0001493152-19-016849.txt : 20191112 0001493152-19-016849.hdr.sgml : 20191112 20191112093027 ACCESSION NUMBER: 0001493152-19-016849 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20191108 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20191112 DATE AS OF CHANGE: 20191112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARGENTUM 47, 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: 191206632 BUSINESS ADDRESS: STREET 1: OFFICE 3305, JUMEIRAH BAY TOWER X3 STREET 2: PO BOX 454332, JUMEIRAH LAKE TOWERS CITY: DUBAI STATE: C0 ZIP: 340100 BUSINESS PHONE: (971) 42 76 7576 MAIL ADDRESS: STREET 1: OFFICE 3305, JUMEIRAH BAY TOWER X3 STREET 2: PO BOX 454332, JUMEIRAH LAKE TOWERS CITY: DUBAI STATE: C0 ZIP: 340100 FORMER COMPANY: FORMER CONFORMED NAME: GLOBAL EQUITY INTERNATIONAL INC DATE OF NAME CHANGE: 20111019 8-K 1 form8-k.htm

 

 

 

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): November 8, 2019

 

ARGENTUM 47, 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)

 

34 St. Augustines Gate, Hedon, HU12 8EX, Hull, United Kingdom

(Address of Principal Executive Offices) (Zip Code)

 

Capital House, Main Street, Lelley, HU12 8SN, Hull, United Kingdom

(Former Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: + (44) 1482 891 591/ + (1) 321 200 0142

 

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))

 

Securities registered pursuant to Section 12(b) of the Act: None

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

 

Emerging growth company [X]

 

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 Section13(a) of the Exchange Act. [  ]

 

 

 

 
 

 

ITEM 1.01 ENTRY INTO MATERIAL DEFINITIVE AGREEMENT.

 

On June 6, 2018, the Company entered into a funding agreement with Xantis S.A., a company incorporated under the laws of Luxembourg that is the legally appointed fund management company of Xantis Aion Securitisation Fund (“Fund”). This funding agreement was filed with the SEC as Exhibit 10.1 to a Form 8-K on June 11, 2018.

 

On October 10, 2018 the Company received U.S.$653,039.50 from the Fund relating to a second tranche of funding pertaining to the June 6, 2018 funding agreement. This second tranche of funding was due to be converted to equity of the Company at a rate of U.S.$0.02 per share on October 11, 2019.

 

During the past few weeks, the Company and the Fund have been negotiating a new funding agreement for the acquisition of a London City (United Kingdom) based Independent Financial Advisory firm (IFA) and Discretionary Fund Management company (DFM) that administrates approximately 180,000,000 Great Britain Pounds of Funds.

 

On October 9, 2019, the Company and Xantis S.A. agreed and executed an addendum to the June 6, 2018 funding agreement with the following clauses:

 

  1. Due to ongoing negotiations of a new funding agreement, the Company agrees to defer the conversion of the second tranche of the June 6, 2018 funding agreement for 30 calendar days from the date of execution of this addendum.
     
  2. If the Fund and the Company cannot reach a consensus regarding the terms and conditions of the new funding agreement that satisfies both parties, the Company will automatically convert the second tranche of the June 6, 2018 funding agreement 30 calendar days from the date of execution of this addendum. This conversion into equity of the Company will be at U.S.$0.02 per share as per the terms and conditions of the June 6, 2018 funding agreement.
     
  3. If the Fund and the Company are able to reach a consensus on the terms and conditions of the new funding agreement that satisfies both parties and a new agreement is effectively executed on or before the 30 day deadline, then the Company will defer the conversion of the second tranche of the June 10, 2018 funding agreement for a further two (2) years and one (1) day from the date of execution of this addendum. In this case the conversion price of the second tranche of the June 6, 2018 funding agreement into equity of the Company will be equivalent to the closing market price two days prior the new conversion date.

 

On November 8, 2019, the Company and Xantis S.A. agreed and executed a second addendum to the June 6, 2018 funding agreement with the following clauses:

 

  1. Due to the ongoing negotiations of a new funding agreement, the Company agrees to once again defer the conversion of the second tranche of the June 6, 2018 funding agreement until Friday, December 13, 2019.
     
  2. If the Fund and the Company are able to reach a consensus on the terms and conditions of a new funding agreement that satisfies both parties and a new agreement is effectively executed on or before the December 13, 2019 deadline for funding amounting to a minimum of 250,000 GBP (approximately U.S.$321,000) to be funded on or before this date as per the terms of the new agreement, then the Company will defer the conversion of the second tranche of the June 6, 2018 funding agreement for a further two (2) years and one (1) day from the date that the new funding agreement is fully executed. In this case, the conversion price of the second tranche of the June 6, 2018 funding agreement into common shares of the Company will be equivalent to the closing market price two days prior the new conversion date.
     
