Inspire Veterinary Partners, Inc. announced that it has entered into a securities purchase agreement with certain investors to issue two Increasing OID Senior Notes each for $250,000 on February 29, 2024. The Notes have a maturity date of the earlier of December 26, 2024 or the consummation of a capital raise. The Notes contain an original issue discount (?OID?) as follows: (15%) if the Notes are satisfied and paid in full on or before the forty-fifth (45th ) day after the Original Issue Date (as such term is defined in the Notes), (ii) (20%) if the Notes are satisfied and paid in full after such 45th day but on or before the (90th ) day after the Original Issue Date, and (iii)30% after such 90th day.

The Notes can be prepaid at any time prior to the Maturity Date without any penalties. The Notes are convertible into shares of common stock of the Company, in full or in part, at any time after issuance at the discretion of the holder at a fixed conversion price of $0.03 per share. If the Notes are not repaid by the Maturity Date the default provisions are as follow: (i) The Face Value (as such term is defined in the Notes) of the Notes will increase by 20% (to a 50% OID -- $1,000,000 Face Value); (ii) the conversion price of the Notes will become convertible at the lower of (a) the Fixed Conversion Price or (b) 20% discount to a 3-Day volume-weighted average price.

The sale and issuance to the investors of the notes, and the shares of common stock issuable upon conversion of the notes described in this this Current Report on Form 8-K have not been registered under the Securities Act of 1933, as amended (the ?Securities Act?), or any state securities laws, and are being sold and issued by the Company to the Investor in privately negotiated transactions exempt from registration pursuant to Section 4(a)(2) under the Securities Act and Rule 506(b) of Regulation D promulgated thereunder.