EXHIBIT 10.6

 

 

July __, 2026

 

VisionWave Holdings, Inc.

300 Delaware Ave., Suite 210 # 310
Wilmington, DE 19801
Attn: Doug Davis
E-mail: ddavis@vwav.inc

 

Re:Extension of Maturity Date

 

Dear Mr. Davis:

 

Reference is made to the (i) Promissory Note in the original principal amount of $3,000,000 issued by VisionWave Holdings, Inc. (the “Company”) to YA II PN, Ltd. (the “Holder”) on July 25, 2025, and (ii) the Promissory Note issued by the Company to the Holder in the original principal amount of $2,000,000 issued on September 11, 2025 (collectively, the “Notes”). Capitalized terms not otherwise defined herein shall have the meanings given to them in the Notes.

 

Pursuant to the Notes, the Maturity Date may be extended at the option of the Holder. This letter shall constitute the written notice by YA II PN, Ltd as the Holder of the Notes, of its election to extend the Maturity Date of the Notes to January 25, 2027.

 

  Very truly yours,
     
  YA II PN, LTD.
     
  By: Yorkville Advisors Global, LP
  Its: Investment Manager
     
  By: Yorkville Advisors Global II, LLC
  Its: General Partner
     
    By: /s/Matt Beckman
    Name: Matt Beckman
    Title: Member

  

ACKNOWLEDGED AND AGREED:

VISIONWAVE HOLDINGS, INC.

 

By: /s/ Douglas Davis  
Name: Douglas Davis  
Title: Chief Executive Officer