EXHIBIT 10.20

Exhibit 10.20

AMENDED AND RESTATED LINE OF CREDIT AGREEMENT

This AMENDED AND RESTATED LINE OF CREDIT AGREEMENT (this “Agreement”) is made as of September 30, 2026 (the “Restatement Date”), by and between Physicians Capital Management Corporation, a Maryland corporation (the “Borrower”), and Ivie Health Consultants, Inc., a Tennessee corporation (the “Lender”).

RECITALS

A. Borrower and Lender are parties to that certain Line of Credit Agreement effective as of December 1, 2025 (the “Original Agreement”), pursuant to which Lender agreed to make available to Borrower a revolving credit facility in a maximum principal amount of $2,000,000.

B. The Original Agreement and certain promissory notes issued thereunder contain provisions permitting Lender to convert outstanding principal and accrued interest into equity securities of Borrower, including provisions tied to the terms of Borrower’s simple agreements for future equity and a most-favored-nation adjustment (collectively, the “Conversion Provisions”).

C. Borrower and Lender desire to amend and restate the Original Agreement in its entirety to eliminate the Conversion Provisions and provide that all obligations under the Credit Facility are solely monetary indebtedness, payable only in cash, while otherwise continuing the Credit Facility on the terms set forth herein.

D. Borrower has entered into that certain Share Exchange Agreement dated as of June 30, 2026, by and among Public Company Management Corporation, Borrower, Conrad B. Ivie, M.D., and the other parties thereto (as amended from time to time in accordance with its terms, the “Share Exchange Agreement”), and the parties wish to confirm Lender’s consent to the transactions contemplated thereby as provided in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, Borrower and Lender agree as follows:

1. DEFINITIONS; AMENDMENT AND RESTATEMENT

**1.1 Defined Terms. **As used in this Agreement: “Advance” means each loan made by Lender under the Credit Facility; “Business Day” means any day other than a Saturday, Sunday or day on which commercial banks in Tennessee are authorized or required by law to close; “Credit Balance” means, at any time, the aggregate outstanding principal amount of all Advances; “Credit Facility” means the revolving credit facility established under this Agreement; “Credit Note” means any promissory note evidencing an Advance; “Debt” has the meaning set forth in Section 6.4; “Event of Default” has the meaning set forth in Section 7; “Maturity Date” means December 31, 2028; “Maximum Credit Balance” means $2,000,000; and “Obligations” means the Credit Balance, accrued and unpaid interest, and all other monetary obligations of Borrower to Lender under the Loan Documents. “Loan Documents” means this Agreement, each Advance Request, each Credit Note and each other instrument executed to evidence or govern an Advance.

**1.2 Amendment and Restatement. **Effective as of the Restatement Date, this Agreement amends, restates and supersedes the Original Agreement in its entirety. This Agreement is not a novation, repayment or extinguishment of any outstanding Advance or other monetary obligation under the Original Agreement. Each such Advance and monetary obligation remains outstanding and is continued as an Obligation under this Agreement.

**1.3 Existing Credit Notes. **Each Credit Note outstanding on the Restatement Date is hereby amended to eliminate and terminate permanently every right, option, formula, adjustment and other term that permits or requires conversion into, or settlement in, any equity security or equity-linked instrument. If any Credit Note contains a Conversion Provision or otherwise conflicts with this Agreement, this Agreement controls. At Lender’s reasonable request, Borrower shall execute a replacement Credit Note consistent with this Agreement; the failure to execute a replacement note does not preserve or revive any Conversion Provision.

**1.4 No Impairment of Monetary Obligations. **Except for the elimination of the Conversion Provisions and the other express modifications in this Agreement, the execution and delivery of this Agreement do not release, reduce or impair any outstanding principal, accrued interest or other monetary Obligation.

