ULURU Inc. announced that it has entered into a note, warrant and preferred stock purchase agreement with new investor Velocitas Partners, LLC and its affiliates for private placement of secured convertible promissory notes for $1,000,000, series B convertible preferred shares at a price of $4,000 per share for not less than $2,000,000 nor more than $5,000,000 for minimum aggregate gross proceeds of $3,000,000 and maximum aggregate gross proceeds of $6,000,000 on February 27, 2017. The company will issue a minimum of 50,000,000 series B convertible preferred shares and maximum of 1,250 series B convertible preferred shares. The notes will carry coupon at a fixed rate of 12.5% per annum and will mature on end of two years from date of issuance. The notes are convertible into common stock at a conversion price of $0.04 per share, subject to equitable adjustments under certain circumstances. The note is secured by all of the assets of the company and its subsidiaries. The company will also issue warrants to purchase up to 57,055,057 common shares at an exercise price of $0.04 per share for a period of 10 years. The transaction will be completed in two tranches. The company is obligated to seek capital if the gross proceeds from the preferred shares issuance are less than $4,000,000, in an amount at least equal to the proceeds gap, from third parties over the next 180 days. Bradley J. Sacks, Chairman of the company entered into a backstop agreement and has agreed to invest up to $2,000,000 towards the proceeds gap, at a purchase price of $0.04 per share, if the company is unable to raise additional capital equal to the proceeds gap from third parties. The company will issue securities pursuant to exemption provided under Regulation D. The transaction is expected to close by the end of March 2017. On the same date, the company announced that it has received $500,000 in its first tranche closing. The second tranche for $500,000 worth secured convertible promissory notes is expected to occur within 30 days for $500,000. One or more affiliates of the investor will purchase series B convertible preferred stock prior to the second tranche of promissory note. At the first tranche, the company shall pay the reasonable fees and expenses of investor, including fees and expenses of Cooley LLP, in an amount not to exceed $50,000 in the aggregate.