Form 4: Sharing Services Global Corp: Executive Chairman and HWH International Acquire Convertible Note and Warrants

Executive Chairman Chan Heng Fai Ambrose, through HWH International Inc., acquired a convertible promissory note and warrants in Sharing Services Global Corp, signaling a potential increase in ownership.

Summary

• On March 31, 2025, HWH International Inc. entered into a securities purchase agreement with Sharing Services Global Corp.
• Under the agreement, Sharing Services Global Corp issued a convertible promissory note to HWH in the amount of $150,000.
• The note is convertible into the Issuer's common stock at $0.80 per share at HWH's option until the maturity of the convertible note three (3) years from the date of the securities purchase agreement.
• The Issuer also granted HWH warrants exercisable into 937,500 shares of the Issuer's common stock.
• The warrants may be exercised for three (3) years from the date of the securities purchase agreement at an exercise price of $0.85 per share.
• Chan Heng Fai Ambrose, the Executive Chairman of Sharing Services Global Corp, has dispositive control over the securities owned by HWH International Inc.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. The investment by HWH International Inc. is a positive sign, but the potential dilution and small investment size temper the enthusiasm.

Positives

• The investment by HWH International Inc. demonstrates confidence in Sharing Services Global Corp's future prospects.
• The convertible note provides Sharing Services Global Corp with additional capital.
• The conversion price of $0.80 per share and warrant exercise price of $0.85 per share could be seen as favorable if the stock price increases.

Negatives

• The conversion of the note and exercise of warrants could dilute existing shareholders' equity.
• The relatively small amount of the investment ($150,000) may not have a significant impact on the company's overall financial position.

Risks

• The value of the convertible note and warrants is dependent on the future performance of Sharing Services Global Corp's stock.
• There is a risk that the stock price may not reach the conversion or exercise price, rendering the note and warrants less valuable.
• The company's ability to meet its obligations under the convertible note agreement could be impacted by its financial performance.

Future Outlook

The document does not contain explicit forward-looking statements, but the investment suggests a belief in the company's potential for growth.

Management Comments

• Mr. Chan has dispositive control over the securities of the Issuer owned by HWH International Inc.

Industry Context

This type of transaction, involving convertible notes and warrants, is common in small-cap companies seeking to raise capital. It allows investors to participate in potential upside while providing the company with immediate funding.

Comparison to Industry Standards

• Convertible notes and warrants are frequently used by companies with market capitalizations under $100 million to raise capital.
• The conversion and exercise prices are typical for companies with share prices under $1.
• Similar transactions can be seen with companies such as Document Security Systems, Inc. (DSS) and Mullen Automotive, Inc. (MULN).

Stakeholder Impact

• Shareholders may experience dilution if the convertible note is converted and warrants are exercised.
• The company benefits from the additional capital provided by the convertible note.

Next Steps

• HWH International Inc. may choose to convert the note into common stock.
• HWH International Inc. may exercise the warrants to purchase additional shares.
• The company will need to manage the potential dilution from the conversion and exercise of warrants.

Key Dates

Keywords

convertible note, warrants, HWH International Inc., Chan Heng Fai Ambrose, securities purchase agreement, SHRG, Sharing Services Global Corp, investment, equity