Code Green Apparel Corp. (OTCPK:CGAC) announced that it has entered into a securities purchase agreement for a private placement of 9% convertible promissory note for gross proceeds of $35,000 on May 22, 2017. The transaction included participation from accredited investor, Power Up Lending Group Ltd. The note will issue at par. The note carries a fixed interest rate of 9% per annum. The note will mature on February 28, 2017. The note is convertible into common shares of the company at a conversion price equal to the greatest of 65% of the average of the two lowest trading prices during the 20 trading days prior to the applicable conversion and $0.00006 per share. The company will issue securities pursuant to exemption provided under Regulation D. The company will pay the legal fees and due diligence fee of $3,000.