Company	:	iMetabolic Biopharma Corporation
Corporate Address	:	2155 E Conference Dr STE 115, Tempe, AZ 85284
Offering Minimum	:	$10,000.00
Offering Maximum	:	$1,230,000.00
Minimum Investment Amount (per investor)	:	$250.00

Terms

Offering Type	:	Convertible Promissory Notes
Type of Equity Converted Into	:	Preferred Stock
Conversion Trigger	:	$5,000,000.00
Maturity Date	:	December 31, 2024
Valuation Cap	:	$25,000,000.00
Discount Rate	:	10.0%
Annual Interest Rate	:	3.5%

What is a Convertible Note?

A convertible note offers you the right to receive Preferred Stock in iMetabolic Biopharma Corporation. The amount of Preferred Stock you will receive in the future will be determined at the next equity round in which the Company raises at least $5,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $25,000,000.00 Valuation Cap or if less, then you will receive a 10.0% discount on the price the new investors are paying. You also receive 3.5% interest per year added to your investment. When the maturity date is reached, if the note has not converted then you are entitled to receive Preferred Stock equal to your investment and interest back at a price per security determined by dividing the Valuation Cap by the aggregate number of outstanding equity securities of the Company as of immediately prior (on a fully diluted basis).

*Annual Interest Rate subject to adjustment based on bonuses below.

Loyalty Bonus | 5% Bonus

As you have previously invested in iMetabolic BioPharma, you are eligible for additional bonus interest.

Time-Based:

Visionary

Invest within the first 72 hours and receive 15% bonus interest.

Disruptor

Invest within the first week and receive 10% bonus interest.

Innovator

Invest within the first two weeks and receive 5% bonus interest.

Amount-Based:

$500+ | Knight

Invest $500+ and receive + 5% bonus interest.

$1,000+ | Baron

Invest $1,000+ and receive + 7% bonus interest.

$5,000+ | Duke

Invest $5,000+ and receive + 10% bonus interest + a Membership to the Exclusive iMBP VIP Forum.

$10,000+ | Prince

Invest $10,000+ and receive + 15% bonus interest + a Membership to the Exclusive iMBP VIP Investor Club + complimentary access for you and a guest to a future iMBP sponsored event in Arizona.

$20,000+ | Emperor

Invest $20,000+ and receive + 20% bonus interest + a Membership to the Exclusive iMBP VIP Investor Club + complimentary access for you and a guest to a future iMBP sponsored event in Arizona.

*In order to receive perks from an investment, one must submit a single investment in the same offering that meets the minimum perk requirement. Bonuses from perks will not be granted if an investor submits multiple investments that, when combined, meet the perk requirement. All perks occur when the offering is completed.

The 10% StartEngine Owners' Bonus

iMetabolic BioPharma will offer 10% additional bonus interest for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.

Eligible StartEngine shareholders will receive a 10% increase in the annual interest rate on Convertible Promissory Notes in this Offering. This means your annual interest rate will be 3.85% instead of 3.5%.

This 10% Bonus is only valid during the investors eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are canceled or fail.

Investors will receive the highest single bonus they are eligible for among the bonuses based on the amount invested and time of offering elapsed (if any). Eligible investors will also receive the Owner’s Bonus and the Loyalty Bonus in addition to the aforementioned bonus.

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