Marizyme, Inc. announced announced that it has entered into a securities purchase agreement with Walleye Opportunities Master Fund Ltd, a fund managed by Walleye Capital LLC issued Unsecured Subordinated Convertible Promissory Note in the aggregate principal amount of $1,000,000 and Class D Common Stock Purchase Warrant to purchase up to a number of shares of the Company?s common stock equal to the quotient of 250% of the Subscription Amount divided by the price per share on February 7, 2023. The principal amount of the Note must be repaid in full by the Company to the holder of the Note on or before the date that is 90 days following the issuance of the Note, or May 7, 2023 (the ?Maturity Date?). If all obligations arising under the Note are not paid or otherwise satisfied in full on the Maturity Date, then the principal amount of the Note shall be increased from $1,000,000 to $1,250,000.

The Note bears no interest. If an event constituting an event of default under the Note occurs, including non-payment, defaults of covenants, an adverse judgment for payment of $500,000 or more, defaults on certain other indebtedness, bankruptcy-type events, or failure to maintain directors and officers insurance coverage of at least $1,000,000, and such event of default is not cured with the period specified, the obligations of the Company under the Note will become subject to immediate repayment obligations.