Strategic Internet Investments Inc - Current report filing (8-K)
25 Settembre 2008 - 6:46PM
Edgar (US Regulatory)
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 At of 1934
Date of
Report (Date of earliest event reported):
September 23,
2008
STRATEGIC INTERNET
INVESTMENTS, INCORPORATED
(Exact
name of registrant as specified in its charter)
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Delaware
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33-28188
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84-1116458
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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Nisar
Square, Benyas Centre Office No. 207
P.O. Box 40088, Dubai,
United Arab Emirates
(Address
of principal executive offices)
Registrant's
telephone number, including area code:
009 714 223 1189
Suite
250 – 1090 West Georgia Street, Vancouver, B.C. Canada V6E 3V7
(Former
name or former address if changed since the last report)
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 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))
Item
3.02 Unregistered Sale of Equity Securities
On August
31, 2008 the Company entered into two Convertible Debenture Agreements with Star
Leisure & Entertainment Ltd., an associated party to the
Company, (the “Debenture Holder”), for the conversion of two
outstanding loans.
Under the
first Agreement, the Company agrees to pay the Debenture Holder, for cash loans
previously provided, the sum of US$167,010 on demand with interest at
10% per annum. At any time the Debenture Holder shall have the right
to convert all or part of the loan amount outstanding into 3,340,216 Units, each
unit consisting of one common share without par value in the capital of the
Company and one non-transferable share purchase warrant, at a Conversion Rate of
$0.05 per Unit. Each warrant shall entitle the Debenture Holder to
purchase one common share of the Company at $0.05 per share until two years
after the conversion date.
Under the
second Agreement, the Company agrees to pay the Debenture Holder, for cash loans
previously provided, the sum of $38,498.56 on demand with interest at
10% per annum. At any time the Debenture Holder shall have the right
to convert all or part of the loan amount outstanding into 769,971 Units, each
unit consisting of one common share without par value in the capital of the
Company and one non-transferable share purchase warrant, at a Conversion rate of
$0.05 per Unit. Each warrant shall entitle the Debenture Holder to
purchase one common share of the Company at $0.05 per share until two years
after the conversion date.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On
September 12, 2008 Mr. Ralph Shearing resigned as President and Chief Executive
officer of Strategic Internet Investments Inc. Mr. Abbas Salih has
been appointed to the position of President and Chief Executive Officer
effective September 12, 2008.
On
September 19, 2008 Dr. Ralf Zabel was appointed to the position of
Vice-President, International Business Development and Operations for the
Company. Dr. Zabel is a resident of Germany and holds a Doctorate
degree in Engineering from the University of Dresden, Germany. Dr.
Zabel has held senior positions with Construction, Engineering and Architectural
firms in German since 1986.
On
September 22, 2008 Mr. Mohammed Salem Baymain was appointed a Director of the
Company.
Mr.
Baymain is a resident of Dubai, U.A.E. For the past 10 years Mr.
Baymain has operated an international trade business with branches in three
regions, Riyadh, K.S.A., Republic of Yemen and Dubai, U.A.E.
Item
8.01 Other Events
On
September 12, 2008 the principal executive office of the Company was relocated
from Suite 250 – 1090 West Georgia Street, Vancouver, B.C. Canada V6E 3V7 to
Nisar Square, Benyas Centre Office No. 207, P.O. Box 40088 Dubai, United Arab
Emirates; Telephone: 009-714-223-1189; Fax 009-714-223-1215
On
September 12, 2008 a Consulting Agreement between Strategic Internet
Investments, Incorporated and Bill Whittle of White Rock, B.C. was
terminated.
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.
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STRATEGIC
INTERNET INVESTMENTS, INCORPORATED
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Date
September
23, 2008
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By:
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/s/
Ralph Shearing
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Name:
Ralph Shearing
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Title:
Director
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