US Nuclear Corp. (OTCPK:UCLE) announced that it has entered into a share purchase agreement with YA II PN, Ltd, a fund managed by Yorkville Advisors Global LP on November 25, 2019. The company issued convertible debentures for gross proceeds of $500,000 and a warrant for the purchase of 333,333 shares at an exercise price, lower of $1.50 per share or 80% of the lowest daily VWAPs during the 5 consecutive trading days immediately preceding the conversion date or other date of determination. The debentures are convertible into shares with par value of $0.0001 per share, which shall be purchased after signing this agreement, upon the satisfaction of the conditions precedent, for a total purchase price of $475,000 at a discount of 5%. The warrant expiry date is November 25, 2022. The shares subject to the warrant are on reserve with the transfer agent, subject to restrictions on resale. The transaction has been approved by the board of directors of the company. The securities issued in the transaction are issued under the exemption provided under the Regulation D. The company paid a structuring fee of $15,000 to YA Global II SPV, LLC, an affiliate of the investor.