Confidential Promissory Note and Convertible Loan Agreement between PBIO and Accredited Investor (April 2022)
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Summary
This agreement is a $100,000 loan from an accredited investor to PBIO, with a 12% annual interest rate paid monthly. The investor receives 10,000 shares of restricted common stock upfront and has the option to convert the loan into PBIO shares at $2.50 per share before maturity. The loan is secured by 200,000 PBIO shares held in escrow. The principal is due in one year, with penalties for late payments. If PBIO uplists, conversion is mandatory at the lower of $2.50 per share or the uplist price.
EX-4.4 4 ex4-4.htm
Exhibit 4.4
CONFIDENTIAL
PROMISSORY NOTE
Twelve Month Fixed Rate (12%) Convertible Loan
Loan Amount (Principal): | $100,000 |
Points: | 4.0 ($4,000 reduced from Principal) |
Cash-in Amount: | $96,000 |
Interest: | 1% per month, paid monthly on Principal ($1,000) |
Kicker: | 10,000 shares restricted common stock – earned upfront |
Closing Date: Friday, | April 8, 2022 |
Due Date (Principal): | April 8, 2023 |
Due Dates (Interest): | Monthly (May 8, 2022 – April 8, 2023) |
Maturity Date: | April 8, 2023 (principal & last interest payment due) |
Grace Period (GP) - Interest: | 3 Business Days |
Penalty after GP - Interest: | $1,000/week, starts on Day 1 post-GP. |
Grace Period (Principal): | 5 Business Days |
Penalty after GP - Principal: | $2,000/week, starts on Day 1 post-GP. |
Default: | If loan unpaid at end of 5-day GP, PBIO is in Default |
Security: | 200,000 PBIO Shares Held in Escrow at Computershare |
Voluntary Conversion: | Before Maturity Date, at $2.50/share |
Mandatory Conversion: | Upon Up-list @ Lower of $2.50/share or Up-list Price |
ACCEPTED BY
XXXXXX XXXXXXXXX | Date | Richard T. Schumacher | Date | |||
Accredited Investor | President & CEO |
March 31, 2022.$100k Note