Item 1.01. Entry into a Material Definitive Agreement.
As of August 19, 2019, Weyland Tech, Inc., a Delaware corporation (the Company), entered into Subscription Agreements of like tenor (each. a Subscription Agreement) with a total of 157 purchasers (the Purchasers), pursuant to which the Purchasers purchased an aggregate of 42,745,675 shares (the Investor Shares) of the Companys common stock, $0.0001 par value per share (Common Stock), for an aggregate purchase price of approximately $6,411,851 (the Offering).
The Company intends to use the net proceeds from the Offering (after deducting consulting fees and expenses related to the Offering in the aggregate amount of approximately $775,000) for working capital and general corporate purposes.
Pursuant to the terms of a Consultancy Services Agreement (the Consulting Agreement) between the Company and a financial consultant (the Consultant), in consideration for consulting services, including the introduction to the Offering of Purchasers who were not U.S.-Persons (as defined in Rule 902(k) of Regulation S as promulgated by the Securities and Exchange Commission (SEC) under of the Securities Act of 1933, as amended (the Securities Act)), the Consultant was (a) paid a cash fee of $750,000, and (b) received (i) 1,000,000 shares of the Companys Common Stock (Consultant Shares), and (ii) warrants to purchase 2,137,284 shares of the Companys Common Stock, with a term of five years and an exercise price of $0.30 per share (Consultant Warrants).
The foregoing summaries of the form of Subscription Agreement, the Consulting Agreement and the Consultant Warrants do not purport to be complete and are qualified in their entirety by reference to the documents, copies of which will be filed as exhibits to the Companys next periodic report.
Item. 3.02. Unregistered Sales of Equity Securities.
Reference is made to the disclosure set forth under Item 1.01 above, which disclosure is incorporated herein by reference.
The issuances of the Investor Shares, the Consultant Shares and the Consultant Warrants in connection with the Offering are exempt from registration under Section 4(a)(2) and/or Rule 506(b) of Regulation D and/or Regulation S as promulgated by the SEC under of the Securities Act, as transactions by an issuer not involving any public offering.