Enphys Acquisition Corp. announced a private placement of a non-convertible Third Extension Note and a non-convertible Operating Expense Promissory Note to Enphys Management Company, LLC in the principal amount of $300,000 and up to $300,000, respectively for a gross proceeds of $600,000 on June 5, 2024. The issuance of the both Third Extension Note and Operating Expense Promissory Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

Under the terms of the Operating Expense Promissory Note, the principal of this Note may be drawn down from time to time prior to the Maturity Date upon request from Maker to Payee. Each Drawdown Request must state the amount to be drawn down, and must not be an amount less than Ten Thousand U.S. Dollars ($10,000) unless agreed upon by Maker and Payee. Payee shall fund each Drawdown Request no later than three (3) business days after receipt of a Drawdown Request; provided, however, that the maximum amount of drawdowns outstanding under this Note at any time may not exceed Three Hundred Thousand U.S. Dollars ($300,000).

No fees, payments or other amounts shall be due to Payee in connection with, or as a result of, any Drawdown Request by Maker. The interest rate applicable to drawdowns pursuant to the Operating Expense Promissory Note is equal to 12% per annum and no interest payable on Third Extension Note.