Heng Fai Ambrose Chan - Dec 15, 2023 Form 4 Insider Report for Value Exchange International, Inc. (VEII)

Role
Director, 10%+ Owner
Signature
/s/ Heng Fai Ambrose Chan
Stock symbol
VEII
Transactions as of
Dec 15, 2023
Transactions value $
$1,000,000
Form type
4
Date filed
12/19/2023, 05:21 PM
Previous filing
Dec 4, 2023
Next filing
Jan 2, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VEII Convertible Debt Purchase $1M $1M Dec 15, 2023 Common Stock $0.05 See footnote F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Please refer to Remarks, below.
F2 Held by Hapi Metaverse Inc. The majority stockholder of Hapi Metaverse Inc. is Alset Inc. Mr. Chan is, personally and through an entity he controls, the majority shareholder of Alset Inc., and the Chairman and Chief Executive Officer of Alset Inc. The Reporting Person has dispositive control over these securities.

Remarks:

Value Exchange International, Inc. ("VEII") entered into a Convertible Credit Agreement, dated as of December 14, 2023 ("Credit Agreement") with Hapi Metaverse Inc. On December 15, 2023, Hapi Metaverse Inc. loaned VEII $1,000,000. This amount can be converted into shares of VEII pursuant to the terms of the Convertible Credit Agreement for a period of three years. In the event that Hapi Metaverse Inc. converts this loan into shares of VEII Common Stock, the conversion price shall be $0.045 per share. In the event that Hapi Metaverse Inc. elects to convert any portion of the loan into shares of VEII Common Stock, then VEII will issue to Hapi Metaverse Inc. five (5) detachable warrants for each share of VEII Common Stock issued in a conversion ("Warrants"). Each Warrant will entitle Hapi Metaverse Inc. to purchase one (1) share of Common Stock at a per-share exercise price equal to the conversion price of $.045 per share. The exercise period of each Warrant will be five (5) years from date of issuance of the Warrant. At the time of this filing, Hapi Metaverse has not converted the Loan Amount.