nDivision Inc. announced that it has entered into a security purchase agreement for the issuance of convertible promissory note for a gross proceeds of $450,000 on May 4, 2022. The company has issued convertible promissory note at a discount of $50,000 in the principal amount of $500,000. The transaction included participation from Mast Hill Fund, L.P., a fund managed by Mast Hill Management, LLC.

The convertible promissory note will bear interest rate of 10% per annum. The convertible promissory note will mature on May 4, 2023. The convertible promissory note will be convertible in to common shares of the company at an initial conversion price of $0.10.

The company also issued a common stock purchase warrant with an exercise price of $0.40 per share, to purchase up to 416,667 common shares and issued 1,666,667 common shares as commitment fee. All the securities issued under the transaction in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act.