Basanite Inc. announced that it has entered into definitive securities purchase agreements with accredited investors for a private placement of units at a price of $0.33 per unit for gross proceeds of $5,000,000 on January 28, 2023. The transaction included participation from Mr. Rodriguez. Each unit consists of one common share, one warrant A, and one warrant B of the company. Each warrant A and warrant B is exercisable immediately, into one common share of the company at an exercise price of $0.33 per share for a period of 5 years. The company issued securities pursuant to the exemptions from registration provided by Rule 506(b) of Regulation D. The warrant A and warrant B are otherwise identical, except the warrant B will be subject to a call provision as follows, in the event that, at any time following the closing, the price of the publicly traded common stock is $1 or greater for 5 consecutive trading days, the company may provide 5 trading days? notice to the holders of warrant B to call the warrant B for a total price of $0.01 for the entire warrant Bs. During such 5 trading days? notice period, the holders of warrant B shall be permitted to exercise their warrant Bs at $0.33 per share. If the warrant Bs are not so exercised, they will be deemed to be repurchased by the company in full for $0.01.

On the same day, the company received an aggregate of $600,000 worth of Units were sold by the Company. In connection with the Initial Closings, the Company entered into definitive securities purchase agreements with the Strategic Investors and issued an aggregate of 1,818,182 shares of common stock, Warrant As to purchase up to an aggregate of 1,818,182 shares of Common Stock, and Warrant Bs to purchase up to an aggregate of 1,818,182 shares of Common Stock