International Land Alliance, Inc. entered into a Securities Purchase Agreement with an accredited investor, issuing a convertible promissory note with aggregate principal up to $385,000 and a warrant for 48,125 common shares.
The note carries an original discount of $35,000, accrues 10% annual interest, matures 12 months from issuance, and is convertible at the lesser of $6.00 per share or 65% of the lowest traded price over the 20 trading days before conversion. The warrant has a $10.00 exercise price, a five‑year term, and allows cashless exercise. Shares issuable under the note and warrant have registration rights, and the securities were issued as unregistered offerings under Section 4(a)(2) and Rule 506 of Regulation D to accredited investors.
International Land Alliance, Inc. reported higher activity but deeper losses for the quarter ended March 31, 2026. Net revenues and lease income rose to $956,836 from $548,624, yet the company posted a net loss of $2,736,645 versus $958,806 a year earlier as general and administrative expenses climbed sharply.
Cash was only $15,635 with current assets of $691,556 against current liabilities of $22,043,979, creating a large working capital deficit. The balance sheet shows significant debt, including $7,287,198 of convertible notes (net of discounts) and a derivative liability of $1,679,998. Management discloses substantial doubt about the company’s ability to continue as a going concern due to ongoing losses, heavy leverage and dependence on new financing and land sales.