On November 23, 2021, Theralink Technologies, Inc. (the "Company") reported that entered into a Securities Purchase Agreement (the "SPA") with an investor (the "Investor") pursuant to which the Investor agreed to purchase convertible notes ("Notes") and an accompanying warrant ("Warrant") for an aggregate investment amount of $1,000,000.00 (Filing, 8-K, Oncbiomune, NOV 23, 2021, View Source [SID1234596228]). The SPA contains customary representations, warranties, and covenants of the Company and Investor as detailed therein.
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The Notes have an aggregate face value of $1,000,000 and each Note bears interest at a rate of 8% per annum (which shall increase to 10% per year upon the occurrence of an "Event of Default" (as defined in the Notes)) and shall mature on November 1, 2026 (the "Maturity Date"). The Notes will be funded in three tranches on November 23, 2021, December 1, 2021 and December 31, 2021. The Notes are convertible into shares of the Company’s common stock at a conversion price equal to $0.00366 per share for any amount of principal and accrued interest remaining outstanding (subject to adjustment as provided therein). The Company may prepay the Notes at any time in an amount equal to 110% of outstanding principal balance and accrued interest.
In connection with the Notes, the Investor was issued a Warrant to purchase an amount of common stock equal to 20% of the shares of common stock issuable upon conversion of the Notes at an exercise price of $0.00366 per share (subject to adjustment as provided therein) until November 1, 2026. The Warrants are exercisable for cash at any time.
The foregoing description of the SPA, the Notes, and the Warrant does not purport to be complete, and is qualified in its entirety by reference to Exhibits 4.1, 4.2, and 10.1 hereto, which are incorporated by reference herein.