Limitless Venture Group, Inc. Announces Updated Terms of its Senior Secured Convertible Promissory Note

Rhea-AI Summary

Limitless Venture Group, Inc. (LVGI) announced an amendment to its Senior Secured Convertible Promissory Note with Leonite Capital LLC, effective March 1, 2022. The revised agreement introduces a six-month forbearance period allowing Leonite to convert the Note's principal of approximately $1.3 million into LVGI stock at $0.01 per share. The interest rate is set at a minimum of 10% per annum or the U.S. Prime Rate plus 6.75%. A $300,000 contingent fee will be waived if the outstanding balance is repaid within 18 months. CEO Joseph Francella emphasized the initiative aims to facilitate business growth and improve cash flow.

Positive

• Amendment allows potential debt reduction through stock conversions.
• Forbearance period provides time for LVGI to improve cash flow.
• Fixed conversion price at $0.01 could attract investor interest.

Negative

• Outstanding Note principal of approximately $1.3 million could pose a liquidity risk.
• Contingent fee of $300,000 may strain resources if not repaid in time.

TULSA, OK / ACCESSWIRE / March 3, 2022 / Limitless Venture Group, Inc. (OTC PINK:LVGI) ("LVGI" or the "Company"), a publicly traded holding company that provides its shareholders with access to investment opportunities in small and medium-sized businesses uniquely positioned for rapid growth announced that effective March 1st LVGI and Leonite Capital LLC ("Leonite") have agreed on amended terms for LVGI's Senior Secured Convertible Promissory Note ("Note") issued to Leonite on August 13, 2020. The amendment places the Note in a six-month forbearance period, during which Leonite may convert outstanding Note principal into newly issued LVGI Common Stock at a fixed price of $0.01 per share. The Amendment sets the Note's interest rate for the forbearance period at the greater of 10% per annum or the U.S. Prime Rate (currently 3.25%) plus 6.75% and stops interest from accruing at a default rate of interest. The current outstanding Note principal is approximately $1.3 million, not including a $300,000 contingent forbearance fee that locks in the updated Note terms, but will be forgiven if the current outstanding balance is repaid within 18 months.

Commenting on the updated Note terms, Joseph Francella, LVGI CEO, stated "We are pleased to create a six-month period that we envision will enable our ongoing business growth to produce operating cash flows to service our Note principal and interest payment obligations. By agreeing to a fixed Note principal conversion price of $0.01 per share for the forbearance period, we strike a balance between enabling debt reduction through conversions without our issuing significantly more LVGI shares under previous Note terms." Regarding LVGI's relationship with Leonite, Francella said "Today is just more proof that LVGI and Leonite have agreed to work together for the benefit of LVGI and its shareholders, which demonstrates our commitment to work together and adapt to LVGI's needs as we grow and management our investment opportunities for a brighter future for all.

About Limitless Venture Group, Inc.

Limitless Venture Group provides its shareholders with access to leading small and medium-sized businesses focused on growth. Leveraging its permanent capital base, disciplined long-term approach, and actionable expertise, LVGI owns controlling interests in its subsidiaries as it partners with management teams to build businesses with the capacity to unlock significant value for its shareholders.

For more information, please visit: www.lvginc.com.

The Company currently has three primary subsidiaries: Rokin, Inc., KetoSports, Inc. and Jasper Benefit Solutions, LLC.

About Rokin, Inc.

Rokin was founded in 2016 with a mission to provide our customers with the highest quality, technology-driven vaping products available while providing exceptional customer service. Rokin Vapes are rigorously tested by Rokin and multiple consumer focus groups to ensure the products meet strict quality standards before any production takes place. After a product is selected and production complete, the product is certified to the latest FCC, CE standards (which are required for all vaping products) but then Rokin goes above and beyond to certify our vaping products to the latest RoHS standard, which restricts the use of six hazardous materials commonly found in electronic products. www.rokinvapes.com

About KetoSports, Inc.

KetoSports products flush the body with ketones, raising blood ketone levels within a few minutes. Because the body and brain use ketones as its preferred energy source and are used first for energy demands, KetoSports products are essential for anyone who wants to prolong energy reserves for their athletic events or for those who just want to benefit from carb-free, stimulant-free mental energy and enhanced acuity.

www.ketosports.com

About Jasper Benefit Solutions, LLC

Jasper Benefit Solutions, LLC (JBS), founded in 2018 with headquarters just outside Nashville, TN, is a Managing General Underwriter (MGU) specializing in risk management services for small to medium self-funded employer "Groups". MGUs, unlike general agents within insurance industries, are certified to underwrite health and life benefits policies on behalf of their carrier-partners. Jasper's niche is the unique ability and authorization from a well-known, nationally recognized insurance carrier to underwrite Groups as small as five (5) employees as well as offering limited benefit insured products for groups with part-time employees not able to participate in their health plans. www.jasperbenefitsolutions.com

Follow us on Social Media at:

https://www.facebook.com/lvginc
https://twitter.com/lvginc_

Disclaimer Regarding Forward-Looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements contained in this release that are not historical facts, including, without limitation, statements that relate to the Company's expectations with regard to the future impact on the Company's results from new products in development, may be deemed to be forward-looking statements. Words such as "expects," "intends," "plans," "may," "could," "should," "anticipates," "likely," "believes" and words of similar import also identify forward-looking statements. These statements are subject to risks and uncertainties. Forward-looking statements are based on current facts and analysis and other information that are based on forecasts of future results, estimates of amounts not yet determined and assumptions of management. Readers are urged not to place undue reliance on the forward-looking statements, which speak only as of the date of the release. Except as may be required under applicable law, we assume no obligation to update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this release.

SOURCE: Limitless Venture Group

View source version on accesswire.com:
https://www.accesswire.com/691408/Limitless-Venture-Group-Inc-Announces-Updated-Terms-of-its-Senior-Secured-Convertible-Promissory-Note

FAQ

What are the updated terms of LVGI's Senior Secured Convertible Promissory Note with Leonite?

The updated terms include a six-month forbearance period during which Leonite may convert approximately $1.3 million in outstanding principal into LVGI shares at $0.01 each.

How does the amended Note affect LVGI's cash flow?

The amendment is expected to allow LVGI time to generate operating cash flows to meet its Note obligations.

What is the current interest rate on LVGI's Note with Leonite?

The interest rate during the forbearance period is set at the greater of 10% per annum or the U.S. Prime Rate plus 6.75%.

Is there a fee associated with LVGI's Note amendment?

Yes, there is a $300,000 contingent forbearance fee, which will be waived if the outstanding balance is repaid within 18 months.

What does the Note amendment imply for LVGI's shareholders?

The amendment aims to support LVGI's business growth, which could potentially enhance shareholder value through improved cash flow management.