UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 13, 2018
SHARING ECONOMY INTERNATIONAL INC.
(Exact name of registrant as specified in Charter)
Nevada | 001-34591 | 90-0648920 | ||
(State or other jurisdiction of incorporation or organization) |
(Commission File No.) |
(IRS Employee Identification No.) |
No. 9 Yanyu Middle Road
Qianzhou Village, Huishan District, Wuxi City
Jiangsu Province, People’s Republic of China
(Address of Principal Executive Offices)
(86) 51083397559
(Registrant’s Telephone number)
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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
☐ | 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-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock | SEII | OTC Markets |
Item 3.02 Unregistered Sale of Equity Securities.
The Form 8-K filed on May 15, 2019 is hereby amended and restated as follows:
“Attached to this Form 8-K is Exhibit 99.1 that sets forth all of the sales of the company’s securities not registered under the Securities Act of 1933, as amended from November 13, 2018 to date. The shares sold to Iliad Research and Trading, L.P. (“Iliad”) were issued pursuant to the exemption from registration under Regulation D adopted under the Securities Act of 1933, as amended (“1933 Act”) for offers and sales made in the United States to an entity formed under the jurisdiction of the United States. The shares sold to all other individuals and entities, other than Iliad, set forth on Exhibit 99.1 were issued pursuant to the exemption from registration under Regulation S adopted under the 1933 Act for offers and sales made outside the United States to non-U.S. Persons, as defined in Regulation S.”
Item 9.01. Financial Statements and Exhibits.
(d) | Exhibits |
The exhibit listed in the following Exhibit Index is filed as part of this Current Report on Form 8-K.
Exhibit No. | Description | |
99.1 | The Sales of the Company's Securities not registered under the Securities Act Of 1933 |
1 |
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: August 2, 2019 | Sharing Economy International Inc. | |
By: | /s/ Jianhua Wu | |
Jianhua Wu | ||
Chief Executive Officer |
2 |
Exhibit 99.1
Sharing Economy International Inc.
Date of Agreement | Date of Issuance | Title of security | No. of Shares | Full Name of person or entity | 33 Act | US PERSON | Consideration | Services | |||||||||||||
2018-04-20 | 2019-01-11 | Common stock | 266,667 | Iliad Research and Trading, L.P. | Reg D | YES | Repayment of convertible note and interest, total: USD50,000, at a conversion price at USD0.1875 | ||||||||||||||
2018-06-06 | 2019-02-07 | Common stock | 4,582 | Shum Chi Fai | Reg S | NO | Consultancy fee | UX/UI design, development and advice | |||||||||||||
2017-11-10 | 2019-02-07 | Common stock | 50,608 | SCK Analytics Ltd | Reg S | NO | Consultancy fee | Information & technology advisory | |||||||||||||
2018-08-02 | 2019-02-07 | Common stock | 39,939 | PR Asia Consultants Limited | Reg S | NO | Investor relations | Investor Relationship & public relations in HK & PRC | |||||||||||||
2018-02-15 | 2019-02-13 | Common stock | 41,667 | Au Hau Yin | Reg S | NO | Consultancy fee | Advertising & Promotion | |||||||||||||
2018-04-17 | 2019-02-13 | Common stock | 15,172 | Chi Hung Leung | Reg S | NO | Consultancy fee | Advertising & Promotion | |||||||||||||
2018-07-23 | 2019-02-13 | Common stock | 25,848 | Chow Oi Wang Toby | Reg S | NO | Consultancy fee | Corporate governance and internal compliances | |||||||||||||
2018-06-18 | 2019-02-13 | Common stock | 36,950 | Chow Wai Leung | Reg S | NO | Consultancy fee | Manage sharing film production and development | |||||||||||||
2018-04-16 | 2019-02-13 | Common stock | 38,897 | Chu Ka Chun | Reg S | NO | Consultancy fee | Business development, operation set up and management | |||||||||||||
2018-04-30 | 2019-02-13 | Common stock | 6,000 | Jansen Lau | Reg S | NO | Consultancy fee | Support and assistance in United Kingdom for the group | |||||||||||||
2018-02-05 | 2019-02-13 | Common stock | 44,250 | Li Kwok Wai Jacqueline | Reg S | NO | Consultancy fee | Advertising and promotion strategy | |||||||||||||
2018-06-30 | 2019-02-13 | Common stock | 25,400 | Xu Jun Chao | Reg S | NO | Consultancy fee | Financial analysis services | |||||||||||||
2018-04-04 | 2019-02-13 | Common stock | 45,413 | Yip Tak Yin Parkson | Reg S | NO | Consultancy fee | Group Business Management | |||||||||||||
2017-12-06 | 2019-02-19 | Common stock | 11,407 | Starboard One Limited | Reg S | NO | Consultancy fee | Management of AnyWorkspace | |||||||||||||
2018-01-19 | 2019-02-19 | Common stock | 11,656 | Sky Summit (Hong Kong) Ltd | Reg S | NO | Consultancy fee | Management of 3D Discovery Co. Limited | |||||||||||||
2018-01-19 | 2019-02-19 | Common stock | 11,656 | Dynasty Century (Asia) Ltd | Reg S | NO | Consultancy fee | Management of 3D Discovery Co. Limited | |||||||||||||
2018-01-19 | 2019-02-19 | Common stock | 11,656 | Elite Tech Investment Limited | Reg S | NO | Consultancy fee | Management of 3D Discovery Co. Limited | |||||||||||||
2018-04-13 | 2019-02-19 | Common stock | 28,702 | Starboard One Limited | Reg S | NO | Consultancy fee | Fund-raising initiatives, Due Diligence | |||||||||||||
2018-04-27 | 2019-02-19 | Common stock | 60,000 | Perfect Passion Limited | Reg S | NO | Consultancy fee | Sub-group finance and management | |||||||||||||
2018-08-20 | 2019-02-25 | Common stock | 85,470 | Hong Kong Baptist University | Reg S | NO | Donation | ||||||||||||||
2019-01-21 | 2019-03-11 | Common stock | 690,000 | Sze Man Cheung | Reg S | NO | Cash - Aggregate offering price: USD200,100, at a purchase price equal to US$0.29 per share | ||||||||||||||
2018-09-06 | 2019-03-11 | Common stock | 330,650 | CoAssets International PTE Ltd | Reg S | NO | Provision of IT service | Blockchain platform development services | |||||||||||||
2018-07-16 | 2019-03-14 | Common stock | 43,605 | Sang Hyuk, Lee | Reg S | NO | Consultancy fee | Group development in South Korea region | |||||||||||||
2017-12-15 | 2019-03-14 | Common stock | 17,890 | Ng Sun Leung Samual | Reg S | NO | Consultancy fee | Group IT strategy and development | |||||||||||||
None | 2019-05-07 | Common stock | 200,000 | Yan, Hua | Reg S | NO | Employee Bonus | Staff Bonus | |||||||||||||
Total no. of shares issued from Nov 13, 2018 to Date | 2,144,085 |