Midwest Holding Inc. issued a $1 million senior secured convertible promissory note to Xenith Holdings LLC in connection to a loan, stock and note purchase agreement struck in May.

The note is scheduled to mature April 20, 2028. It will bear interest of 4% per year, payable quarterly. Accrued interest of another 4% per year is also payable upon maturity.

Xenith can convert the outstanding principal balance of the note to 48,569,650 Midwest voting common shares.

The note is collateralized by shares of Midwest's subsidiary, American Life and Security Corp. An event of default by Midwest, such as failure to pay interest, will give Xenith the right to foreclose on the collateral.

Xenith also agreed to waive a requirement in the loan agreement that before additional loans are made, Midwest must secure shareholder approval for an amendment to its articles of incorporation that would raise the number of authorized common voting shares.