March 31, 2016. d) A payment of $60,000 (Sixty Thousand USD) on or before June 30, 2016. e) A final balloon payment amounting to $320,000, which is equivalent to the initial loan principal (Three Hundred and Twenty Thousand USD) on or before September 30, 2016. The final balloon payment will be partially repaid sooner than September 30, 2016 in the event that GEI receives a cash commission or revenue from any one of the followings funding deals it believes will close in the near future: VT Hydrocarbons, International FIM SRL, Regiscard Group, Medinas Holdings BV. 5. The payment shall to transferred to the following bank account: Beneficiary: Eden Corporate Finance Limited IBAN: **************** Sort Code: **************** A/C number: **************** BIC Code: **************** 6. Any payments due to lawyers will be agreed in a separate agreement; hence, this addendum will not be subject to any other agreement with another third parties. 2 7. This agreement supersedes the October 17, 2013 loan agreement in its entirety. 8. This Agreement is governed and is to be construed in accordance with the law of England and Wales and the Parties hereby adhere to the exclusive jurisdiction of the courts of England and Wales in respect of any dispute arising from this Agreement. (PURPOSELY LEFT BLANK) WHEREOF, GLOBAL EQUITY INTERNATIONAL INC., MWW CAPITAL LIMITED AND ELW CAPITAL LIMITED have executed and delivered this agreement as of the date first mentioned above. Global Equity International Inc. Global Equity International Inc. /s/ Enzo Taddei /s/ Peter James Smith -------------------------------- -------------------------------- Enzo Taddei Peter James Smith Director CFO and Director Director CEO and Director MWW Capital Limited ELW Capital Limited /s/ Kevin O'Farrell /s/ Kevin O'Farrell -------------------------------- -------------------------------- Kevin O'Farrell Kevin O'Farrell Rep. for MWW Capital Ltd. Rep. for ELW Capital Ltd. 3