0001493152-23-045457.txt : 20231219 0001493152-23-045457.hdr.sgml : 20231219 20231219172141 ACCESSION NUMBER: 0001493152-23-045457 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231215 FILED AS OF DATE: 20231219 DATE AS OF CHANGE: 20231219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chan Heng Fai Ambrose CENTRAL INDEX KEY: 0001261725 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-53537 FILM NUMBER: 231498525 MAIL ADDRESS: STREET 1: 2601 INSLAND PLACE TOWER STREET 2: 510 KINGS RD N POINT CITY: HONG KONG STATE: K3 ZIP: 999999999 FORMER NAME: FORMER CONFORMED NAME: CHAN FAI DATE OF NAME CHANGE: 20030828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hapi Metaverse Inc. CENTRAL INDEX KEY: 0001600347 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] ORGANIZATION NAME: 07 Trade & Services STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-53537 FILM NUMBER: 231498524 BUSINESS ADDRESS: STREET 1: 4800 MONTGOMERY LANE STREET 2: SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 301-971-3940 MAIL ADDRESS: STREET 1: 4800 MONTGOMERY LANE STREET 2: SUITE 210 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER NAME: FORMER CONFORMED NAME: GigWorld Inc. DATE OF NAME CHANGE: 20210201 FORMER NAME: FORMER CONFORMED NAME: HotApp Blockchain Inc. DATE OF NAME CHANGE: 20180104 FORMER NAME: FORMER CONFORMED NAME: HotApp Blockchain, Inc. DATE OF NAME CHANGE: 20180104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Value Exchange International, Inc. CENTRAL INDEX KEY: 0001417664 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 263767331 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: UNIT 602 6/F BLOCK B STREET 2: SHATIN INDUSTRIAL CENTRE 5-7 SHUN CIR. CITY: HONG KONG STATE: K3 ZIP: NONE BUSINESS PHONE: 852 2950 4288 MAIL ADDRESS: STREET 1: UNIT 602 6/F BLOCK B STREET 2: SHATIN INDUSTRIAL CENTRE 5-7 SHUN CIR. CITY: HONG KONG STATE: K3 ZIP: NONE FORMER COMPANY: FORMER CONFORMED NAME: SINO PAYMENTS, INC. DATE OF NAME CHANGE: 20090804 FORMER COMPANY: FORMER CONFORMED NAME: Sino Payments, Inc. DATE OF NAME CHANGE: 20081202 FORMER COMPANY: FORMER CONFORMED NAME: China Soaring Inc. DATE OF NAME CHANGE: 20071106 4 1 ownership.xml X0508 4 2023-12-15 0 0001417664 Value Exchange International, Inc. VEII 0001261725 Chan Heng Fai Ambrose 9 TEMASEK BOULEVARD #16-04 SUNTEC TOWER TWO SINGAPORE U0 038989 SINGAPORE 1 0 1 0 0001600347 Hapi Metaverse Inc. 4800 MONTGOMERY LANE SUITE 210 BETHESDA MD 20814 0 0 1 0 0 Convertible Debt .045 2023-12-15 4 P 0 1000000 A 2023-12-15 2026-12-15 Common Stock 1000000 I See footnote Please refer to Remarks, below. Held by Hapi Metaverse Inc. The majority stockholder of Hapi Metaverse Inc. is Alset Inc. Mr. Chan is, personally and through an entity he controls, the majority shareholder of Alset Inc., and the Chairman and Chief Executive Officer of Alset Inc. The Reporting Person has dispositive control over these securities. Value Exchange International, Inc. ("VEII") entered into a Convertible Credit Agreement, dated as of December 14, 2023 ("Credit Agreement") with Hapi Metaverse Inc. On December 15, 2023, Hapi Metaverse Inc. loaned VEII $1,000,000. This amount can be converted into shares of VEII pursuant to the terms of the Convertible Credit Agreement for a period of three years. In the event that Hapi Metaverse Inc. converts this loan into shares of VEII Common Stock, the conversion price shall be $0.045 per share. In the event that Hapi Metaverse Inc. elects to convert any portion of the loan into shares of VEII Common Stock, then VEII will issue to Hapi Metaverse Inc. five (5) detachable warrants for each share of VEII Common Stock issued in a conversion ("Warrants"). Each Warrant will entitle Hapi Metaverse Inc. to purchase one (1) share of Common Stock at a per-share exercise price equal to the conversion price of $.045 per share. The exercise period of each Warrant will be five (5) years from date of issuance of the Warrant. At the time of this filing, Hapi Metaverse has not converted the Loan Amount. /s/ Heng Fai Ambrose Chan 2023-12-19 /s/ Hapi Metaverse Inc. by Lui Wai Leung, Alan, Chief Financial Officer 2023-12-19