VNUE, Inc. announced that it has entered into a securities purchase agreement for private placement of up to 1,500 series B convertible preferred stock for $1,000 per share for gross proceeds of $1,500,000 on January 3, 2022. The transaction will include participation from GHS Investments, LLC and the transaction will take place in two tranches. As part of the transaction, The company issued to investor commitment shares of 35 series B convertible preferred stock and a warrant to purchase 133,689,840 common stock issuable upon conversion of the series b convertible preferred stock issued upon the second tranche. The warrant shall expire on the 5 year anniversary of the issue date and the purchase price of one share of common stock under the warrant shall be equal to the Exercise Price being $0.01122. The company may redeem the shares under certain conditions. The company shall pay a dividend of 10% per annum on the series B convertible preferred stock on quarterly basis, and at the company's discretion, in cash or Series B convertible preferred stock. Each share of the series B convertible preferred stock is convertible, at any time and from time to time from and after the issuance at the option of the holder thereof, into that number of shares of common stock determined by dividing the stated value being $1,200 of such share by the conversion price being equal to the lower of a fixed price equaling the closing price of the common stock on the trading day immediately preceding the date of the purchase agreement and 100% of the lowest VWAP of the common stock during the 15 trading days immediately preceding, but not including, the conversion date. The securities are issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended and Rule 506 promulgated thereunder. The shares are subject to transfer restrictions. The company will pay $10,000 as legal fees of the investor.

On the same date, the company issued 750 series B convertible preferred stock for $750,000 in its first tranche.