Acri Capital Acquisition Corporation announced a private placement of unsecured convertible promissory note for the gross proceeds of $227,730.87 on June 12, 2023. The transaction included participation from returning investor Acri Capital Sponsor LLC. The note is non-interest bearing and payable on the earlier of consummation of the company’s initial business combination and the date of the liquidation of the company.

The principal balance may be prepaid at any time, at the election of the company. The holder of the note has the right, but not the obligation, to convert the note, in whole or in part, respectively, into private placement warrants by providing the company with written notice of its intention to convert the note at least two business days prior to the closing of the company’s initial business combination. The number of warrants to be received by the holder in connection with such conversion shall be an amount determined by dividing the sum of the outstanding principal amount payable to the holder, by $1. The issuance of the note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.