Fuse Group Holding Inc. entered into a purchase agreement for the private placement of convertible promissory note on January 30, 2023. The transaction included participation from returning investor, Liu Marketing (M) Sdn. Bhd.

The note bears interest at the rate of 3% per annum, which are payable on January 30 of 2024 and 2025.The Note will mature on the date that is twenty-four months from the date that the purchase price of the Note is paid to the Company. Any outstanding principal and interest on the Note may be converted to the shares of common stock of the Company at the holder's option at a conversion price of $0.45 per share at any time until the total outstanding balance of the Note is paid. The Note was sold to the Purchaser pursuant to an exemption from registration under Regulation S.