Form 4: SHRG Issues $200K Convertible Note to HWH International

SHARING SERVICES GLOBAL Corp issued a $200,000 convertible promissory note to HWH International Inc., convertible at $0.006 per share.

Summary

• SHARING SERVICES GLOBAL Corp (SHRG) issued a convertible promissory note totaling $200,000 to HWH International Inc. on October 6, 2025.
• The note is convertible into SHRG's common stock at a price of $0.006 per share, at HWH International Inc.'s option.
• The convertible note has a maturity period of three years from its issuance date, expiring on October 6, 2028.
• Chan Heng Fai Ambrose, a Director and 10% Owner of SHRG, is also the Chairman and CEO of HWH International Inc., and Chairman, CEO, and majority stockholder of Alset Inc., which is the parent company of HWH International Inc.
• Mr. Chan has dispositive control over the securities of SHRG owned by HWH International Inc.

Sentiment

Score: 6

Explanation: The capital infusion of $200,000 is a positive for the company's liquidity. However, the very low conversion price of $0.006 per share introduces significant potential for dilution for existing shareholders, which tempers the overall positive sentiment.

Positives

• The issuance of the convertible promissory note provides SHARING SERVICES GLOBAL Corp with $200,000 in capital, enhancing its financial liquidity.

Negatives

• The conversion price of $0.006 per share is significantly low, indicating a high potential for substantial dilution for existing shareholders if the note is converted into common stock.

Risks

• Potential significant dilution of existing shareholders' equity if HWH International Inc. converts the $200,000 promissory note into common stock at $0.006 per share.
• The concentration of control and influence by Chan Heng Fai Ambrose, given his multiple roles across SHRG, HWH International Inc., and Alset Inc., could lead to decisions that primarily benefit the related parties.

Future Outlook

The future outlook includes the potential conversion of the $200,000 promissory note into common stock at $0.006 per share by HWH International Inc. at its option, which would impact the company's equity structure and potentially dilute existing shareholders.

Industry Context

N/A

Related Party Transactions

• The transaction involves HWH International Inc., which is a majority-owned subsidiary of Alset Inc. Chan Heng Fai Ambrose is a Director and 10% Owner of SHRG, and also the Chairman and CEO of HWH International Inc. and Chairman, CEO, and majority stockholder of Alset Inc. This establishes a clear related-party transaction.

Stakeholder Impact

• Shareholders: Face potential dilution of their ownership stake if the convertible note is exercised at the low conversion price of $0.006 per share.

Next Steps

• HWH International Inc. may exercise its option to convert the promissory note into SHRG common stock at any time until the maturity date of October 6, 2028.

Key Dates

Keywords

SHRG, convertible note, HWH International Inc., Alset Inc., Chan Heng Fai Ambrose, insider transaction, capital raise, dilution, promissory note