Soul and Vibe Interactive Inc. (OTCBB:SOUL) announced a private placement of a convertible note for gross proceeds of $50,000 on April 21, 2015. The principal value of the note is $53,500 and will be issued at a discount of $3,500. The transaction included participation from new accredited investor, Black Forest Capital, LLC.

The note bears an interest rate of 8% per year, computed on the basis of a 365-day year. The maturity date is one year from the date of closing of the transaction. The note is convertible into common shares of the company at a variable conversion price equal to equal 60% of the average of the three lowest closing prices occurring during the 25 consecutive trading days before the conversion date.

The company will issue the securities pursuant to exemption provided under Regulation D. The company may prepay the note at any time within 90 days from issuance by paying 100% of the remaining outstanding balance in cash on the next day following the 10 business day notice period.