Group Nine Acquisition Corp. (NasdaqCM:GNAC) announced a private placement of an unsecured promissory note in the principal amount of $1,000,000 on March 29, 2021. The transaction included participation from returning investor Group Nine SPAC LLC. The note does not bear interest and is repayable in full upon consummation of the company’s initial business combination. If the company does not complete a business combination, the note shall not be repaid and all amounts owed under it will be forgiven. Upon the consummation of a business combination, the investor shall have the option, but not the obligation, to convert all or a portion of the unpaid principal balance of the note into that number of warrants to purchase one share of class A common stock equal to the principal amount of the note so converted divided by $1.50. The terms of the warrants will be identical to the terms of the warrants issued by the company to the investor in a private placement that took place simultaneously with the company’s initial public offering. The note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the note and all other sums payable with regard to the note becoming immediately due and payable. The note was issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.