Adhera Therapeutics, Inc. announced that it entered into a securities purchase agreement to issue non-convertible original issue discount senior secured promissory note in the principal amount of $214,285.72 and 339,722 common stock purchase warrants for total gross proceeds of $150,000 on February 16, 2023. The transaction included participation from two affiliate accredited investors.

The Notes are due on the earlier of (i) the 12 month anniversary of the issuance date, and (ii) the date on which the Company completes a public offering for cash of common stock and/or common stock equivalents which results in the listing of the Company's common stock on a “national securities exchange” as defined in the Securities Exchange Act of 1934 (a “Qualified Financing”), provided that unless there is an event of default, the company may extend the maturity date by six months in its discretion. The Notes bear interest at 8% per annum, payable monthly, subject to an increase to 15% in case of an event of default as provided for therein. The Notes may, at the discretion of the company, be converted into shares of a new class of convertible preferred stock of the company on the closing date of the Qualified Financing. The warrants are exercisable for a period of five-years and six months from issuance at an exercise price of $0.82 per share, subject to certain limitations including beneficial ownership limitations, and subject to adjustment including downward adjustment upon a dilutive issuance of securities at a per-share price that is below the exercise price . The company reimbursed the investors a total of $15,000 out of the proceeds from the offerings for fees and expenses incurred in connection therewith.