Meiwu Technology Company Limited announced that it has entered into a security purchase agreement for the issuance of five unsecured convertible promissory notes at an original issue discount of $500,000, at a price of $1,000,000 for total gross proceeds of $5,000,000 and warrants to purchase 1,600,000 ordinary shares on April 28, 2022. The transaction will include participation from five accredited investors. The unsecured convertible notes will bear interest rate of 10% per annum compounding daily and interest on the notes will become due and payable eighteen months after the issuance date.

The notes will mature on eighteen months after the issuance date. The company may prepay all or a portion of the notes at any time by paying 120% of the outstanding balance elected for pre-payment. Each of the purchasers can convert notes at any time after the six-month anniversary of the issuance date at a conversion price of the lower of $0.50 or 80% of the lowest daily volume-weighted average price in the 20 trading days prior to the date on which the conversion price is measured, notwithstanding the foregoing, in no event that the investors will convert the notes at a price lower than $0.30 per share.

The warrants will be exercisable immediately upon the date of issuance and have an initial exercise price of $0.60. The warrants will expire twenty- four months from the date of issuance. The company will pay fee of $ $4,000 for purchase fees, costs and other transaction expenses incurred in connection with the purchase and sale of the notes.

The company will issue the notes pursuant to Section 4(a)(2) of the Securities Act and Regulation D. The transaction is expected to close on June 28, 2022.