Hemp Naturals, Inc. (OTCPK:HPMM) announced that it has entered into a securities purchase agreement for a private placement of two secured convertible promissory note at 38,500 per note for gross proceeds of $77,000 on December 10, 2018. The transaction will include participation from Armada Investment Fund LLC, a fund managed by Armada Investment AG and BHP Capital NY, Inc. The par value note carries a fixed coupon of 12% per annum and will mature on September 10, 2019. The promissory note will be convertible into shares at variable conversion price equal to 61% of the lowest trading price of the company’s common stock during the 20 trading days ending on the latest complete trading prior to conversion. The company will reserve 1,175,000 shares for issuance on conversion of note. The company can prepay the note in 30, 60, 90, 120, 150, or 180 days following the issue and the pre-payment penalty is based on outstanding balance multiplied by 120%, 125%, 130%, 135%, 140%, or 145% respectively. After 180 days, the company shall not have any pre-payment right. The company has issued securities pursuant to exemption provided under Regulation D. The agreement includes customary representations, warranties and covenants by the company and customary closing conditions. The transaction expenses were $6,000. The transaction is expected to close on December 14, 2018.