COMMON STOCK PURCHASE WARRANT REED’S, INC.Common Stock Purchase Warrant • May 31st, 2023 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on May 25, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reed’s, Inc., a Delaware corporation (the “Company”), up to __________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 5th, 2021 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 5, 2021, between Reed’s, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2022 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 10, 2022, between Reed’s, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2023 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 25, 2023, between Reed’s, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REED’s, INC. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • April 1st, 2019 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ______________, 2019 between REED’s, Inc., a Delaware corporation (the “Company”), and ______________ (“Indemnitee”).
COMMON STOCK PURCHASE WARRANT REEDS, I NC.Common Stock Purchase Warrant • July 14th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [ ] (the “Initial Exercise Date”) and on or prior to the close of business on the [ ] of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reeds, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to that certain Exercise Agreement by and between the Holder and the Company dated July 13, 2017 (“Exercise Agreement”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 24th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 21, 2017, between Reeds, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
COMMON STOCK PURCHASE WARRANT REEDS, INC.Common Stock Purchase Warrant • December 4th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Raptor/Harbor Reeds SPV LLC, a Delaware limited liability company or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after 180 days of the Initial Issuance Date (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reeds, Inc., a Delaware corporation (the “Company”), up to [MINIMUM 750,000] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to that certain Backstop Commitment Agreement by and between the Holder and the Company dated [ ], 2017.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 28th, 2011 • Reeds Inc • Bottled & canned soft drinks & carbonated waters • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 28, 2011, is by and among Reed’s Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 28th, 2011 • Reeds Inc • Bottled & canned soft drinks & carbonated waters • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of ____________, 2011, is by and among Reed’s, Inc., a Delaware corporation (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 5th, 2021 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
REED’S, INC. UNDERWRITING AGREEMENT 13,333,334 Shares of Common StockUnderwriting Agreement • April 16th, 2020 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
Reed’s, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”), an aggregate of 13,333,334 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriter, upon the terms and conditions set forth in Section 4 hereof, up to an additional 2,000,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”.
FORM OF REED’S INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • April 1st, 2024 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
This Indemnification Agreement (“Agreement”), dated as of ________________ is by and between Reed’s, Inc., a Delaware corporation (the “Company”) and ________________ (the “Indemnitee”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 22nd, 2010 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after August 22, 2010 (the “Initial Exercise Date”) and on or prior to the close of business on August 22, 2015 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reed’s Inc., a Delaware corporation (the “Company”), up to ______ shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 31st, 2023 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 25, 2023, between Reed’s, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
REED’S, INC. DEALER-MANAGER AGREEMENTDealer-Manager Agreement • December 12th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
The following will confirm our agreement relating to the proposed rights offering (the “Rights Offering”) to be undertaken by REED’S, Inc., a Delaware corporation (the “Company”), pursuant to which the Company will distribute to holders of record of its common stock, par value $0.0001 per share (the “Common Stock”), subscription rights (the “Rights”) to subscribe for up to an aggregate of 8,000,000 units (the “Units”), each Unit consisting of one share of Common Stock (the “Rights Shares”) and one-half (1/2) of a warrant, with each whole warrant representing the right to purchase one share of Common Stock (the “Rights Warrants”), at a subscription price of $1.75 per Unit in cash (the “Subscription Price”).
Tel. 925.256,9003 FAX 925.256.9021 www.baybizcr.com Mr. Christopher Reed, President. Reed's, Inc. 13000 S. Spring Street Los Angeles, Ca 90061 Re: Line Increase Dear Mr. Reed, The Loan And Security Agreement between Bay Business Credit and Reed's,...Loan and Security Agreement • February 23rd, 2005 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
The Loan And Security Agreement between Bay Business Credit and Reed's, Inc. dated June 2, 2003 shall be amended upon receipt by Bay Business Credit of one copy of this executed amendment and a 1% fee on the amount of the increase.
