Avenir Wellness Solutions, Inc. announced that it has entered into a Securities Purchase Agreement with new lender, 1800 Diagonal Lending, LLC, pursuant to which the Company agreed to issue and sell to Diagonal Lending, in a private placement, bridge notes in the principal amounts of $49,450 including an original issue discount of $6,450 of Notes A and $72,450 including an original issue discount of $9,450 of Notes B for the gross proceeds of $121,900 on June 28, 2024. The company will issue additional tranches of up to $350,000 in the aggregate, subject to further agreement between Diagonal Lending and the Company. Note A shall be payable in four installments and Note B shall be payable in ten installments as set forth specifically within each Note.

Pursuant to the Notes, after the occurrence of an Event of Default, the outstanding and unpaid portion of each Note is convertible into the Company?s Class A common stock, par value $0.001 par value per share at a conversion price calculated by multiplying 70% of the lowest Trading Price for the Common Stock during the ten-day Trading Period ending on the latest complete trading day prior to the Conversion Date.