Item 1.01 Entry into a Material Definitive Agreement
On
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
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.
1
Peak Equity was incorporated on
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
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
2
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 , aCayman Islands limited liability company 100 %
100 %
100 %
Sharing Economy Investment Limited ("Sharing Economy"), a company
incorporated under the laws of
100 %
100 %
100 %
100 %
100 %
Global Bike Share (Mobile App) Limited, a company incorporated under
the laws of
100 %
. . .
Item 3.02 Unregistered Sales of
On
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
Item 5.01 Changes in Control of Registrant.
On
On
32
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
Filed herewith as Exhibit 99.2 to this Form 8-K and incorporated herein by
reference is unaudited Condensed Consolidated Financial Statements for
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
(d) Exhibits: Exhibit Description 2.1 Share Exchange Agreement, datedDecember 27, 2019 , by and among theSharing Economy International Inc. , aNevada corporation,Peak Equity International Limited , aBritish Virgin Islands corporation, and the holders of common stock ofPeak Equity International Limited . (1) 99.1Consolidated Financial Statements for Peak Equity International Limited, aBritish Virgin Islands corporation, for the years endedDecember 31, 2018 and 2017. (1) 99.2 Condensed Consolidated Financial Statements for Peak EquityInternational Limited , aBritish Virgin Islands corporation, for the nine-months period endedSeptember 30, 2019 and 2018. (1) 99.3 Pro forma Condensed Combined Financial Information for Sharing EconomyInternational Inc , for the nine-months period endedSeptember 30, 2019 .
(1) Incorporated by reference to Current Report on Form 8-K, filed with the
Securities and Exchange Commission onDecember 31, 2019 . 33
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