Freeze Tag, Inc. (OTCPK:FRZT) announced a private placement of convertible promissory note for gross proceeds of $21,500 on January 29, 2013. The company issued a note to a new accredited and sophisticated investor Magna Group LLC. The note will bear an interest of 12% per annum and will mature on September 29, 2013. Note will be convertible into common shares of the company to a price which is a 45% discount from the lowest trading price for our common stock during the five trading days prior to the day that investor requests conversion, however, in no event will the conversion price be less than $0.00005 per share. The company shall reimburse investor for expenses incurred by them in connection with the negotiation, preparation, execution, delivery and performance of this agreement and the other agreements to be executed in connection herewith , including, without limitation, reasonable attorneys' and consultants' fees and expenses, transfer agent fees, fees for stock quotation services, fees relating to any amendments or modifications of the documents or any consents or waivers of provisions in the documents, fees for the preparation of opinions of counsel, escrow fees, and costs of restructuring the transactions contemplated by the documents. When possible, the company must pay these fees directly, otherwise the company will make immediate payment for reimbursement to the investor for all fees and expenses immediately upon written notice by the investor or the submission of an invoice by the investor notwithstanding anything herein to the contrary, and the company's obligation to reimburse investor expenses shall be $1,500.

On January 29, 2013, Freeze Tag, Inc closed the transaction.