  3. If the Fund and the Company cannot reach a consensus regarding the terms and conditions of the new funding agreement that satisfies both parties on or before December 13, 2019 and also the initial tranche amounting to a minimum of 250,000 GBP (approximately U.S.$321,000) is not effectively funded on or before this date, the Company will automatically convert the second tranche of the June 6, 2018 funding agreement on December 16, 2019. This conversion into common shares of the Company will be at a rate of U.S.$0.02 per share as per the terms and conditions of the June 6, 2018 funding agreement.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

 

Exhibits   Description
     
10.1   Second Addendum to June 6, 2018 funding agreement between Xantis S.A. and Argentum 47, Inc.

 

 
 

 

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: November 12, 2019

 

  ARGENTUM 47, INC.
     
  By: /s/ Enzo Taddei
    Enzo Taddei
    Chief Financial Officer

 

 
 

 

EX-10.1 2 ex10-1.htm

 

Exhibit 10.1

 

 

Second Addendum to the June 6, 2018 Funding Agreement – Xantis Aion Securitisation Fund

 

United Kingdom, November 8, 2019.

 

Between:

 

1. Argentum 47, Inc. (“Company”) formerly known as Global Equity International Inc., a corporation organized under the laws of the State of Nevada, United States of America, whose current principal place of business is 34 St. Augustines Gate, Hedon, HU12 8EX, Hull, United Kingdom.
   
And:
   
2. Xantis S.A. a company incorporated under the laws of Luxembourg that is the legally appointed fund management company of Xantis Aion Securitisation Fund (“Fund”), having its registered office located in 75 Parc d'Activités, L-8308 Capellen, Grand Duchy of Luxembourg

 

Herein, both parties will be referred to as the “Parties”.

 

Whereas, on June 6, 2018 the Company entered into a funding agreement with Xantis S.A. a company incorporated under the laws of Luxembourg that is the legally appointed fund management company of Xantis Aion Securitisation Fund; and

 

Whereas, on October 10, 2018 the Company received U.S.$653,039.50 from the Fund relating to a second tranche of funding pertaining to the June 6, 2018 funding agreement; and

 

Whereas, on October 11, 2019, this second tranche of funding was to be converted to equity of the Company at a rate of U.S.$0.02 per share as per the terms and conditions of the June 6, 2018 funding agreement but instead, on October 9, 2019, the Company and Xantis entered into an addendum agreeing to extend the conversion of the second tranche of funding, pertaining to the June 6, 2018 funding agreement, for 30 calendar days (until November 9, 2019); and

 

Whereas, to date, the Company and the Xantis are still negotiating a new funding agreement for the acquisition of a London City (United Kingdom) based Independent Financial Advisory (IFA) and Discretionary Fund Management (DFM) firm that administrates circa 180,000,000 GBP of Funds; and

 

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:

 

  1. Due to the ongoing negotiations of a new funding agreement, the Company agrees to once again defer the conversion of the second tranche of the June 6, 2018 funding agreement until Friday, December 13, 2019.
     
  2. If the Fund and the Company are able to reach a consensus on the terms and conditions of a new funding agreement that satisfies both parties and a new agreement is effectively executed on or before the December 13, 2019 deadline for funding amounting to a minimum of 250,000 GBP (approximately U.S.$321,000) to be funded on or before this date as per the terms of the new agreement, then the Company will defer the conversion of the second tranche of the June 6, 2018 funding agreement for a further two (2) years and one (1) day from the date that the new funding agreement is fully executed. In this case, the conversion price of the second tranche of the June 6, 2018 funding agreement into common shares of the Company will be equivalent to the closing market price two days prior the new conversion date.

 

 
 

 

  3. If the Fund and the Company cannot reach a consensus regarding the terms and conditions of the new funding agreement that satisfies both parties on or before December 13, 2019 and also the initial tranche amounting to a minimum of 250,000 GBP (approximately U.S.$321,000) is not effectively funded on or before this date, the Company will automatically convert the second tranche of the June 6, 2018 funding agreement on December 16, 2019. This conversion into common shares of the Company will be at a rate of U.S.$0.02 per share as per the terms and conditions of the June 6, 2018 funding agreement.
     
  4. This second addendum to the June 6, 2018 funding agreement will be duly filed via a Form 8-K with the SEC.

 

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day first written above.

 

Argentum 47, Inc.  
   
/s/ Enzo Taddei  
Mr. Enzo Taddei – Director  
   
Xantis S.A.  
   
/s/ Eva Fridrich  
Miss Eva Fridrich - Director  
   
/s/ David Evans  
Mr. David Evans - Director  

 

 
 

 

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