Alpine 4 Holdings, Inc. announced that it has entered into an agreement with new investor Mast Hill Fund, L.P., a fund managed by Mast Hill Management, LLC to issue 12% senior convertible note for the gross proceeds of $1.503 million; principal amount is $1.670 million on June 29, 2023. The notes bear 12% interest rate and will mature on June 29, 2024. The issue price of the notes is $1.503 million out of which $1.427880 was received after deducting certain expenses in connection with the transaction.

Pursuant to the terms of the Note, Mast Hill has the right at any time to convert all or any portion of the then-outstanding amounts owed on the Note into shares of Common Stock at the Conversion Price of $2.00, subject to adjustment as provided in the Note. The notes are convertible into a common stock purchase warrant to purchase 200,000 shares of Common Stock, 67,400 shares of Common Stock and 1,200,000 shares of Common Stock as additional consideration for the purchase of the Note, which all were deemed to be earned in full as of the Closing Date. The Warrant has a term of five years and an exercise price of $3.50 per share, subject to adjustment as provided in the Warrant, with a floor in any adjusted exercise price limited to $2.00 per share.

The issuance and sale of the Note, the Warrant, the Placement Agent Warrant, the Transaction Shares, and the Placement Agent Warrant Shares have not been registered under the Securities Act of 1933 (as amended, the “Securities Act”) or under any state securities law and were offered and issued, as applicable, in reliance upon the exemption from registration requirements of the Securities Act set forth in Section 4(a)(2) of the Securities Act.