2. CREDIT FACILITY

**2.1 Commitment. **Subject to the terms of this Agreement, Lender may make Advances to Borrower from time to time until the earlier of (a) the Maturity Date and (b) termination of Lender’s commitment under Section 8. The Credit Balance may not exceed the Maximum Credit Balance. Lender has no obligation to make an Advance if an Event of Default or an event that, with notice or lapse of time, would become an Event of Default is continuing, or if Lender disapproves the proposed use of proceeds disclosed in the applicable Advance Request.

**2.2 Revolving Feature. **Borrower may prepay Advances without premium or penalty and, before termination of the commitment, may reborrow amounts repaid, subject in each case to this Agreement. Prior financial accommodations provided by Lender to Borrower may be included in the Credit Balance only with Lender’s written consent and appropriate written evidence.

**2.3 Advance Requests. **Borrower shall request each Advance in writing and identify its proposed use. Lender may approve or reject an Advance Request in its sole discretion and may rely on any request it reasonably believes to be genuine. An approved Advance may be disbursed to Borrower or, with Borrower’s consent, as otherwise directed by Lender.

**2.4 Credit Notes. **At Lender’s reasonable request, each Advance shall be evidenced by a separate commercial promissory note in form reasonably satisfactory to Lender and consistent with this Agreement. The aggregate principal amount of all Credit Notes may not exceed the Maximum Credit Balance.

**2.5 Unsecured Facility. **The Obligations are unsecured. Nothing in this Agreement grants Lender a lien or security interest in any property of Borrower.

3. INTEREST; PAYMENT

**3.1 Interest. **Interest accrues on the daily Credit Balance at a rate of six percent (6.00%) per annum, computed on the basis of the actual number of days elapsed and a 365-day year. Accrued interest is due and payable on the Maturity Date unless earlier paid or accelerated under this Agreement.

**3.2 Default Interest. **After an Event of Default and acceleration of the Obligations, Lender may increase the interest rate applicable to the Credit Balance to eight percent (8.00%) per annum, subject to applicable law.

**3.3 Maturity; Prepayment. **The Credit Balance, all accrued and unpaid interest and all other Obligations are due and payable in full in cash on the Maturity Date, subject to earlier acceleration. Borrower may prepay principal or interest, in whole or in part, at any time without premium or penalty.

**3.4 Cash Payment Only; No Conversion. **All Obligations are solely indebtedness for borrowed money and shall be paid exclusively in lawful money of the United States. Neither Lender nor any other person has, or shall acquire under any Loan Document, any right to convert, exchange or settle any Obligation into or for any capital stock, membership interest, option, warrant, SAFE, convertible security or other equity or equity-linked interest of Borrower, Public Company Management Corporation or any of their respective affiliates. No Obligation is subject to any valuation cap, conversion discount, most-favored-nation provision, anti-dilution adjustment or other equity-linked adjustment.

**3.5 Cancellation of Conversion Rights. **Lender irrevocably relinquishes, cancels and terminates all Conversion Provisions and all rights arising from them, whether accrued, contingent or otherwise, effective as of the Restatement Date. Lender acknowledges that it has no claim to any equity security or equity-linked instrument based on any Advance or Obligation and shall not exercise or assert any such right after the Restatement Date.

4. REPRESENTATIONS AND WARRANTIES

**4.1 Organization and Good Standing. **Borrower is duly organized, validly existing and in good standing under the laws of Maryland and is duly qualified to do business where failure to be so qualified would reasonably be expected to have a material adverse effect on Borrower. Lender is duly formed or organized and validly existing under the laws of Tennessee.

**4.2 Authorization; Enforceability. **The execution, delivery and performance of this Agreement and the Loan Documents are within each party’s power and have been authorized by all necessary action. This Agreement constitutes a legal, valid and binding obligation of each party, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency and similar laws and general principles of equity.

**4.3 No Conflict. **The execution, delivery and performance of this Agreement do not violate either party’s organizational documents or applicable law and do not result in a breach of any agreement binding on that party, except for any breach that has been duly waived.

