Item 1.01 Entry into a Material Definitive Agreement

On December 27, 2019, Sharing Economy International Inc., a Nevada corporation (the "Company"), entered into a Share Exchange Agreement (the "Share Exchange Agreement"), by and among the Company, and Peak Equity International Limited, a British Virgin Islands corporation ("Peak Equity"), and all of the holders of ordinary shares of Peak Equity, which consisted of three shareholders.

Under the terms and conditions of the Share Exchange Agreement, the Company offered, sold and issued 7,200,000,000 shares of common stock of the Company in consideration for all the issued and outstanding ordinary shares of Peak Equity. On December 27, 2019, we issued 181,639,213 shares of common stock to the Peak Equity Shareholder on a pro rata basis, based on their respective interests in Peak Equity. The effect of the issuance is that former Peak Equity ordinary shareholders now hold approximately 90.8% of the issued and outstanding shares of common stock of the Company, and Peak Equity is now a wholly-owned subsidiary of the Company.

Our Articles of Incorporation authorize us to issue 200,000,000 of common stock. The Company is still obligated to issue an additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, and plans to amend its Articles of Incorporation, as amended, to increase its number of authorized shares of common stock for such purpose. Assuming the issuance of such additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, the Peak Equity shareholders will hold approximately 99.7% of the issued and outstanding shares of common stock of the Company.





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Peak Equity was incorporated on July 1, 2014, in the British Virgin Islands. The business of Peak Equity is now our principal business. Peak Equity, through its subsidiaries, mainly engages in the operation and development of online platform namely www.ECrent.com, which operates a global marketplace for individuals and corporations to deploy rental, social media and advertising services among all countries.

Item 2.01 Completion of Acquisition or Disposition of Assets

The information disclosed in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.01.

As described in Item 1.01 above, on we completed the acquisition of Peak Equity pursuant to the Share Exchange Agreement. The disclosures in Item 1.01 of this Form 8-K regarding the transactions contemplated by the Share Exchange Agreement are incorporated herein by reference in its entirety.





                               FORM 10 DISCLOSURE


Set forth below is the information that would be required if the Company was required to file a general form for registration of securities on Form 10 under the Exchange Act with respect to its common stock, which is the only class of the Company's securities subject to the reporting requirements of Section 13 or Section 15(d) of the Exchange Act upon consummation of the transactions contemplated by the Share Exchange Agreement. The information provided below relates to the combined operations of the Company after the acquisition of Peak Equity, except that information relating to periods prior to the date of the reverse acquisition only relate to Peak Equity and its consolidated subsidiaries unless otherwise specifically indicated.





DESCRIPTION OF BUSINESS


Our Corporate History and Background

We are a Nevada corporation. We were incorporated in Delaware on June 24, 1987, under the name Malex, Inc. We changed our corporate name to China Wind Systems, Inc. on December 18, 2007. On June 13, 2011, we changed our corporate name to Cleantech Solutions International, Inc. On August 7, 2012, we were converted into a Nevada corporation. On January 8, 2018, we changed our name to Sharing Economy International Inc.

Our Sharing Economy Business

Beginning in the second quarter of 2017 and throughout 2018, we established new business divisions to focus on the development of sharing economy platforms and related rental businesses. We believe a true peer-to-peer sharing economy based on rentals will take significant market share in both the business and consumer markets over the next few years.

Sharing economy business models are hosted through digital platforms that enable more precise, real-time measurement of spare capacity and have the ability to dynamically connect that capacity with those who need it. These digital platforms handle transactions that offer access over ownership through renting, lending, subscribing, reselling, swapping or donating. Consumers who use sharing economy business models are often more comfortable with transactions that involve deeper social interactions than traditional methods of exchange.

While we are retaining our Sharing Economy business, our primary business has changed, with the acquisition of the Peak Equity business.

Reverse Acquisition of Peak Equity

On December 27, 2019, Sharing Economy International Inc. entered into a Share Exchange Agreement (the "Share Exchange Agreement"), by and among the Company, Peak Equity International Limited, a British Virgin Islands corporation ("Peak Equity"), and all of the holders of ordinary shares of Peak Equity, which consisted of three shareholders.





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Under the terms and conditions of the Share Exchange Agreement, the Company offered, sold and issued 7,200,000,000 shares of common stock in consideration for all the issued and outstanding ordinary shares of Peak Equity. The effect of the issuance is that Peak Equity shareholders now hold approximately 99.7% of the issued and outstanding shares of common stock of the Company.

Our Articles of Incorporation authorize us to issue 200,000,000 of common stock. The Company is still obligated to issue an additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, and plans to amend its Articles of Incorporation, as amended, to increase its number of authorized shares of common stock for such purpose. Assuming the issuance of such additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, the Peak Equity shareholders will hold approximately 99.7% of the issued and outstanding shares of common stock of the Company.

None of our officers or directors have resigned in connection with the acquisition of the Peak Equity business.

As a result of the share exchange Peak Equity is now a wholly-owned subsidiary of the Company.

The transactions consummated with Peak Equity pursuant to the terms and conditions of the Share Exchange Agreement were treated as a reverse acquisition, with Peak Equity as the acquiror and the Company as the acquired party. Unless the context suggests otherwise, when we refer in this Form 8-K to business and financial information for periods prior to the consummation of the reverse acquisition, we are referring to the business and financial information of Peak Equity.





