Attached files

file filename
EX-99.2 - AGENCY AGREEMENT - ROI LAND INVESTMENTS LTDroi_8k3m-ex9902.htm
EX-99.3 - COLLATERAL ASSIGNMENT - ROI LAND INVESTMENTS LTDroi_8k3m-ex9903.htm
EX-99.4 - LOAN AND SECURITY AGREEMENT - ROI LAND INVESTMENTS LTDroi_8k3m-ex9904.htm
EX-99.1 - NOTES, SERIES A AND B - ROI LAND INVESTMENTS LTDroi_8k3m-ex9901.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):

May 15th, 2015

 

Commission File Number: 333-152002

 

ROI LAND INVESTMENTS LTD.  

(Exact name of registrant as specified in its Charter)

 

Nevada

(State or other jurisdiction of incorporation or organization)

26-1574051

(I.R.S. Employer Identification No.)

   

 

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:

 

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

 

 

 
 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

 

On May 15th, 2015, the Board of Directors approved a Debt Bond Series of Notes, comprised of Series A for an aggregate of $2,442,830 and Series B for an aggregate of $473,117.  The Notes are due May 18, 2018, bear interest at 8% and are collateralized by a secured interest in the Kitimat, British Columbia property itself, which the Company owns via its wholly owned subsidiary, ROI Dev Canada Inc. Computershare Ltd. ("Computershare") acts as the independent collateral agent for the investors and paying agent for the debt-holders for both principal and interest.

 

Item 9.01 Exhibits.

 

99.1   Notes, Series A, B,  
99.2   Agency Agreement
99.3   Collateral Assignment
99.4   Loan & Security Agreement

 

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: May 20th, 2015

 

  ROI LAND INVESTMENTS, LTD.
     
    /s/ Sami Chaouche
  By: Sami Chaouche, Director
    Chief Executive Officer

 

 

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