**4.4 Related-Party Approval. **Borrower acknowledges that Lender is controlled by Conrad B. Ivie, M.D., Borrower’s Chief Executive Officer and controlling stockholder. Borrower represents that its board of directors has reviewed and approved this Agreement and the transactions contemplated hereby in accordance with applicable law and Borrower’s organizational documents.

**4.5 No Prior Conversion. **Lender represents that, before the Restatement Date, it has not delivered an effective conversion notice or otherwise validly exercised any Conversion Provision with respect to any outstanding Obligation.

5. CONDITIONS TO ADVANCES; AFFIRMATIVE COVENANTS

**5.1 Conditions to Advances. **Lender’s obligation to make each Advance is subject to receipt of an Advance Request stating the proposed use; the representations and warranties in this Agreement being true in all material respects; no Event of Default or potential Event of Default continuing or resulting from the Advance; no insolvency or bankruptcy proceeding involving Borrower; and receipt of other customary approvals or documents reasonably requested by Lender.

**5.2 Books and Records; Inspection. **Borrower shall maintain adequate books and records in accordance with generally accepted accounting principles consistently applied and, upon reasonable prior notice during normal business hours, permit Lender or its representatives to inspect Borrower’s material books and records, subject to applicable law and reasonable confidentiality restrictions.

**5.3 Financial Reporting. **Borrower shall furnish Lender (a) annual financial statements within ninety (90) days after each fiscal year end; (b) internally prepared quarterly financial statements within forty-five (45) days after each fiscal quarter end; and (c) other financial information reasonably requested by Lender.

**5.4 Existence; Property; Insurance. **Borrower shall preserve its existence and material rights, maintain material property used in its business in good working order (ordinary wear and tear excepted), and maintain insurance in commercially reasonable types and amounts.

**5.5 Compliance; Taxes. **Borrower shall comply in all material respects with applicable laws and pay taxes and other lawful obligations when due, except amounts contested in good faith by appropriate proceedings for which adequate reserves are maintained.

**5.6 Notices. **Borrower shall promptly notify Lender of any Event of Default, any material litigation, and any material change in Borrower’s name, form of organization or capital structure, except that no notice is required solely for an action expressly consented to under Section 6.8.

**5.7 Further Assurances. **Borrower shall execute and deliver additional instruments reasonably requested by Lender to evidence the Advances, provided that no such instrument may contain any Conversion Provision or otherwise conflict with Section 3.

6. NEGATIVE COVENANTS; BUSINESS COMBINATION CONSENT

So long as any Obligation remains unpaid or Lender has any commitment to make Advances, Borrower shall not, without Lender’s prior written consent:

**6.1 Use of Proceeds. **Use an Advance for a purpose other than the purpose disclosed to and approved by Lender.

**6.2 Guarantees. **Guarantee or become surety for a material obligation of another person, other than obligations incurred in the ordinary course of business or disclosed to Lender in writing.

**6.3 Fundamental Transactions. **Merge or consolidate with another entity, sell all or substantially all of its assets, liquidate or dissolve, or effect a recapitalization or reorganization, except for the Business Combination and related transactions expressly permitted under Section 6.8.

**6.4 Debt. **Create, incur, assume or permit to exist indebtedness for borrowed money that is senior to or pari passu with the Obligations, other than (a) Debt owed to Lender; (b) trade payables and other obligations incurred in the ordinary course; (c) indebtedness existing on the Restatement Date and disclosed to Lender; (d) refinancing indebtedness that does not increase the principal amount or shorten the maturity of the refinanced indebtedness; and (e) indebtedness expressly contemplated by the Share Exchange Agreement or the disclosure schedules thereto. “Debt” includes indebtedness for borrowed money, deferred purchase price obligations, capital lease obligations and guarantees of such indebtedness.

**6.5 Distributions and Affiliate Transactions. **Declare or pay dividends, repurchase equity, or enter into a material transaction with a director, executive officer or affiliate, except transactions (a) in the ordinary course on terms fair to Borrower, (b) approved in accordance with applicable related-party transaction procedures, or (c) contemplated by the Share Exchange Agreement.

