UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________
UNITED STATES
FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	FORM 8-K
Date of Report (Date of earliest event reported):		October 20, 2010
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 1, 2011
GLOBAL BEVERAGES INC.
(Exact name of registrant as specified in its charter)

GLOBAL BEVERAGES, INC. (Exact name of registrant as specified in charter)


Nevada	000-28865	88-0373061

(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

Nevada	000-28865	88-0373061
700 Yarraman Road, Wybong,
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
Upper Hunter Valley,
New South Wales, Australia 2333
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number, including area code: +(61)2 6547-8118
N/A
(Former name or former address, if changed since last report.)

~~700~~Check ~~Yarraman~~the appropriate ~~Road,~~box ~~Wybong,~~below ~~Upper~~if ~~Hunter~~the ~~Valley,~~Form ~~New~~8-K ~~South~~filing ~~Wales,~~is ~~Australia~~intended ~~2333~~to ~~(Address~~simultaneously satisfy the filing obligation of ~~principal~~the ~~executive~~registrant ~~offices)~~under ~~(Zip~~any ~~Code)~~of the following provisions:

~~Registrant’s~~Written ~~telephone~~communications ~~number,~~pursuant ~~including~~to ~~area~~Rule ~~code:~~425 under the Securities Act (6117 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) ~~6547~~under the Exchange Act (17 CFR 240.14d-~~8118~~2(b)) § Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

~~N/A~~Item ~~(Former~~8.01. Other ~~name or former address, if changed since last report~~Events.)

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 240.13a-4(c))

On July 30, 2010, Global Beverages Inc. (the “Registrant” or the “Company”), Montrose International Holdings LTD (“Montrose”) and Aegis Capital, Corp. executed a Summary Offer Sheet pursuant to which the Registrant would acquire Montrose. The proposed acquisition was subject to negotiation of definitive documentation and due diligence. In February, 2011, the Company terminated negotiations to acquire Montrose.

~~Item~~ On 4July 1, 2009, the Company acquired Asia Distribution Solutions Limited (“ADSL”).~~01 Changes~~ Prior to the ADSL acquisition, ADSL had acquired three distribution companies in ~~Registrant~~the Peoples’ Republic of China. Agreement to acquire two of the distribution companies, Shanghai Run Ke and Chengdu Gao Li Yuan, were entered in 2008. When the Company agreed to acquire ADSL, the Company was never made aware that ADSL had only paid part of the consideration required to complete these acquisitions. Further, the Company subsequently learned that in China, ownership of the shares of a company does not give the owner managerial or operational control. Control could only be acquired with the payment of deferred consideration due to the sellers. This contingency was never disclosed in any of the ADSL acquisition documentation, nor did ADSL’s ~~Certifying~~audited ~~Accountant~~financial statements indicate that this contingency existed. The Company only became aware of the contingency a number of months after completion of the ADSL acquisition. In September 2008, ADSL acquired the third distribution company, Shi Xuan Trading (Shanghai) Co. Ltd. The acquisition of this third company was also completed with a partial down payment with further payment of deferred consideration required in order to obtain management and operational control.

On Since the ~~October~~acquisition ~~20,~~of ~~2010~~ADSL, ~~Global Beverages, Inc. (~~the ~~"Registrant"~~Company orhas ~~the~~continuously ~~“Company”)~~sought ~~notified~~to ~~its~~raise ~~independent registered~~the ~~public~~capital ~~accounting~~necessary ~~firm,~~to ~~Acquavella,~~complete ~~Chiarelli,~~the ~~Shuster,~~three ~~Berkower~~acquisitions. &Most ~~Co.~~recently, ~~LLP~~in August ~~("ACSB")~~2010, ofthe ~~its~~Company ~~intention~~retained toa ~~engage~~US ~~Sherb~~investment &banking ~~Co.,~~firm ~~LLP~~to ~~("Sherb"),~~use asbest ~~its~~efforts ~~new~~to ~~independent~~secure ~~registered~~bridge ~~public~~financing. ~~accounting~~The ~~firm~~bridge funding, atif ~~which~~fully ~~time~~subscribed, ~~Registrant~~would have ~~dismissed~~provided ~~ACSB. The~~sufficient ~~decision~~capital to ~~dismiss~~complete ~~ACSB~~the acquisitions and provide working capital to ~~engage~~expand ~~Sherb~~the ~~was~~Company’s distribution operations in China and Australia. ~~approved~~Various byinvestors, including members of the ~~Registrant'~~Company’s Board of Directors invested funds. However the Company terminated the bridge funding transaction on December 20, 2010 after raising only a small fraction of the target amount.

