Positron Corporation entered into agreements on September 30, 2026, to issue three unsecured promissory notes totaling $2,000,000. The funds were provided by three separate parties: George Ortiz, TISU Investments LTD, and an unrelated third party. Mr. Ortiz received a $1,500,000 note, while TISU Investments LTD received a $400,000 note. The final note was issued in the amount of $100,000.
The notes carry an interest rate of 20% per annum on the unpaid principal balance. The Company is obligated to pay an interim interest amount equal to 10% of the original principal amount six months after issuance, with the remaining accrued interest due at maturity. The principal balances are due on September 30, 2027, unless accelerated earlier. The notes include standard events of default, including failure to make payments or the commencement of bankruptcy proceedings.
In connection with the issuance of these notes, Positron issued Common Stock Purchase Warrants to the lenders. Mr. Ortiz received warrants to purchase 300,000 shares of common stock, TISU Investments LTD received warrants for 80,000 shares, and the third party received warrants for 20,000 shares. The exercise price for these warrants is set at $2.00 per share, and they remain exercisable through December 31, 2030.
The Company also reported that on September 30, 2026, Mr. Ortiz exercised outstanding warrants to purchase 300,000 shares of common stock at an exercise price of $1.50 per share, generating $450,000 in aggregate gross proceeds. The issuance of the notes, warrants, and shares was conducted without registration under the Securities Act of 1933, relying on exemptions provided by Section 4(a)(2) and Rule 506 of Regulation D.
