H-CYTE, Inc. announced that entered into a Securities Purchase Agreement to issue convertible promissory note for the gross proceeds of $300,000 on February 24, 2023. The notes are convertible into common stock at a part value of $0.001. In connection with the aforementioned Notes, the Company also issued to the investors a warrant to purchase a certain number of shares of Common Stock, which are equal to 20% of the shares of Common Stock issuable upon conversion of the Note, based on a price of $2.00 per share.

These warrants have a term of five years, with an exercise price of $2.00 per share. Unless the Company chooses to terminate earlier, the offering and the sale of the Notes shall terminate on the sooner of the sale of the maximum offering amount or April 30, 2023. The Company also has the option to extend this offering to June 30, 2023.

The Notes have a maturity date of the earlier of one year from issuance; or upon the closing of a qualified offering. Interest on the Note shall accrue on the unpaid principal balance of this Note at the rate of 8% per annum, and will be calculated on an actual/365-day basis. The Holder may convert the unpaid and outstanding principal plus any accrued and unpaid Interest into shares of the Company's Common Stock at a conversion price equal to a 20% discount to the transaction price.

The Company also issued a Common Stock Purchase Warrant to certain investors, which are exercisable on or prior to the close of business on the five year anniversary of the initial exercise date, to purchase up to a certain amount of shares of Common Stock, with 20% of the shares of Common Stock issuable upon conversion of the Convertible Promissory Note purchased by the Holder The Company issued Warrants to purchase an aggregate of 30,000 shares of Common Stock. The exercise price per share of the Common Stock under this Warrant is $2.00.