~~ACSB’s report on Registrant's~~ In ~~consolidated~~the ~~balance~~absence ~~sheets~~of assufficient ofcapital ~~June~~raising 30activities, ~~2009,~~various ~~and~~directors ~~the related consolidated~~have ~~statements~~made ofloans ~~operations~~to, and ~~comprehensive~~provided ~~loss,~~guarantees ~~stockholders'~~in ~~equity~~support ~~(deficit)~~of, ~~and~~ ~~cash~~the ~~flows~~Company’s ~~for~~operations since the ~~year~~acquisition ~~then~~of ~~ended~~ADSL. ~~did~~The ~~not~~Company ~~contain~~renegotiated anthe ~~adverse~~terms ~~opinion~~of orthe ~~disclaimer~~acquisition ofagreements ~~opinion,~~with ~~and~~the ~~were~~three ~~not~~China ~~qualified~~distribution orcompanies ~~modified~~in as2009 ~~to uncertainty,~~and ~~audit~~again ~~scope~~in or2010 ~~accounting~~to ~~principles. ACSB’s~~allow ~~report~~more ~~did~~time ~~contain~~to ~~a paragraph~~pay ~~disclosing that~~ the ~~consolidated~~deferred ~~financial~~consideration ~~statements~~for ~~have been prepared assuming~~ the ~~Company will continue as a going concern~~ acquisitions.

~~During~~ Despite the ~~Registrant’s~~best ~~most~~efforts ~~recent fiscal~~of ~~year~~the Board and the ~~subsequent~~Company’s ~~interim~~financial ~~period~~advisors, ~~ended~~prevailing market ~~October~~conditions ~~20,~~have ~~2010~~prevented (the ~~date of~~Company ~~ACSB’s~~from ~~dismissal),~~securing ~~there~~the ~~were~~funds nonecessary for ~~disagreements~~it ~~between~~to ~~Registrant~~support and ~~ACSB~~develop ~~on any~~its ~~matter~~business ofin ~~accounting~~China. ~~principles or practices~~Accordingly, ~~financial statement~~the ~~disclosure,~~acquisition oragreements ~~auditing~~have ~~scope~~terminated. orManagement ~~procedure,~~is ~~which,~~currently ifevaluating whether ~~not resolved~~ to ~~ACSB’s satisfaction,~~pursue ~~would~~claims ~~have~~relating ~~caused it~~ to ~~make~~the ~~reference~~failure to ~~the~~disclose ~~subject matter of~~material ~~the disagreements in connection with its report~~information. ~~Also,~~ ~~during~~These ~~such periods,~~claims ~~there~~may ~~were~~include noADSL’s ~~“reportable~~legal ~~events”~~counsel asand ~~defined in Item 304(a)(1)(v) of Regulation S-K~~accountants.

~~Registrant~~ The Company’s ~~has~~management ~~provided~~believed ~~ACSB~~that ~~with~~the completion of the ~~foregoing~~ ~~disclosures~~acquisition ~~and~~of ~~has~~the China ~~requested~~distribution ~~that~~operations itwould ~~furnish~~have aallowed ~~letter~~the ~~addressed~~Company to operate ~~the~~profitably ~~Securities~~ and ~~Exchange~~the ~~Commission~~proceeds ~~stating~~of ~~whether~~the orfinancing ~~not~~would ~~ACSB~~have ~~agrees~~given ~~with~~the Company working capital sufficient for the ~~statements~~needs ~~made~~of byall ~~Registrant~~of ~~herein~~its operation.

