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: April 2, 2012
MEDINA INTERNATIONAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Colorado 000-27211 84-1469319
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(State or other jurisdiction of (Commission File (IRS Employer Identification
incorporation) Number) Number)
1802 Pomona Rd., Corona, CA 92880
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(Address of Principal Executive Offices) (Zip Code)
(909) 522-4414
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Registrant's telephone number, including area code
(Former name or former address, if changed since 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:
[ ] 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))
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
Item 1.01 Entry into a Material Definitive Agreement.
Entry in Settlement Agreement - Disposition of Subsidiary
On March 28, 2012, ROK Global, PLC ("ROK") entered into a Settlement Agreement
and Mutual Release ("the Settlement Agreement") with Medina International
Holdings, Inc. ("the Company"), Wintec Protective Systems, Inc. ("Wintec"), Mr.
Daniel Medina, and Mr. Madhava Mankal Rao. Mr. Medina and Mankal are officers
and directors of the Company.
In 2001, the Company, Wintec and ROK entered into agreements that provided for
the Company to provide funding to Wintec and to contribute 3,000,000 shares of
its common stock in exchange for 20,400,000 shares of Wintec. As a result of the
agreements, Wintec had become the Company's 51% held subsidiary.
The Settlement Agreement provides for the agreements entered into in 2011 to be
terminated and cancelled, effective immediately. All parties agree to the
termination of the agreements without remedy and resolve each party of any
claims or liabilities arising out of such agreements. As a result of the
termination, Wintec is no longer a subsidiary of the Company.
Additional terms of the Settlement Agreement are:
- Wintec to pay to the Company $237,718 within two years of the date of the
Settlement Agreement;
- Wintec will arrange for the transfer of the 3,000,000 shares of the
Company's common stock issued in 2011 to a nominee to be designated by the
Company in exchange for $1; and
- The Company will transfer back to Wintec the 20,400,000 shares of Wintec in
exchange for $1.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following is a complete list of exhibits filed as
part of this Report. Exhibit numbers correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.
Exhibit No. Description
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10.1 Settlement Agreement and Mutual Release, dated March 28, 2012
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.
MEDINA INTERNATIONAL HOLDINGS, INC.
By: /s/Daniel Medina
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Daniel Medina, President
Date: April 3, 2012