(11) Subsequent Events

Acquisition of Assets and Liabilities from CBH International LLC, dba “Uncle Bud’s.”

On January 9, 2024, Pressure BioSciences, Inc. (the “Company”) and CBH International LLC, dba “Uncle Bud’s,” (“Uncle Bud’s”) signed an Asset Purchase Agreement (the “Agreement”) for the Company to acquire all of Uncle Bud’s assets and assume selected liabilities, including a $734,000 long-term loan and all trade payables. Uncle Bud’s stockholders received 127 shares in PBIO convertible Series DD Preferred Stock that converts into 2,540,000 common shares of PBIO. Such shares are subject to standard restrictions on resale. In addition, the parties agreed to an earnout for additional shares of PBIO Common Stock worth up to $4,000,000 based on the achievement of revenue and pre-tax income results in 2024, and subsequently entered into an amendment to terminate the contingent and earnout clause of the Agreement and issued 8,000,000 non-qualified stock options. All options had an exercise price of $0.30, (100% vest immediately), have a ten-year life as long as the Optionee remains affiliated with PBI (one-year life after loss of affiliation), and all other terms and conditions as specified in the 2024 plan. Upon the closing, all employees of Uncle Bud’s have become employees of PBIO and Uncle Bud’s has become the Consumer Products Business Unit of the Company.

Debt, Preferred, Common Stock, and Option activity

From January 1, 2024, through May 31, 2024, the Company issued thirteen (13) convertible loans for approximately $3,100,000, which each carry a 0-72% annual interest rate and one (1) to twelve (12) month terms. All the loans are convertible into common stock either at $2.50 per share or subject to a conversion adjustment.

The Company also repaid 6 loans totaling $272,852 between January 1, 2024 and May 31, 2024, , which were issued between May 2023 and April 2024. The Company also extended twenty-two (22) loans in the amount of approximately $7,281,000 to between June 30, 2024 and March 24, 2025. The Company is obligated to issue 880 shares of Series BB Preferred Stock to the Lenders for the extensions, but could not because no shares of Series BB remained available for issue. However, 353,000 shares of the Company’s Common Stock were issued to three Lenders as extension fees.

From January 1, 2024, through June 6, 2024, 722 shares of Series BB convertible preferred stock converted into 7,224,000 shares of common stock, 323 shares of Series BB convertible preferred stock was issued for debt , 745 shares of Series BB convertible preferred stock was issued for extensions and default and 123 shares of Series BB convertible preferred stock was issued for services. The company’s Series BB convertible preferred stock is currently over the stated authorized amount by 1,091 shares.

From January 1, 2024, through June 6, 2024, 1,053,250 shares of common stock was issued for debt, default and paid-in-kind and 1,274,000 shares of common stock for services.

From January 1, 2024, through June 6, 2024, 803,750 options were grants with an exercise price of $0.30 per share and a term of ten (10) years.

Lease

On February 5, 2024, our corporate office and R&D labs have been consolidated into one facility and we are currently located at 480 Neponset St., Unit 10B, Canton, Massachusetts 02021. The lease agreement term is five years and contains escalating payments during the lease period with the first lease payment being due on May 1, 2024 and monthly rent ranging from $11,651 to $13,678 through the lease term.