Mainz Biomed N.V. announced a private placement and it has issued promissory note for proceeds of $5,060,000 on September 26, 2023. The transaction included participation from existing investor, YA II PN, Ltd., a fund managed by Yorkville Advisors Global LP. The note is issued at an 8% original issue discount having a principal value of $5,500,000.

The promissory note matures one year from the date of its issuance. The promissory note do not carry any interest, except if there is an event of default in which case the interest will increase to 15% per annum. The promissory note are convertible at investor discretion into our ordinary shares at a conversion price equal to the lower of $4.9986 in respect of the initial promissory note and with respect to each subsequent promissory note, if any, 110% of the volume weighted average price of ordinary shares on the trading day immediately preceding the issuance of such promissory note or 92% of the average of the two lowest daily volume weighted average prices of the shares during the eight trading days immediately prior to such conversion.

In no event, however, shall the conversion price be less than a floor price of $2 as may be adjusted for stock splits and other similar transactions.