Meiwu Announces Pricing of Convertible Note Offering

Rhea-AI Summary

Meiwu Technology Company Limited (NASDAQ: WNW) announced a securities purchase agreement with five investors on April 28, 2022. Under this agreement, Meiwu will issue $5,000,000 in unsecured promissory notes and warrants to purchase 1,600,000 ordinary shares. The notes feature a 9% original issue discount and bear 10% interest, maturing in 18 months. Investors can convert the notes at $0.50 or 80% of the market price, with a floor price of $0.30 per share. The deal aims to combine the benefits of stocks and bonds, enhancing Meiwu's financial strategy and market competitiveness.

Positive

• Secured $5,000,000 through the issuance of unsecured promissory notes and warrants.
• Provides a financial structure that combines attributes of stocks and bonds.

Negative

• Convertible notes may lead to shareholder dilution if converted to equity.
• High interest rate of 10% could strain future cash flow.

Shenzhen, China, April 29, 2022 (GLOBE NEWSWIRE) -- Meiwu Technology Company Limited (Fka: Wunong Net Technology Company Limited) (“Meiwu”), (NASDAQ: WNW), is pleased to announce that it has signed a securities purchase agreement (“Agreement”) with five individual investors on April 28, 2022, pursuant to which, Meiwu agreed to issue to each of the investors a $1,100,000 unsecured promissory note (the “Notes”) and accompanying warrants (the “Warrants”) to purchase 1,600,000 ordinary shares of Meiwu, no par value each (the “Ordinary Shares”). The gross proceeds for this offering will be $5,000,000 before deducting any offering expenses and costs. The closing of this offering is expected to occur on or about May 5, 2022, subject to customary closing conditions.

Each of the Notes shall include an Original Issue Discount of 9% and shall bear interest at the rate of 10% per annum. The Note shall be due 18 months after its issuance date. The Warrants will be exercisable immediately upon the date of issuance and have an initial exercise price of $0.60. The Warrants will expire twenty-four months from the date of issuance.

At any time following the six-month anniversary of the issuance date, each of the Investors, at its election, can convert the Note in whole or in part at the lower of (i) $0.50 or (ii) 80% of the lowest daily volume-weighted average price in the 20 trading days prior to the date on which the conversion price is measured (the “Market Price”). Notwithstanding the foregoing, in no event that the investors will convert the Notes at a price lower than $0.30 per share. The Note may be prepaid, at Meiwu’s sole election, at an amount equal to 120% of the outstanding principal and the accrued and unpaid interest.

The Notes, the Ordinary Shares underlying the Notes, the Warrants, and Ordinary Shares issuable upon exercise of the Warrants, are exempt from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) of the Securities Act and/or Regulation D.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The CEO of Meiwu, Mr. Xinliang Zhang commented that: “we believe this offering provides the best attributes of stocks and bonds, combining the long-term growth potential of stocks and the security and income advantages of bonds. Different from pure equity financing, convertible bonds have the pressure of conversion or redemption during their existence. This pressure can urge the managers of Meiwu Technology to make prudent decisions on its investment, strive to improve business performance and maintain good growth of the company. Since its listing, the company has been continuously increasing its investment in product promotion and marketing, optimizing its organizational structure and continuously strengthening its market competitiveness. In the future, the management will continue to strive to achieve the sustainable and healthy development of the company, and return the benefits of our growth with all investors.”

About Meiwu Technology Company Limited

Meiwu Technology Company Limited is a British Virgin Islands company incorporated on December 4, 2018, and conduct our business in China through our subsidiaries and variable interest entity, Wunong Technology (Shenzhen) Co., Ltd. Currently we conduct our business through our online retail store on the website www.wnw108.com. Optimizing the Website and real-time data, we are able to respond to and match supply with demand for food products in keeping with consumer trends.

Safe Harbor Statement

Certain statements made in this release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, are: the ability to manage growth; ability to identify and integrate other future acquisitions; ability to obtain additional financing in the future to fund capital expenditures; fluctuations in general economic and business conditions; costs or other factors adversely affecting our profitability; litigation involving patents, intellectual property, and other matters; potential changes in the legislative and regulatory environment; a pandemic or epidemic. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in the Company’s filings with the Securities and Exchange Commission, which are available for review at www.sec.gov. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Such information speaks only as of the date of this release.

Contact
Meiwu Technology Company Limited
Xiaoyu Li
Email: meiwuBS@usmeiwu.com

FAQ

What was announced in the Meiwu Technology press release on April 29, 2022?

Meiwu Technology announced a securities purchase agreement to issue $5,000,000 in unsecured promissory notes and warrants.

What are the terms of the promissory notes issued by Meiwu Technology?

The promissory notes bear 10% interest and are due 18 months after issuance, with a 9% original issue discount.

What are the exercise terms for the warrants associated with Meiwu's notes?

The warrants allow investors to purchase shares at an initial exercise price of $0.60, expiring 24 months after issuance.

How could the issuance of notes affect Meiwu Technology's shareholders?

The conversion of notes into shares could lead to shareholder dilution, impacting existing investors' ownership.