Northsight Capital, Inc. (OTCPK:NCAP) announced private placement of a convertible promissory note to a third party investor for gross proceeds of $150,000 on September 14, 2018. The note bears interest at 12% per annum and matures on or about June 13, 2019. The transaction inlcuded participation from two investors. The company has also issued 3,750,000 warrants exercisable at $0.01 per share, subject to adjustment, for a period of 5 years. The note is convertible into common shares, commencing 6 months after the issue, at a variable conversion price equal to a 39% discount to the market price; subject to adjustment in event the company issues lower priced securities. The repayment of note is subject to acceleration in certain circumstances. In event of default, the company will pay an amount equal to 125% of amount due; provided if default relates to conversion or unavailability of rule 144, the company will pay an amount equal to 150% of amount due. In addition, if note is not paid at maturity, the principal amount of the note increases by $15,000 and conversion price will be reduced by 50%. The note may be repaid at any time during the 180 day period following issuance, subject to payment of a variable premium ranging between 25% to 40% for redemptions up to ninety days and ninety to 180 days after the issuance date, respectively. After 180 days, the note may not be prepaid.