PhoneBrasil International, Inc. announced that it has entered into a securities purchase agreement with three accredited investors for a private placement of secured convertible promissory notes for gross proceeds of $475,000 on October 14, 2021. The company also issued five-year warrants to purchase additional shares of common stock. Each warrant is exercisable at a price of $1.9032 per share. The notes has a term of two years. The note accrues interest at a rate of 8% per annum. The note is convertible at any time, at the holder?s option, into shares of the common stock at a price of $1.9032 per share, subject to certain adjustments. The notes are issued at par and are redeemable for cash in an amount equal to the sum of 110%. The company has issued securities pursuant to exemption provided under Section 4(a)(2) of the Securities Act of 1933 and Rule 506.