PURE Bioscience, Inc. (NasdaqCM:PURE)announced a private placement of zero coupon secured convertible notes for gross proceeds of $1,333,333 on June 26, 2012. The notes will be issued to new investors, Rachel Cohen Skydell, CMS Capital, The Tripod Group, Myda Capital LP, Albert Milstein, Kanfei Investments LLC, and Stahler Investments LLC. The notes do not bear any interest and will mature on December 26, 2012 and if not paid by that period, company will pay interest at a rate of 10% per annum. The notes are convertible at a price of $0.41 per share subject to certain adjustments if not repaid by the maturity date in to a maximum of 3,577,235 shares. The company will also issue 487,805 shares, provided 10% discount on the notes, and issued warrants to acquire 466,667 shares with an exercise price of $0.41 per share. The warrants will be exercisable during a period commencing 181 days following the closing till four years of issuance. The company will also issue 4,600,000 common shares as additional collateral for the timely repayment of the notes. The warrants may be exercised on a cashless basis if after the six month anniversary of the closing date there is no effective registration statement registering the shares underlying the warrants. The securities are being issued pursuant to Regulation D. Aegis Capital Corp and JH Darbie & Co. are serving as placement agents and will receive fee of $53,333 and up to $20,000 respectively. JH Darbie & Co. will also receive 35,000 warrants and 5,000 restricted common shares. Keith A. Rosenbaum of Spectrum Law Group, LLP is serving as legal advisor to the company. The company will reimburse up to a maximum of $7,500 for all investors, amounting to $2,500 per investor for reasonable legal expenses borne by them. On July 9, 2012, PURE Bioscience, Inc. closed the transaction. The company issued the principal amount of notes at 10% original issue discount for gross proceeds of $1,200,000. The company issued nine identical secured convertible notes in the transaction. New investors JMJ Financial and Gemini Master Fund, Ltd. also invested in the transaction. As additional consideration for the transaction, the company issued 439,026 common shares, equal to 15% of the actual investment and 1,024,390 warrants.