Exhibit 10.7 Promotional Shares LOCK-IN AGREEMENT This Promotional Shares Lock- In Agreement ("Agreement") is entered into as of the _____ day of December, 2004 by and between Reed's, Inc., a Delaware corporation ("Company"), and...Promotional Shares Lock-in Agreement • February 23rd, 2005 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
Exhibit 10.7(h) LOCK-IN AGREEMENT This Promotional Shares Lock-In Agreement ("Agreement") is entered into as of the 7th day of January, 2005 by and between Reed's, Inc., a Delaware corporation ("Company"), and Mark Harris ("Security Holder"). A. The...Lock-in Agreement • June 21st, 2006 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
COMMON STOCK PURCHASE WARRANT REEDS, INC.Common Stock Purchase Warrant • April 24th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after June 2, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the sixth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reeds, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued to the Holder pursuant to the terms and conditions of that certain Notice, Consent, Amendment, Exchange and Waiver Agreement dated April 19, 2017 (the “Exchange Agreement”) and Securities Purchase Agreement dated Ma
UNDERWRITING AGREEMENTUnderwriting Agreement • September 1st, 2006 • Reeds Inc • Bottled & canned soft drinks & carbonated waters • California
REED’S, INC. WARRANT TO PURCHASE COMMON STOCK **** __________ Shares of Common Stock****Warrant Agreement • September 12th, 2007 • Reeds Inc • Bottled & canned soft drinks & carbonated waters • Delaware
THIS WARRANT CERTIFIES THAT, for value received, _____________, or registered assigns (the “Holder”), is entitled to subscribe for and purchase from Reed’s, Inc., a Delaware corporation (the “Company”), up to and including the number of fully paid and nonassessable shares of common stock, par value $0.0001 per share (the “Common Stock”) of the Company set forth above, at the exercise price of $6.60 per share ( the “Warrant Exercise Price”) (and as adjusted from time to time pursuant to Section 3 hereof), at any time or from time to time from the date first set forth above (the “Issue Date”) and prior to or upon June 15, 2012 (the “Expiration Date”), subject to the provisions and upon the terms and conditions hereinafter set forth:
Christopher J. Reed Chief Executive Officer 13000 South Spring Street Los Angeles, California 90061Placement Agent Agreement • June 3rd, 2016 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Reeds, Inc., a Delaware corporation (the “Company”), that Maxim shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of an aggregate of 692,412 shares of (the “Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”) and warrants to purchase up to 346,206 of the shares of Common Stock (each a “Warrant” and collectively, the “Warrants”). The Shares, the Warrants and the shares of Common Stock underlying the Warrants (the “Warrant Shares”) are hereinafter referred to collectively as the “Securities.” The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that Maxim would have the power or authority to bind th
ContractLease Agreement • August 18th, 2009 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
upon all of the terms, covenants and conditions set forth in this Lease. Unless otherwise provided herein, any statement of size set forth in this Lease, or that may have been used in calculating Rent, is an approximation Which the Parties agree is reasonable and any payments based thereon are not subject to revision whether or not· the actual size is more or less. Note: Lessee is advised to verify the actual size prior to executing this Lease.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 3rd, 2016 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 26, 2016, between Reeds, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REED’S, INC. UNDERWRITING AGREEMENT 11,666,667 Shares of Common StockUnderwriting Agreement • October 23rd, 2019 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
Reed’s, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”), an aggregate of 11,666,667 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriter, upon the terms and conditions set forth in Section 4 hereof, up to an additional 1,750,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”.
REED’S, INC. UNDERWRITING AGREEMENT 18,750,000 Shares of Common StockUnderwriting Agreement • November 23rd, 2020 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
Reed’s, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Roth Capital Partners, LLC is acting as the representative (the “Representative”), an aggregate of 18,750,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 2,812,500 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares”.
ContractSimple Agreement for Future Equity (Safe) • April 1st, 2024 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT.
UNDERWRITERS’ WARRANT AGREEMENTUnderwriters’ Warrant Agreement • September 1st, 2006 • Reeds Inc • Bottled & canned soft drinks & carbonated waters • California
THIS UNDERWRITER’S WARRANT AGREEMENT (the “Agreement”), dated as of [DATE], is made and entered into by and between Reed’s, Inc., a Delaware corporation (the “Company”), and Brookstreet Securities Corporation, a California corporation (“Brookstreet”) and US EURO Securities, Inc., a California Corporation (“US EURO”) (collectively, the “Underwriters” and, once they have received the Warrants, each of them, a “Warrantholder”).
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • December 4th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS WARRANT AGENCY AGREEMENT (this “Agreement”), dated as of _________, 2017, is by and between Reed’s, Inc., a Delaware corporation (the “Company”), and Transfer Online, Inc., as the Warrant Agent (the “Warrant Agent”).
BREWING AGREEMENTBrewing Agreement • April 6th, 2010 • Reeds Inc • Bottled & canned soft drinks & carbonated waters • Pennsylvania
THIS AGREEMENT, is dated and effective as of November 1, 2008 (the “Effective Date”), by and between REED’S, INC. (hereinafter referred to as “Reed’s”), a Delaware corporation having offices at 13000 South Spring Street, Los Angeles, California 90061, and THE LION BREWERY, INC. (hereinafter referred to as “The Lion”), a Pennsylvania corporation having offices at 700 N. Pennsylvania Avenue, Wilkes-Barre, Pennsylvania 18705. Reed’s and The Lion shall be hereinafter referred to as the “Parties”.
COMMON STOCK PURCHASE WARRANT REEDS, INC.Common Stock Purchase Warrant • June 3rd, 2016 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Group LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after June 2, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Reeds, Inc., a Delaware corporation (the “Company”), up to 72,703 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2019 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Connecticut
This Employment Agreement (the “Agreement”) is made and effective as of September 30, 2019 (the “Effective Date”) by and between Reed’s, Inc., a Delaware corporation (“Reed’s” or the “Company”), and Norman E. Snyder (the “Executive”).
BACKSTOP COMMITMENT AGREEMENTBackstop Commitment Agreement • December 12th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • Delaware
THIS BACKSTOP COMMITMENT AGREEMENT (this “Agreement”), dated as of December 6, 2017, is by and between Reed’s, Inc., a Delaware corporation (the “Company”) and Raptor/Harbor Reeds SPV LLC, a Delaware limited liability company (the “Backstop Investor”).
SEPARATION, SETTLEMENT AND RELEASE OF CLAIMS AGREEMENTSeparation, Settlement and Release of Claims Agreement • March 18th, 2020 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • California
This Separation, Settlement and Release of Claims Agreement (“Agreement”) is entered into by and between Reed’s Inc., a Delaware corporation, (the “Employer”) and Stefan Freeman (the “Employee”) (the Employer and the Employee are collectively referred to herein as the “Parties”) as of November 22, 2019 (the “Execution Date”). Employee and Employer are parties to that certain Employment Agreement effective October 4, 2017 (“Employment Agreement”). This Agreement amends, supersedes and replaces in its entirety the Employment Agreement.
