Marin Software enters non-binding LOI for asset sale; issues $300k promissory note

MARIN SOFTWARE INC

Signed non-binding LOI with a private equity firm to explore acquiring substantially all assets, potentially via reorganization.
Issued $300k secured promissory note to affiliate of counterparty at 10% interest, maturing Aug 5, 2025.
Note secured by intellectual property; may be forgiven if deal fails or certain milestones not met.
Board still recommends voting 'For' dissolution at June 11, 2025 special meeting, citing uncertainty of deal.
Proceeds from note used for legal and other expenses to pursue the potential transaction.

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