Americrew, Inc. announced that it has entered into a securities purchase agreement with investors for a private placement of Secured Convertible Promissory Notes for gross proceeds of $275,000 on December 29, 2021. The transaction included participation from three investors. The company also issued five-year warrants to purchase additional shares of common stock par value $0.000001 per share of the company at an exercise price of $1.9032 per share pursuant to the terms and conditions of the agreement.

The Notes are due December 2, 2023. The notes bear interest at 8% per annum payable quarterly, convertible into common stock at a conversion price of $1.9032 per share, subject to certain adjustments. Furthermore, at any time after the 12 month anniversary of the date of issuance of the notes, the company may, after written notice to the investor, redeem all of the then outstanding principal amount of the Notes for cash in an amount equal to the sum of 110% of the then outstanding principal amount of the note, accrued but unpaid interest and all liquidated damages and other amounts due in respect of the Note.

The company's obligations under the notes are secured by a first priority lien on all of the assets of the company and its wholly-owned subsidiaries and have entered into a guaranty agreement for payment of the notes. The company has issued securities pursuant to exemption provided under Section 4(a)(2) of the Securities Act of 1933 and/or Rule 506(b) of Regulation D.