STWC Holdings, Inc. (OTCPK:STWC) announced that it has entered into a convertible note purchase agreement with Tangiers Global, Llc, Asset Management Arm on June 20, 2019. The company will issue a fixed convertible promissory note for proceeds of $400,000. The note is convertible into common shares at a conversion price of $0.65 per share or 60% of the lowest trading price of our common stock during the 15 consecutive trading days prior conversion and will be issued at an original issue discount of $155,000. The company also issue warrants to purchase 1,100,000 shares at an exercise price of $1.25. The note will mature in six months from the effective date of each payment. The note bears an interest rate of 10% per annum. The prepayment amount will be equal to 110% of the principal amount if paid under 90 days from the date of issuance, 120% if paid between 91 to 120 days and 130% if paid between 121 to 180 days. The securities are being issued pursuant to Section 4(a)(2) of the Securities Act, and Rule 506(b) of Regulation D.