---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-022492"
form_type: "8-K"
ticker: null
cik: "0001138978"
company_name: "Novo Integrated Sciences, Inc."
filed_at: "2023-06-26T23:59:59+00:00"
generated_at: "2026-06-13T16:51:49.918584+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Novo Integrated Sciences issues $445K promissory note, warrant, and commitment shares to Mast Hill Fund

## Summary
- Issued 12% unsecured promissory note for $445,000 principal (incl. $44,500 OID) with $400,500 net proceeds; matures June 20, 2024.
- Issued warrant to buy up to 776,614 shares at $0.25 per share, exercisable for 5 years from June 20, 2023.
- Issued 741,666 commitment shares as additional consideration to Mast Hill Fund.
- Note convertible at $0.175 per share subject to adjustments; default triggers 125% of outstanding plus interest penalty.
- Amortization payments start Dec. 20, 2023; failure to pay allows conversion at lesser of conversion price or 85% of VWAP.

## SEC filing metadata
- accession: 0001493152-23-022492
- form_type: 8-K
- cik: 0001138978
- company_name: Novo Integrated Sciences, Inc.
- filed_at: 2023-06-26T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1138978/000149315223022492/0001493152-23-022492-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1138978/000149315223022492/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-022492
- JSON: https://secwatch.observer/filing/0001493152-23-022492.json
- Plain text: https://secwatch.observer/filing/0001493152-23-022492.txt

## Key facts
- Debt Financings
  Novo Integrated Sciences, Inc. incurred loan of $445,000 with Mast Hill Fund, L.P. at 12% per annum maturing June 20, 2024.
  - Instrument: loan
  - Principal: $445,000
  - Counterparty: Mast Hill Fund, L.P.
  - Rate: 12% per annum
  - Maturity: June 20, 2024
  - Event: incurrence
  source text: On June 20, 2023, Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”) entered into a securities purchase agreement (the “SPA”) with Mast Hill Fund, L.P., a Delaware limited partnership (the “Holder”), pursuant to which the Company issued an 12% unsecured promissory note (the “Note”) with a maturity date of June 20, 2024 (the “Maturity Date”), in the principal sum of $445,000 (the “Principal Sum”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1138978/000149315223022492/0001493152-23-022492-index.htm
- Material Agreements
  Novo Integrated Sciences, Inc. entered into securities purchase agreement with Mast Hill Fund, L.P. valued at $445,000 (effective 2023-06-20).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Mast Hill Fund, L.P.
  - Value: $445,000
  - Effective: 2023-06-20
  source text: On June 20, 2023, Novo Integrated Sciences, Inc., a Nevada corporation (the “Company”) entered into a securities purchase agreement (the “SPA”) with Mast Hill Fund, L.P., a Delaware limited partnership (the “Holder”), pursuant to which the Company issued an 12% unsecured promissory note (the “Note”) with a maturity date of June 20, 2024 (the “Maturity Date”), in the principal sum of $445,000 (the “Principal Sum”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1138978/000149315223022492/0001493152-23-022492-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