Organization & Subsidiaries



The following is a list of our subsidiaries:

Name                                     Ownership %
Fulland, Limited, a Cayman Islands limited liability company                       100 %

Green Power Environment Technology (Shanghai) Co., Ltd., a wholly foreign-owned enterprise organized under the laws of the People's Republic of China and wholly-owned by Fulland Limited

                              100 %

Vantage Ultimate Limited ("Vantage"), a company incorporated under the laws of British Virgin Islands

                                                     100 %

Sharing Economy Investment Limited ("Sharing Economy"), a company incorporated under the laws of British Virgin Islands on May 18, 2017 and is wholly-owned by Vantage.

                                                    100 %

EC Advertising Limited, a company incorporated under the laws of Hong Kong on March 17, 2017 and is a wholly-owned by Sharing Economy.

                   100 %

EC Rental Limited ("EC Rental"), a company incorporated under the laws of British Virgin Islands on May 22, 2017 and is wholly-owned by Vantage.

                                                                           100 %

EC Assets Management Limited, a company incorporated under the laws of British Virgin Islands on May 22, 2017 and is wholly-owned by Vantage.

             100 %

Cleantech Solutions Limited (formerly EC (Fly Car) Limited), a company incorporated under the laws of British Virgin Islands on May 22, 2017 and is a wholly-owned by Sharing Economy.

                                          100 %

Global Bike Share (Mobile App) Limited, a company incorporated under the laws of British Virgin Islands on May 23, 2017 and is a wholly-owned by Sharing Economy.

                                                   100 %

. . .

Item 3.02 Unregistered Sales of Equity Securities.

On December 27, 2019, we entered into the Share Exchange Agreement, under the terms and conditions of which, the Company offered 7,200,000,000 shares of common stock of the Company to all of the holders of ordinary shares of Peak Equity, which consisted of three shareholders, in consideration for all the issued and outstanding ordinary shares of Peak Equity. On December 27, 2019, we issued 181,639,213 shares of common stock to the Peak Equity Shareholder on a pro rata basis, based on their respective interests in Peak Equity. The effect of the issuance is that former Peak Equity ordinary shareholders now hold approximately 90.8% of the issued and outstanding shares of common stock of the Company, and Peak Equity is now a wholly-owned subsidiary of the Company.

The Company is still obligated to issue an additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, and plans to amend its Articles of Incorporation, as amended, to increase its number of authorized shares of common stock for such purpose. Assuming the issuance of such additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, the Peak Equity shareholders will hold approximately 99.7% of the issued and outstanding shares of common stock of the Company.

The offering of the 7,200,000,000 shares was made offshore of the U.S., to three non-U.S. persons, with no directed selling efforts in the U.S., and where offering restrictions were implemented, in a transaction pursuant to the exclusion from registration provided by Rule 903(b)(3) of Regulation S, promulgated pursuant to the Securities Act of 1933, as amended.

Item 5.01 Changes in Control of Registrant.

On December 27, 2019, we entered into the Share Exchange Agreement, under the terms and conditions of which, the Company offered 7,200,000,000 shares of common stock of the Company to all of the holders of ordinary shares of Peak Equity, which consisted of three shareholders, in consideration for all the issued and outstanding ordinary shares of Peak Equity. On December 27, 2019, we issued 181,639,213 shares of common stock to the Peak Equity Shareholder on a pro rata basis, based on their respective interests in Peak Equity. The effect of the issuance is that former Peak Equity ordinary shareholders now hold approximately 90.8% of the issued and outstanding shares of common stock of the Company, and Peak Equity is now a wholly-owned subsidiary of the Company.

On December 27, 2019, we issued an aggregate of 181,639,213 shares to the three Peak Equity shareholders. Our Articles of Incorporation authorize us to issue 200,000,000 of common stock. The Company is still obligated to issue an additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, and plans to amend its Articles of Incorporation, as amended, to increase its number of authorized shares of common stock for such purpose. Assuming the issuance of such additional 7,018,360,787 shares of common stock to the Peak Equity shareholders, the Peak Equity shareholders will hold approximately 99.7% of the issued and outstanding shares of common stock of the Company.





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Item 9.01 Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.

Filed herewith as Exhibit 99.1 to this Form 8-K and incorporated herein by reference are audited Consolidated Financial Statements for Peak Equity International Limited, a British Virgin Islands corporation, for the years ended December 31, 2018 and 2017.

Filed herewith as Exhibit 99.2 to this Form 8-K and incorporated herein by reference is unaudited Condensed Consolidated Financial Statements for Peak Equity International Limited, a British Virgin Islands corporation, for the nine-months period ended September 30, 2019 and 2018.

Filed herewith as Exhibit 99.3 to this Form 8-K and incorporated herein by reference is unaudited Pro forma Condensed Combined Financial Information for Sharing Economy International Inc, for the nine-months period ended September 30, 2019.





(d) Exhibits:



Exhibit   Description

2.1         Share Exchange Agreement, dated December 27, 2019, by and among the
          Sharing Economy International Inc., a Nevada corporation, Peak Equity
          International Limited, a British Virgin Islands corporation, and the
          holders of common stock of Peak Equity International Limited. (1)
99.1        Consolidated Financial Statements for Peak Equity International
          Limited, a British Virgin Islands corporation, for the years ended
          December 31, 2018 and 2017. (1)
99.2        Condensed Consolidated Financial Statements for Peak Equity
          International Limited, a British Virgin Islands corporation, for the
          nine-months period ended September 30, 2019 and 2018. (1)
99.3        Pro forma Condensed Combined Financial Information for Sharing Economy
          International Inc, for the nine-months period ended September 30,
          2019.



(1) Incorporated by reference to Current Report on Form 8-K, filed with the

Securities and Exchange Commission on December 31, 2019.




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