**6.6 Charter Amendments. **Amend its organizational documents in a manner materially adverse to Lender’s rights as a creditor, except for amendments contemplated by or necessary to consummate the Business Combination.

**6.7 Change in Management. **Remove, replace or appoint any chief executive officer or a majority of the members of Borrower’s board of directors, except for changes contemplated by or occurring in connection with the Business Combination or approved by Borrower’s board in the ordinary course after completion of the Business Combination.

**6.8 Consent to Business Combination. **Notwithstanding anything in any Loan Document to the contrary, Lender irrevocably consents to (a) the execution, delivery and performance of the Share Exchange Agreement and related documents; (b) the Business Combination and each merger, share exchange, change of control, issuance of securities, charter amendment, board or officer change, recapitalization, reorganization and other action contemplated by or reasonably necessary to consummate the Business Combination; and (c) the continuation of Borrower as a direct or indirect subsidiary of Public Company Management Corporation after the closing. No such action constitutes an Event of Default, potential default, breach or violation of any Loan Document, and Lender waives each consent right under any Loan Document solely to the extent necessary to permit those actions. This consent does not release any monetary Obligation or require Lender to make any additional Advance.

7. EVENTS OF DEFAULT

Each of the following constitutes an “Event of Default”:

**7.1 Nonpayment. **Borrower fails to pay principal when due or fails to pay interest or any other monetary Obligation within ten (10) days after it becomes due.

**7.2 Misrepresentation. **A representation or warranty made by Borrower in a Loan Document was materially incorrect when made.

**7.3 Covenant Breach. **Borrower fails to perform a covenant in Section 6, or fails to perform any other covenant in a Loan Document and the failure continues for ten (10) days after written notice from Lender; provided that the cure period does not apply if the failure is not reasonably capable of cure.

**7.4 Insolvency. **Borrower generally fails to pay debts as they become due, admits in writing its inability to pay debts, makes an assignment for the benefit of creditors, commences or consents to an insolvency proceeding, or becomes subject to an involuntary insolvency proceeding that is not dismissed within sixty (60) days.

**7.5 Judgments. **One or more final judgments for the payment of money in excess of $100,000 in the aggregate (excluding amounts covered by insurance as to which coverage is not disputed) is entered against Borrower and remains unstayed and unsatisfied for thirty (30) consecutive days.

**7.6 Cross-Default. **Borrower defaults in payment of material Debt (other than the Obligations) after expiration of any applicable grace period, or another event occurs that results in acceleration of material Debt before its stated maturity.

**7.7 Excluded Events. **For the avoidance of doubt, no action expressly consented to or permitted under Section 6.8 constitutes an Event of Default.

8. REMEDIES

**8.1 Termination and Acceleration. **Upon an Event of Default, Lender may, by written notice to Borrower, terminate its commitment to make Advances and declare all Obligations immediately due and payable. Upon an Event of Default under Section 7.4, the commitment terminates and all Obligations become immediately due and payable automatically, without notice, demand or presentment.

**8.2 Other Remedies. **Lender may exercise any other remedy available under the Loan Documents or applicable law. All remedies are cumulative. Notwithstanding any other provision of any Loan Document, specific performance, conversion, issuance of securities and any other equity-based remedy are unavailable with respect to the Obligations.

9. MISCELLANEOUS

**9.1 Waivers; Amendments. **No waiver is effective unless in writing and signed by the party granting it. No delay or single exercise of a right waives that or any other right. This Agreement may be amended only by a written instrument signed by Borrower and Lender.

**9.2 Expenses. **Borrower shall reimburse Lender on demand for reasonable, documented out-of-pocket attorneys’ fees and expenses incurred in enforcing or collecting the Obligations after an Event of Default.

