Ucommune International Ltd announced that it has entered into definitive securities purchase agreement for the private placement of 8% senior convertible debenture for gross proceeds of $3,000,000 on January 26, 2022. The transaction included participation from JAK Opportunities LLC. The debenture matures on January 25, 2023 and pays interest in cash at the rate of 8.0% per annum, payable quarterly on January 1, April 1, July 1 and October 1, beginning on April 1, 2022.

The debenture is convertible at the option of the purchaser into ordinary shares equal to 125% of the principal amount of the debenture at an initial conversion price equal to the lesser of (i) $1.00, subject to certain adjustments, and (ii) 100% of the lowest daily volume weighted average price of ordinary shares during the ten consecutive trading days prior to the conversion date. A warrant to purchase 3,750,000 ordinary shares at an exercise price of $4.05 per ordinary share. The Series B warrant to purchase 18,750,000 ordinary shares at an exercise price of $1 per ordinary share, each exercise of which entitles the warrant holder to receive 1.25 ordinary shares and to deduct 10% from the exercise price.

A seven-year warrant to purchase 18,750,000 ordinary shares at an exercise price of $4.05 per ordinary share. The company received net proceeds $2.6 million after deducting a 10% discount to the purchaser and $65,000 for the legal fees and expenses. The debenture and the warrants were sold pursuant to an exemption from the registration requirements under Section 4(a)(2) of the Securities Act of 1933, as amended and rule 506 of Regulation D