Skyline Builders Group Holding Limited: Senior Unsecured Convertible Note Purchase Agreement

Skyline Builders Group Holding Limited has entered into a senior unsecured convertible note purchase agreement for an offering of $3,000,000 in a private placement. The notes are convertible into class A ordinary shares at a conversion price of $2.40 per share, subject to adjustments. The gross proceeds from the placement are $3,000,000, intended for general working capital. The company also entered into a Placement Agency Agreement with Dominari Securities LLC, compensating them with an 8.0% cash fee and warrants. Additionally, a Registration Rights Agreement mandates the filing of a resale registration statement for the underlying shares. Officers and directors have entered into lock-up agreements, restricting the sale of their shares for 180 days post-registration. The securities have not been registered under the Securities Act and may only be sold under an applicable exemption.