**9.3 Successors and Assigns. **This Agreement binds and benefits the parties and their respective successors and permitted assigns. Borrower may not assign its rights or obligations without Lender’s prior written consent, except that Borrower may become a subsidiary of Public Company Management Corporation pursuant to the Business Combination without further consent. Lender may not assign an Obligation to an affiliate of Borrower or to a direct competitor of Borrower without Borrower’s prior written consent, not to be unreasonably withheld, conditioned or delayed.

**9.4 Notices. **Notices must be in writing and are effective when delivered personally, sent by nationally recognized overnight courier, or sent by certified or registered United States mail, return receipt requested, to the recipient’s principal place of business or to another address designated by written notice.

**9.5 Governing Law. **This Agreement and any dispute arising from it are governed by the laws of the State of Tennessee, without regard to conflicts-of-law principles.

**9.6 Entire Agreement; Priority. **The Loan Documents constitute the entire agreement concerning the Credit Facility and supersede all prior or contemporaneous understandings concerning that subject. If a Loan Document conflicts with this Agreement, this Agreement controls. No Loan Document may be construed to create a conversion or equity right prohibited by Section 3.

**9.7 Severability. **If any provision is held invalid or unenforceable, the remaining provisions remain effective, and the invalid provision shall be modified to the minimum extent necessary to make it enforceable while preserving the parties’ intent.

**9.8 Counterparts; Electronic Signatures. **This Agreement may be executed in counterparts, each of which is an original and all of which constitute one instrument. Signatures delivered electronically or in portable document format are effective as originals.

**9.9 Headings; Construction. **Headings are for convenience only. “Including” means “including without limitation.” References to Sections are to sections of this Agreement. This Agreement shall be construed without any presumption against the drafting party.

**9.10 Survival. **Sections 1.2 through 1.4, 3.4, 3.5, 8.2 and 9 survive termination of the commitment and payment of the Obligations to the extent necessary to give them effect.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Restatement Date.

LENDER:

IVIE HEALTH CONSULTANTS, INC.

BORROWER:

PHYSICIANS CAPITAL MANAGEMENT CORPORATION

EXHIBIT A

FORM OF CREDIT NOTE

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FOR VALUE RECEIVED, PHYSICIANS CAPITAL MANAGEMENT CORPORATION, a Maryland corporation (the “Borrower”), promises to pay to the order of IVIE HEALTH CONSULTANTS, INC., a Tennessee corporation (the “Lender”), in lawful money of the United States, the principal sum of [ ] Dollars ($[ ]) (the “Principal Amount”), together with interest and all other amounts payable hereunder, on the terms set forth below.

1. Credit Agreement; Defined Terms. This promissory note (this “Credit Note”) is a Credit Note issued under, and evidences an Advance made pursuant to, the Amended and Restated Line of Credit Agreement dated as of September 30, 2026, between Borrower and Lender (as amended, restated or otherwise modified from time to time, the “Agreement”). Capitalized terms used but not defined in this Credit Note have the meanings given in the Agreement. This Credit Note is a Loan Document. [FOR REPLACEMENT NOTES ONLY: This Credit Note is delivered pursuant to Section 1.3 of the Agreement in replacement of, and amends, restates and supersedes, the Credit Note dated [DATE] in the original principal amount of $[AMOUNT] issued by Borrower to Lender under the Original Agreement (the “Prior Note”). This Credit Note is not a novation, repayment or extinguishment of the indebtedness evidenced by the Prior Note, which remains outstanding and is continued hereunder, and all principal and interest outstanding under the Prior Note as of the Restatement Date are continued as principal and interest hereunder. Every right, option, formula, adjustment and other term of the Prior Note permitting or requiring conversion into, or settlement in, any equity security or equity-linked instrument has been permanently eliminated and terminated, and no such term is preserved or revived by this Credit Note.]

2. Interest. Interest accrues on the outstanding principal balance of this Credit Note from the date of the Advance evidenced hereby at a rate of six percent (6.00%) per annum, computed on the basis of the actual number of days elapsed and a 365-day year. After an Event of Default and acceleration of the Obligations, Lender may increase the interest rate to eight percent (8.00%) per annum, subject to applicable law, as provided in Section 3.2 of the Agreement.