On In the ~~October~~absence ~~20,~~of ~~2010~~the China distribution acquisitions, ~~Registrant~~our ~~engaged~~business has consisted ~~Sherb~~exclusively asof ~~its~~the ~~new~~operations ~~independent~~of ~~registered~~our ~~public~~Australian ~~accounting~~subsidiary, ~~firm~~Yarraman toEstate ~~audit~~Pty ~~Registrant’s~~Ltd. ~~consolidated~~(“Yarraman”), ~~financial~~which ~~statements. During~~owns ~~the Registrant’s~~and ~~recent~~operates ~~fiscal~~a ~~year~~winery and ~~the~~vineyard ~~subsequent~~at ~~interim~~Wybong, ~~period~~New South ~~ended~~Wales, ~~October 20~~Australia, ~~2010~~and ~~(the~~has ~~date~~been ofleasing ~~Sherb’s~~and ~~engagement)~~operating a vineyard at Jugiong, ~~Registrant~~New ~~did~~South ~~not~~Wales, ~~consult~~Australia. ~~Sherb~~In ~~with respect~~late to2010, the ~~application~~East Coast of ~~accounting~~Australia suffered ~~principles~~significant torainfall, aresulting ~~specified~~in ~~transaction,~~substantial flooding and subsequent ~~either~~disease ~~completed~~in orour ~~proposed,~~vineyards. orAs a result the ~~type~~entire ofgrape ~~audit~~crop ~~opinion~~on ~~that~~both ~~might~~the beWybong ~~rendered~~and onJugiong ~~its~~vineyards ~~financial~~was ~~statements~~lost, ~~any~~with ~~reportable~~a ~~events~~resultant orloss ~~other~~of ~~matters~~revenue ~~set forth~~estimated ~~in Item 304(a)(~~at $2) ~~of Regulation S-K~~million.

This loss of revenue and cash flow placed further financial pressure on the Company. As a result, on June 23, 2011, Yarraman voluntarily undertook a Deed of Company Arrangement, which is an out of court reorganization process in Australia. An administrator was appointed to oversee Yarraman’s operations until a plan of reorganization could be completed. On June 15, 2011, a meeting of the creditors of Yarraman was held. Subsequent to that meeting it was agreed by all parties to restructure Yarraman’s operations. As part of the reorganization, the fixed assets owned by Yarraman (winery and vineyard and plant and equipment) will be sold to repay the debt owing to the senior secured lender who holds the mortgage over these assets. The remaining Yarraman assets, consisting of its wine and cider operations, have been contributed to Global Beverages Holdings Pty. Ltd, a new wholly-owned subsidiary of the Company. Under the Deed of Company Arrangement, unsecured creditors of Yarraman will receive a settlement amount from Global Beverages Holdings Pty. Ltd to be paid over 40 months, which amount is guaranteed by the Company. The senior lender has no recourse against the assets of Global Beverage Holdings Pty. Ltd. Once this plan was approved, management of Yarraman was returned to its directors.

The Company is not currently able to fund the costs associated with elevating to a more senior stock exchange. The Company’s shares are likely to remain on the Pink Sheets until such time as the Company is able to raise capital to fund the execution of its business strategy.

The Board is currently evaluating a number of options to further restructure the Company to re-create a business viable to support a public company structure.


Item 9.01	Financial Statements and Exhibits


(d)	Exhibits

99.1	Deed of Company Arrangement dated June 23, 2011 between Yarraman Estate Pty Limited, Roderick Mackay Sutherland, as administrator, Global Beverages, Inc. and certain other parties thereto.

SIGNATURE

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.

	GLOBAL BEVERAGES, INC.
	GLOBAL BEVERAGES INC.
Date: October 21, 2010	By:	/s/ Ian Long
Date: December 2, 2011	By:	/s/ Ian Long
		Ian Long
		Chief Executive Officer
		President

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