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):

October 24^th, 2014

Commission File Number: 333-152002

ROI LAND INVESTMENTS LTD.  

(Exact name of registrant as specified in its Charter)

825 Lebourgneuf Blvd, Suite 315

Quebec, QUEBEC G2J 0B9

(Address of principal executive offices)

Tel: 1-418-781-2954

(Registrant’s telephone number, including area code)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

On October 24^th, 2014 ROI Land Investments Ltd. (the “Company”) authorized a private placement of up to U.S. $6,500,000 equity investment to Qualified Investors. The Company issued a total of 17,587,071 shares at $0.35 per share of its common stock for a total net raise of $6,155,475.00. These funds are being used for general working capital and land acquisitions.

The Company relied on the exemption from registration contained in Section 4(2) of the Securities Act, and Regulation D, Rule 506 thereunder, for the issuance of shares of common stock. As part of the Company’s due diligence, the Purchasers affirmatively represented to us that they are an “accredited investor” as defined in Regulation D of the Securities Act and that the securities purchased were being acquired solely for their account for investment and not with a view to or for sale or distribution.

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: November 7^th, 2014