Positron issues three promissory notes at 20% interest, with warrants

Positron Corporation, a Texas corporation, issued three unsecured promissory notes on September 30, 2026, according to a Form 8-K. The notes total two million dollars. Most of the money comes from existing affiliated investors. George Ortiz holds the largest note. TISU Investments LTD, controlled by Positron director Tis Prager, holds a second. The third note went to an unrelated third party. The form of note was filed as an exhibit, with the lender and amount left blank.

Under the form, interest accrues at twenty percent (20%) per annum. The borrower would pay the lender an interim interest payment equal to ten percent (10%) of the original principal six months after the note date. Remaining interest is due at maturity or on earlier repayment. Principal is due on or before September 30, 2027, unless the lender accelerates after an event of default. Positron may prepay at any time without penalty.

As added consideration, each lender receives a warrant at an exercise price of $2.00 per share, exercisable through December 31, 2030. The form shows a warrant for 300,000 shares, the number issued to Mr. Ortiz. The warrant stays outstanding even if the note is repaid.

Events of default include a failure to make a required payment and voluntary or involuntary bankruptcy. The notes are governed by Texas law. The filing does not state a use of proceeds, and it names no placement agent or advisor.

Report an error