SCHEDULE: International Endeavors Corp Undergoes Ownership Shift

Sentiment:

Beneficial Ownership Statement


AU-YEUNG Sai Kit and ModuLink Inc. disclose significant beneficial ownership in International Endeavors Corp following recent share exchange and stock purchase agreements.

Capital raiseFuture acquisitions or strategic partnerships may be funded through the issuance of additional securities of the Company.Working capital may also be used for funding future initiatives.

Summary

  • AU-YEUNG Sai Kit and ModuLink Inc. are the reporting persons in this Schedule 13D filing.
  • AU-YEUNG Sai Kit acquired 353,506,809 shares of common stock, representing approximately 8.9% of the outstanding common stock, through a Share Exchange Agreement with the shareholders of ModuLink Investment Limited.
  • The Share Exchange valued the common stock at $0.0034 per share and was consummated on May 1, 2025.
  • ModuLink BVI acquired 200,000 Series A Preferred Stock, representing 100% of the outstanding Preferred A shares, from Raymond Valdez for an aggregate consideration of $280,000.
  • Each Preferred A share is entitled to vote as 20,000 common shares and is convertible into 20,000 common shares.
  • ModuLink Inc. controls approximately 50.19% of the common stock voting power on a fully diluted basis as of the registration statement date.
  • The Stock Purchase Agreement, which included the Preferred A share acquisition, was consummated on February 10, 2025.
  • ModuLink Investment Limited and its subsidiaries operate in the property development industry, utilizing modular construction technology (MiC), Atmospheric Water Generators (AWG), and Internet of Things (IoT) technology enhanced by AI.

Sentiment

Score: 7

Explanation: The filing indicates a significant strategic shift and new controlling ownership with a clear vision for expansion into a technologically advanced sector of property development. The new management's substantial investment suggests confidence. However, it's a 13D, so financial performance details are absent, and future success depends on execution and market acceptance of the new business model.

Positives

  • Significant strategic investment by key management, including AU-YEUNG Sai Kit (CFO, Secretary, and Director), indicating strong confidence in the company's future.
  • The acquisition of ModuLink Investment Limited introduces new, advanced technologies (MiC, AWG, IoT, AI) and expertise, aiming to redefine property development.
  • The new ownership structure provides clear control, with ModuLink Inc. controlling over 50% of the voting power, which can facilitate decisive strategic execution.
  • Stated intent to expand the business through future acquisitions and strategic partnerships, signaling growth ambitions.

Risks

  • Future acquisitions or strategic partnerships may be funded through the issuance of additional securities, which could dilute the ownership stake of existing shareholders.
  • The success of the new business direction, which involves advanced technologies in property development, is subject to market adoption, regulatory environment, and effective execution.

Future Outlook

The Reporting Persons believe the shares represent an attractive investment and may acquire additional shares or engage in discussions with the Company concerning future acquisitions. They intend to continuously review their investment and may adjust their stake based on market conditions and company prospects. As executive officers, directors, and significant stockholders, ModuLink BVI and Mr. AU-YEUNG may cause the Company to pursue acquisitions and strategic partnerships to expand its business, potentially funded through the issuance of additional securities or working capital.

Management Comments

  • The acquisition by the Reporting Persons of the Shares was effected because of the belief that the Shares represent an attractive investment.
  • Depending on prevailing market, economic and other conditions, the Reporting Persons may from time to time acquire additional Shares or engage in discussions with the Company concerning future acquisitions of shares of its capital stock.
  • As an executive officer, director and significant stockholder in the Company, as applicable, ModuLink BVI and Mr. AU-YEUNG may vote its or his shares or otherwise cause the Company to enter into acquisitions and strategic partnerships to expand the business of the Company.

Industry Context

The filing indicates a strategic pivot for International Endeavors Corp into the property development industry, specifically focusing on modular construction technology (MiC), Atmospheric Water Generators (AWG), and Internet of Things (IoT) technology enhanced by AI. This aligns with broader industry trends towards sustainable, efficient, and technologically advanced construction methods, positioning the company in a niche but potentially high-growth market within the real estate and construction sectors.

