Item 1.01 Entry into Material Definitive Agreement
Issuance of Promissory Note to Michael C. Howe Living Trust
Mitesco, Inc. (the "Company") issued a 10% Promissory Note due June 30, 2022
(the "Note"), dated December 30, 2021, to the Michael C. Howe Living Trust (the
"Lender"). Michael C. Howe is the Chief Executive Officer of the Good Clinic
LLC, one of our subsidiaries. The principal amount of the Note is $1,000,000,
carries a 10% interest rate per annum, payable in monthly installments, and has
a maturity date that is the earlier of (i) six (6) months from the date of
execution, or (ii) the date on which the Company successfully lists its shares
of common stock on Nasdaq or NYSE. The purchase price of the Note payable to the
Company for the Note was $850,000 and was funded on December 30, 2021. The
amount payable at maturity will be $1,000,000 plus 10% of that amount plus any
accrued and unpaid interest. Following an event of default, as defined in the
Note, the principal amount shall bear interest for each day until paid, at a
rate per annum equal to the lesser of the maximum interest permitted by
applicable law and 18%. The Note contains a "most favored nations" clause that
provides that, so long as the Note is outstanding, if the Company issues any new
security, which the Lender reasonably believes contains a term that is more
favorable than those in the Note, the Company shall notify the Lender of such
term, and such term, at the option of the Lender, shall become a part of the
Note.
Item 1.01 of this Current Report on Form 8-K contains only a brief description
of the material terms of the Note and does not purport to be a complete
description of the rights and obligations of the parties thereunder, and such
descriptions are qualified in their entirety by reference to the full text of
the Note, filed as Exhibit 10.1, to this Current Report on Form 8-K, and is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
Promissory Note between the
10.1 Company and Michael C. Howe Living
Trust, dated December 30, 2021--------------------------------------------------------------------------------
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MITESCO, INC. 
