Oncotelic Therapeutics, Inc. (OTCPK:OTLC) announced that it has entered into securities purchase agreement with Geneva Roth Remark Holdings, Inc. for private placement of a convertible promissory note for gross proceeds of $203,750 on May 25, 2021. The note is convertible into common shares at a variable conversion price of 1.0 minus 35%, multiplied by the 15-day VWAP. The note bears interest rate of 6% per annum and matures on May 25, 2022. Prepayment of the note may be made at any time from the issuance date to 180 days after the issuance date at a rate of 120% of the outstanding principal amount plus accrued and unpaid interest, plus default interest. The securities are issued pursuant to exemption provided under Regulation D. The company may receive additional proceeds of up to $1,200,000 during the term of the note subject to further agreement.