Comparison to Industry Standards

  • The filing primarily details changes in beneficial ownership and strategic direction rather than financial performance or project specifics, making direct comparisons to industry standards or comparable companies challenging at this stage.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Former Sole Executive Officer and DirectorRaymond ValdezNAFebruary 10, 2025Resigned in connection with the Stock Purchase Agreement.
Former DirectorBill MartinNAFebruary 10, 2025Resigned in connection with the Stock Purchase Agreement.
ChairmanNATAM, Hin Wah AnthonyFebruary 10, 2025Appointed in connection with the Stock Purchase Agreement.
Chief Executive OfficerNAFU, WahFebruary 10, 2025Appointed in connection with the Stock Purchase Agreement.
Chief Financial Officer and SecretaryNAAU-YEUNG, Sai KitFebruary 10, 2025Appointed in connection with the Stock Purchase Agreement.
Non-Executive DirectorNAWONG, Ho Man AlexFebruary 10, 2025Appointed in connection with the Stock Purchase Agreement.
Non-Executive DirectorNAFUNG, Kwai KinFebruary 10, 2025Appointed in connection with the Stock Purchase Agreement.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Board and Management CompositionSignificant changes to the Board of Directors and executive management, including the appointment of a new Chairman, CEO, CFO, and two Non-Executive Directors, following the Stock Purchase Agreement.February 10, 2025These changes reflect the new controlling ownership's strategic direction and operational control over the company.

Related Party Transactions

  • AU-YEUNG Sai Kit, a reporting person, is the Chief Financial Officer, Secretary, and Director of International Endeavors Corp, and holds 25% ownership in ModuLink BVI, which is also a reporting person.
  • TAM, Hin Wah Anthony, the Chairman of the Board of International Endeavors Corp, is the controlling shareholder of ModuLink BVI.
  • The Share Exchange Agreement was entered into with shareholders of ModuLink Investment Limited, which subsequently became a subsidiary of International Endeavors Corp.
  • The Stock Purchase Agreement involved ModuLink Inc. (BVI) and Zenith (Hong Kong) Engineering Limited, with PUN, Ah Keung identified as the sole shareholder of Zenith (HK).

Stakeholder Impact

  • Shareholders: Potential for future dilution if additional securities are issued for acquisitions; potential for increased shareholder value if the new strategic direction in modular construction and related technologies proves successful; significant shift in corporate control to ModuLink Inc. and its affiliates.
  • Management/Employees: Introduction of a new leadership team and a revised strategic focus may lead to organizational restructuring and changes in operational priorities.
  • Customers/Suppliers: The company's new business focus on modular construction and advanced technologies may lead to the development of new customer bases and the establishment of new supplier relationships within the property development and technology sectors.

Next Steps

  • Reporting Persons may acquire additional shares or dispose of shares based on market conditions and company performance.
  • The Company may enter into acquisitions and strategic partnerships to expand its business, particularly in the modular construction and related technology sectors.

Key Dates

DateDescription
January 22, 2025Raymond Valdez entered into the Stock Purchase Agreement with ModuLink Inc. and Zenith (Hong Kong) Engineering Limited.
January 30, 2025Bearcreek Resourses, Inc. and Tala Media Corp. transferred convertible promissory notes to Zenith (HK).
February 10, 2025Stock Purchase Agreement consummated; Raymond Valdez and Bill Martin resigned, and new management was appointed.
February 28, 2025Zenith (HK) waived all rights to convert outstanding principal and accrued interest under two convertible promissory notes.
March 28, 2025The Company entered into a Share Exchange Agreement with the shareholders of ModuLink Investment Limited.
May 1, 2025The Share Exchange Agreement was consummated; transfer of Witech to Mr. Valdez or his designees was completed.
May 30, 2025Registration Statement on Form 10 filed with the Securities and Exchange Commission.
July 25, 2025Date used for calculating the number of outstanding common stock shares (3,969,933,920 shares).
July 30, 2025Date of event which required the filing of this statement.
August 12, 2025Date of filing signature by AU-YEUNG Sai Kit for himself and ModuLink Inc.

Recommendation

hold

The company is undergoing a significant transformation with new ownership and a strategic pivot into technology-enhanced modular property development. While the new leadership's substantial investment and clear vision suggest potential, the success of this new venture carries inherent execution risks, especially given the capital-intensive nature of property development and the integration of advanced technologies. Without detailed financial projections or a proven track record in this new segment, a 'hold' recommendation is prudent. It allows investors to observe the company's progress in implementing its new strategy, securing partnerships, and demonstrating tangible results before making a stronger commitment. The potential for future dilution from capital raises for acquisitions also warrants caution.

Keywords

International Endeavors Corp, ModuLink Inc., AU-YEUNG Sai Kit, Schedule 13D, beneficial ownership, common stock, preferred stock, share exchange, stock purchase, modular construction, MiC, AWG, IoT, AI, property development, corporate governance, SEC filing

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