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): December 10, 2025
SHARING ECONOMY INTERNATIONAL INC.
(Exact name of registrant as specified in Charter)
| Nevada | 001-34591 | 90-0648920 | ||
|
(State or other jurisdiction of incorporation or organization) |
(Commission File No.) | (IRS Employee Identification No.) |
No.85 Castle Peak Road
Castle Peak Bay
Tuen Mun, N.T., Hong Kong
(Address of Principal Executive Offices)
(852) 35832186
(Registrant’s Telephone number)
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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
| ☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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 Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement
On December 10, 2025, Sharing Economy International Inc. (“SEII”, the “Company”), And Light Across, Inc. (“Light Across”) entered into a Memorandum of Agreement (the “Agreement”), whereby the two companies entered into the plan for Light Across to purchase SEII’s convertible promissory note(s) (the “Notes”) in the total amount of US$1,000,000.
Light Across provides the best-in-class electric vehicle products (“EV”) using its own platform technologies while focusing on maximizing customer value by lowering the product cost through innovative design, supply chain management, automatic manufacturing, and minimum distribution cost.
On Light Across’s completion of purchasing of the Notes, SEII will acquire the EV assets of Light Across, including its subsidiaries EV assets, including, but not limited to its intellectual property product know-how. Light Control will appoint management members to takeover SEII management roles.
The foregoing description of the Strategic Framework Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Agreement, which is incorporated herein by reference and attached hereto as exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit No. | Description | |
| 10.1 | Memorandum of Agreement dated December 10, 2025 by and between Sharing Economy International Inc. And Light Across, Inc.. |
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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: December 16, 2025 | Sharing Economy International Inc. | |
| By: | /s/ Wu Shanna | |
| Wu Shanna | ||
| Chief Executive Officer | ||
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Exhibit 10.1
AGREEMENT
This Memorandum of Agreement (this “Agreement”) is entered into as of December 8, 2025 (the “Effective Date”) by and between Sharing Economy International Inc., a Nevada, United States] corporation (“SEII”), and Light Across, Inc., a Delaware, United States corporation (“Light Across”). SEII and Light Across are hereinafter collectively referred to as the “Parties” and individually as the “Party.”
SEII builds on top of the global cross-vertical market O2O “Sharing Economy” platform to become the global central database of the sharing economy, with big data market opportunities. SEII focuses on a cross-regional marketplace; a single crypto-token to facilitate convenient, low-cost global transactions; no inventory, no asset capital investment, and globally extensible; intelligent matching for sharing providers and users; and creating new income and saving opportunities for users. SEII owns the sharing economy platform website：https://hk.ecrent.com.
Light Across Inc. is a US electric vehicle company established in 2022, by Dr. Ximing Huang, a very respected entrepreneur with 30 years’ experience in building and managing international teams in automotive industry. Dr. Huang currently serves as the CEO of Light Across. Dr. Huang was also the founder, Chairman and CEO of Nanjing Bordrin New Energy Vehicle Corporation Ltd., an electric vehicle OEM, and the founder and CEO of Shanghai Cotech Automotive Engineering Technology Corporation Ltd., an automotive engineering firm specialized in platform design and vehicle engineering. Dr. Huang also worked for Ford and GM between 1995 to 2007. Dr. Huang holds a Ph. D degree in Aerospace Engineering from Virginia Polytechnic Institute and State University.
Light Across provides the best-in-class electric vehicle products (“EV”) using its own platform technologies while focusing on maximizing customer value by lowering the product cost through innovative design, supply chain management, automatic manufacturing, and minimum distribution cost; lowering the ownership cost through vehicle sharing, energy exchange, battery recycling/reusage, and seamless service; and lowering the initial cost through flexible plans for purchase, lease, rent, and sharing. By modifying the current products to adopt the sharing economy business model, which includes special features such as remote authorization, biometric unlocking, tracing, diagnosis, safeguards, and enforced safe driving mode, autonomous driving, auto parking and recall, auto charging, etc. Using its own innovative design and fully automatic manufacturing process, outsourced manufacturing, and Semi-Knocked-Down (SKD) assembly, Light Across should be able to leverage its expanded global channel resources to quickly expand production and drive down the cost for all SEII sharing platform participants. By overcoming the shortfall of no sharable vehicle products available for current vehicle sharing platforms, it will boost the accessibility and participation of the SEII sharing platform and its market value.
1. Purpose
This Agreement outlines the principal terms for a strategic business combination. The objective is for Light Across to become the controlling shareholder of the combined public entity and control the board of directors of SEII (the “SEII Board of Directors”) and for SEII, a publicly listed “Sharing Economy” platform, to acquire the EV assets of Light Across. This Agreement will serve as the basis for negotiating definitive agreements (“Definitive Agreements”).
2. Transaction Suite
(a) NOTE PURCHASE AGREEMENT. SEII shall request that Light Across purchase a convertible promissory note for a purchase price of US$1,000,000.00 upon the closing of the business combination and any transactions contemplated thereunder (the “Closing”) and subject to receipt of all necessary corporate, shareholder, and regulatory approvals.
(b) Board Composition. Effective upon signing of this agreement, Light Across shall control the SEII Board of Directors and assume day-to-day operational control. Light Across’s rights shall include, without limitation, the right to designate a majority of SEII Board of Directors.
(c) Asset Contribution and Capital Increase. SEII will acquire all or substantially all of Light Across’s and its subsidiaries EV assets, including, but not limited to, its intellectual property, product know-how.
(d) Prior to the closing of the business combination and any transactions, SEII shall clear all the company debts by signing up relative authorized shares to its borrowers.
3. Acknowledgment
Each Party acknowledges and represents to the other that it is, and will remain, solely responsible for all legal, licensing, financial, tax and regulatory matters, obligations, liabilities, claims and costs arising out of or relating to its own operations, assets, employees and contracts for periods prior to the Closing; and nothing in this Agreement constitutes, or shall be construed as, the other Party’s assumption of any such pre-Closing matters.
4. Assumed Liabilities
Light Across will not assume or be responsible for any of SEII’s liabilities, including, without limitation, liabilities known or unknown, suspected or unsuspected, asserted or unasserted, which will remain the sole responsibility of SEII.
5. Confidentiality
The Parties agree not to disclose the terms of this Agreement to any third party other than its board, existing investors, employees and prospective employees who reasonably need ot know, and legal counsel without the other Party’s prior approval.
6. Term and Termination
This Agreement shall be effective upon the Effective Date and shall continue in effect for [two] years, unless earlier terminated: (i) by mutual written consent of the Parties; (ii) by either Party upon [30] days’ notice if Definitive Agreements are not executed by [90]; (iii) if a law or order prohibits the transactions; or (iv) by Light Across, within five (5) days following the completion of Light Across’ due diligence, as determined by Light Across’ sole discretion. Sections 4 and 5 shall be deemed to survive expiration or termination hereof.
7. Governing Law.
This Agreement shall be governed by and construed in accordance with the domestic laws of the State of [Nevada] without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than the State of [Nevada].
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| Agreed and Accepted: | ||
| Sharing Economy International Inc. | ||
| By: | ||
| Name: | ||
| Title: | ||
| Light Across, Inc. | ||
| By: | ||
| Name: | ||
| Title: | ||
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