Ordinary Shares

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Ordinary Shares

17. Ordinary Shares

During the years ended December 31, 2021 and 2020, the Group issued 184,000 and nil restricted ordinary shares to core management members and other management, respectively (Note 19), and issued 25,000 and 109,500 ordinary shares due to exercise of employee share options, respectively.

The Group entered into a Secured Convertible Promissory Note with Iliad Research and Trading, L.P.(“ILIAD”) on May 28, 2019 with an initial principal amount of $1,335, ILIAD could redeem any portion of the note, at any time after six months from the issue date, subject to a maximum monthly redemption amount of $200, with the Group having the option to pay such redemptions in cash, the Group’s ordinary shares at the Redemption Conversion Price, or by a combination thereof. The Redemption Conversion Price should be the lesser of $10 or 80% of the lowest closing trade price during the ten trading days immediately preceding the applicable measurement date. During the year ended December 31, 2020, ILIAD converted $300 of the note into 216,344 ordinary shares. As of December 31, 2020, ILIAD Note was fully converted or redeemed.

On October 2, 2020, the Group entered into a securities purchase agreement with certain investors to sell 2,964,000 ordinary shares at a price of $5.4 per share, for total net proceed of $14,552, after deducting the placement agent’s fees and other expenses.

On December 7, 2020, the Group entered into a securities purchase agreement with certain investors to sell 3,495,000 ordinary shares for total net proceed of $32,258, after deducting the placement agent’s fees and other expenses, at a price equal to $10.02 per share. In connection with the offering, the Group also issued the holders one share purchase warrant for every ordinary share. The warrants are immediately exercisable upon issuance and expire five years after the issuance date. The warrant is recognized as an equity instrument, which is classified within equity as additional paid-in capital.

On November 12, 2020, the Group completed the acquisition of Phoenix and issued 934,720 shares of the Group’s ordinary share as part of the consideration.

On February 8, 2021, the Group issued 1,365,375 ordinary shares in a registered direct offering to certain institutional investors for a net proceeds of $13,591, after deducting direct offering cost, at a price of $10.79 per ordinary share.

During the year ended December 31, 2021, Streeterville Capital LLC converted $1,925 of the 2020 Note into 444,917 ordinary shares, and $2,450 of the 2021 Note into 630,252 ordinary shares (Note 15).

On August 30, 2018 when the Group disposed business in China, the Group granted Lighting Charm Limited options to purchase up to 1,000,000 of the Group’s ordinary shares with par value of $0.0001, with an exercise price of $3.82 per share. The options vested immediately and can be exercised at any time on or prior to August 21, 2021. In 2021, Lightning Charm Limited exercised 285,500 shares options.

On November 12, 2020, the Group completed the acquisition of 100% equity interest of Phoenix (Note 5), the consideration paid for the acquisition included 114,770 number of shares for employee incentive plan, which are non-forfeitable shares and would be issued to employees in six months after acquisition date. In July 2021, the Company issued 71,327 shares to Phoenix employees, after adjustment for the deduction of withholding tax.

On March 6, 2021, the Company issued 5,000 shares to Redchip Companies Inc. for payment of the service fee, the market price on the issuance date was $6.81.