PURE Bioscience, Inc. announced that it has entered into a Note Purchase Agreement with certain accredited Lenders pursuant to which the Company issued the Lenders 7.55% convertible promissory notes with an aggregate principal amount of $1,015,00 and offering amount id $1,800,000 on July 3, 2023. The notes bears 7.55% interest and will mature on 3rd year anniversary of the date of issuance, and the conversion price is at least $0.15 per share and less than or equal to $0.23 per share, subject to certain customary adjustments. All outstanding principal and unpaid accrued interest due on such Notes shall be automatically converted into conversion shares on the trading day immediately prior to the closing date of such corporate transaction.

The number of shares to be issued upon such conversion shall be based on the VWAP on the last trading day prior to the public announcement of the execution of the definitive documents with respect to such transaction. The transaction included participation from Messrs. Tom Y. Lee invested $1,000,000 and Ivan Chen for $15,000.

The Notes, and the shares of the Company’s common stock issuable upon conversion or in payment thereof, are being offered and sold pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended, afforded by Section 4(a)(2) thereof, for the sale of securities not involving a public offering.