MyDx, Inc. (OTCBB:MYDX) announced that it has entered into a securities purchase agreement for a private placement of an 12% convertible redeemable note at a price of $100,000 per note for gross proceeds of $100,000 with ODYSSEY CAPITAL FUNDING, LLC on May 7, 2019. The notes bears an interest rate of 12% per annum paid in shares of common stock of the company. The notes are convertible into shares of the company. The notes mature on May 7, 2020. The notes is convertible into common stock at any time after the six-month anniversary of these notes, at the investor’s option, at a price equal to 60% of the average of the two lowest closing trading prices of the common stock during the twenty day period prior to conversion. The notes may not be prepaid more than 180 days prior to the maturity date. In the event the company prepays the notes in full during the 180 days prior to the maturity date, the company must pay off all principal, interest and any other amounts owing multiplied by a premium ranging from 25% to 45%. The company has paid expenses of $5,000, resulting in net proceeds of $95,000. The company issued securities issued pursuant to exemption provided under Regulation D. The investor has agreed to restrict its ability to convert the notes and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock. The note is a debt obligation arising other than in the ordinary course of business which constitutes a direct financial obligation of the company. The notes contains default events which, if triggered and not timely cured if curable by the company, will result in the option by investor to consider the notes immediately due and payable, without presentment, demand, protest or further notice of any kind other than notice of acceleration. Upon an event of default, interest shall accrue at a default interest rate of 24% per annum or, if such rate is usurious or not permitted by current law, then at the highest rate of interest permitted by law. The notes may be prepaid until 180 days from the issuance date and exchangeable for an equal aggregate of principal amount at request. The company will issue securities pursuant to an exemption provided under Section 4(a)(2) of the Securities Act, 1933.