Vitro Biopharma, Inc.: debt financing — Vitro BioPharma raises $2M via convertible note with 20% OID, warrants, and consulting deal

Vitro Biopharma, Inc.

Issued $2.5M principal senior secured convertible note for $2M cash (20% OID); 20% annual interest, matures May 16, 2024 (extendable to Aug 16).
Warrants to purchase common stock, exercisable for 5 years; exercise price based on liquidity event or $95M valuation if no event.
Engaged Alchemy Advisory for 6-month consulting; paid $50K cash, $50K upon IPO/direct listing, and 20K shares (or $300K worth if IPO <$15).
Note secured by all company assets; conversion price equals 70% of liquidity event price (60% if extended) or $95M/fully-diluted shares.
Registration rights agreement filed to register resale of conversion and warrant shares within 30 days.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Vitro Biopharma, Inc. incurred convertible notes of $2,500,000 with an accredited investor at 20% maturing May 16, 2024.

Instrument: convertible notes
Principal: $2,500,000
Counterparty: an accredited investor
Rate: 20%
Maturity: May 16, 2024
Event: incurrence

Exact text from the filing

On November 16, 2023, Vitro BioPharma, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an accredited investor, pursuant to which the Company issued and sold to the investor, in a private placement, (i) a senior secured convertible note (the “Note”) in the principal amount of $2,500,000

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Vitro Biopharma, Inc. entered into Purchase Agreement with an accredited investor (effective 2023-11-16).

Action: entry
Agreement: equity purchase
Counterparty: an accredited investor
Effective: 2023-11-16

Exact text from the filing

On November 16, 2023, Vitro BioPharma, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an accredited investor

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Source: SEC EDGAR

accession 0001493152-23-042449

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