Leo Motors Inc. (OTCPK:LEOM) announced a private placement of 3 convertible promissory notes for gross proceeds of $961,540 on July 31, 2014. The company issued securities to two Korean accredited investors. The company issued securities pursuant to exemption provided under Regulation D. Each note will mature on July 31, 2017. The note bears an interest rate of 4% percent per annum and is convertible into restricted shares of the company at any time on the date that is three months after the date such note was issued at a price equal to $0.10 per share, which may be adjusted, subject to certain terms and conditions, to a price equal to the greater of par value of the shares or 75% of the average trading price of the shares for the three months immediately preceding the date of conversion. The company is permitted to repay the note at any time after the date that is three months after the date of issuance. The transaction was expected to close on August 14, 2014. The investor will not be entitled to convert that amount of number of shares which would be in excess of the sum of the number of shares beneficially owned by the investor and its affiliates on a conversion date, any shares issuable in connection with the unconverted portion of the note, and the number of shares issuable upon the conversion of the note with respect to which the determination of this provision is being made on a conversion date, would result in beneficial ownership by the investor and its affiliates of more than 4.99% of the outstanding shares on such conversion date.

On August 14, 2014, the company announced that it has amended the terms of the transaction. The company has extended the closing date to August 29, 2014.

On August 28, 2014, Leo Motors Inc. closed the transaction. The company has raised $810,112 in funding from two investors.