3. Payment; Maturity. The outstanding principal balance of this Credit Note, all accrued and unpaid interest and all other amounts payable hereunder are due and payable in full in cash on December 31, 2028 (the “Maturity Date”), subject to earlier acceleration in accordance with the Agreement. Accrued interest is due and payable on the Maturity Date unless earlier paid or accelerated.

4. Prepayment. Borrower may prepay this Credit Note, in whole or in part, at any time without premium or penalty. Amounts prepaid may be reborrowed only as and to the extent permitted by Section 2.2 of the Agreement.

5. Cash Payment Only; No Conversion. All amounts payable under this Credit Note are solely indebtedness for borrowed money and shall be paid exclusively in lawful money of the United States. Neither Lender nor any holder of this Credit Note has, or shall acquire, any right to convert, exchange or settle any amount payable hereunder into or for any capital stock, membership interest, option, warrant, SAFE, convertible security or other equity or equity-linked interest of Borrower, Public Company Management Corporation or any of their respective affiliates. This Credit Note is not subject to any valuation cap, conversion discount, most-favored-nation provision, anti-dilution adjustment or other equity-linked adjustment. Section 3.4 of the Agreement is incorporated herein by reference.

6. Events of Default; Acceleration. Each Event of Default under the Agreement is an event of default under this Credit Note. Upon an Event of Default, the unpaid principal balance of this Credit Note, all accrued interest and all other amounts payable hereunder may be declared, or shall automatically become, immediately due and payable as provided in Section 8.1 of the Agreement. The remedies of Lender are as set forth in Section 8 of the Agreement, and specific performance, conversion, issuance of securities and any other equity-based remedy are unavailable hereunder.

7. Unsecured. This Credit Note is unsecured. Nothing in this Credit Note grants Lender a lien or security interest in any property of Borrower.

8. Application of Payments. Payments shall be applied first to accrued and unpaid interest and any expenses reimbursable under Section 9.2 of the Agreement, and then to principal. Lender shall record the date and amount of each payment on its books; absent manifest error, those records are evidence of the amounts outstanding, but any failure to record does not limit or affect Borrower’s obligations hereunder.

9. Agreement Controls. This Credit Note is subject to the Agreement. If any provision of this Credit Note conflicts with the Agreement, the Agreement controls. No provision of this Credit Note shall be construed to create a conversion or equity right prohibited by Section 3 of the Agreement.

10. Waivers; Amendments. Borrower waives presentment, demand, protest and notice of dishonor, to the extent permitted by applicable law. No waiver is effective unless in writing and signed by the party granting it, and no delay or single exercise of a right waives that or any other right. This Credit Note may be amended only by a written instrument signed by Borrower and Lender.

11. Assignment. This Credit Note binds and benefits Borrower and Lender and their respective successors and permitted assigns. Lender may not assign this Credit Note except as permitted by Section 9.3 of the Agreement. Borrower’s becoming a subsidiary of Public Company Management Corporation pursuant to the Business Combination does not require Lender’s further consent.

12. Notices. Notices under this Credit Note shall be given in the manner provided in Section 9.4 of the Agreement.

13. Governing Law. This Credit Note and any dispute arising from it are governed by the laws of the State of Tennessee, without regard to conflicts-of-law principles.

14. Severability; Electronic Signatures. If any provision of this Credit Note is held invalid or unenforceable, the remaining provisions remain effective. Signatures delivered electronically or in portable document format are effective as originals.

IN WITNESS WHEREOF, Borrower has executed this Credit Note as of the date first written above.

** **

BORROWER:

PHYSICIANS CAPITAL MANAGEMENT CORPORATION

ACKNOWLEDGED AND ACCEPTED:

IVIE HEALTH CONSULTANTS, INC.

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