Windtree Therapeutics, Inc. announced a private placement to issue and sell to an institutional investor an aggregate principal amount of $117,647.05 in senior secured notes due 2025 and an additional institutional investor an aggregate principal amount of $117,647.06 in senior unsecured promissory notes due 2025 for aggregate gross proceeds of $200,000 on July 3, 2024. The Notes include 15% original issue discount. The Notes will mature on July 3, 2025.

The Notes will bear interest at 10% per annum on a 360-day and twelve 30-day month basis, payable monthly in cash and in arrears on each Interest Date and such interest will compound each calendar month. The interest rate will increase to 18% per annum upon the existence of an Event of Default. The Company may at any time redeem all, but not less than all, of the remaining amount under the Notes in cash at a price equal to 120% of the remaining amount being redeemed as of such optional redemption date.

The Secured Note will be secured by first-priority security interests in all assets of the Company then presently existing, and will constitute a valid, first priority security interest in all assets of the Company later-acquired by the Company. The notes are being issued in reliance on exemption from registration provided in Section 4(a)(2) of the Securities Act of 1933, as amended.