OneMedNet Corporation entered into a definitive securities purchase agreement to issue senior secured convertible notes of principal amount $5,350,000 issued at discount of 15% and warrants for a gross proceeds of $4,540,000 on March 28, 2024. The transaction includes participation from new investor, Helena Global Investment Opportunities 1 Ltd. In connection with the issuance of the Notes, the Company will issue to the Investor common stock purchase warrants across multiple tranches consisting of an initial tranche of an aggregate principal amount $2,000,000 and including an original issue discount of up to an aggregate of $300,000.00 plus Warrants to purchase a number of shares of Common Stock equal to the applicable Warrant Share Amounts. The second tranche consists of an aggregate principal amount of Notes of up to $350,000 and including an OID of up to $52,500 and Warrants to purchase a number of shares of Common Stock equal to the applicable Warrant Share Amounts with respect to such Tranche.

The Securities Purchase Agreement contemplates three subsequent Tranches each of which shall be in an aggregate principal amount of Notes of up to $1,000,000 each and each including an OID of 15% of the applicable principal amount, and Warrants to purchase a number of shares of Common Stock equal to the applicable Warrant Share Amounts with respect to such Tranches.