Giga-Tronics Incorporated announced that it has entered into a Securities Purchase Agreement with two accredited investors Senior Secured Convertible Notes and five-year warrants to purchase shares of common stock, no par value for total gross proceeds of $3,000,000 on January 11, 2023. The Notes mature on the earlier of nine months from the issuance date, or October 11, 2023. The principal amount of the note is $3,300,000 and notes carry 10% original issue discount.

The offer and sale of the Notes and Warrants pursuant to the SPA and the Placement Agent Warrants have not been or will not be registered under the Securities Act of 1933 and are exempt from registration pursuant to Section 4(a)(2) thereof and Rule 506(b) promulgated thereunder.