Verde Bio Holdings, Inc. (OTCPK:VBHI) announced that it has entered into securities purchase agreement with PowerUp Lending Group, Ltd. for a private placement of convertible promissory note for gross proceeds of $55,500 on January 6, 2021. The note that is being issued at par will bear a fixed interest rate of 12% per annum, has a maturity date of January 6, 2022, and is convertible into common shares of par value, $0.001 at any time after 180 days at a rate of 42% of the market price, defined as the lowest trading price for the common stock during 20 trading day period ending on the latest complete trading day prior to the conversion date. The company may prepay this note upon 3 trading days written notice, if within 60 days from the issue date, 120% of all outstanding principal and interest due, on or after 60 days and within 90 days from the issue date, 125% of all outstanding principal and interest due, on or after 90 days and within 120 days from the issue date, 130% of all outstanding principal and interest due, on or after 120 days and within 150 days from the issue date, 135% of all outstanding principal and interest due and between 151 and 180 days from the closing date, 140% of all outstanding amounts due. The company will pay expenses of $3,500 to investor for legal fees and due diligence fee.