FIRST AMENDMENT
TO
COMMON STOCK WARRANT
OF
DYADIC INTERNATIONAL, INC.
This FIRST AMENDMENT (this "First Amendment") is made and entered into as
of the 19th day of August, 2004 by and between Dyadic International, Inc., a
Florida corporation (the "Company"), and X ("X").
RECITALS:
A. The Company and X are parties to that certain Common Stock Warrant (the
"Warrant"), pursuant to which the Company granted X the right to purchase shares
of Common Stock, no par value, of the Company ("Shares"). All capitalized terms
used but not otherwise defined herein shall have the meanings given such terms
in the Warrant.
B. X is the holder of the Warrant and has not made any assignment of any
of his rights thereunder or interest therein.
C. The Warrant was granted in consideration for X's participation in a
revolving loan facility for the Company evidenced by that certain $3.0 million
revolving note (as amended, the "Note").
D. To facilitate the Company's ability to raise additional capital for
ongoing operations, the Company and X have agreed (a) that the maturity date of
the Note be extended from January 1, 2005 to January 1, 2007 and (b), that in
consideration for such extension, the exercise price of the Warrant be reduced
to Three Dollars and Thirty Three Cents ($3.33) per Share.
AGREEMENT
NOW THEREFORE, in consideration of the foregoing Recitals, and other good
and valuable consideration the receipt and sufficiency of which are hereby
mutually and expressly acknowledged, the parties hereto agree as follows:
1. Incorporation of Recitals. The above Recitals are incorporated in this
First Amendment by this reference and the parties acknowledge them as true and
accurate.
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2. Amendment of the Warrant. The Warrant is hereby amended by deleting the
introductory paragraph of the Warrant in its entirety and replacing it with the
following:
"For value received, Dyadic International, Inc., a Florida corporation
(the "Company") hereby certifies that X (the "Holder") or his assign(s) is
entitled to purchase from the Company, at any time or from time to time during
the Exercise Period (as defined below), in whole or in part, up to _________
shares of Common Stock, no par value, of the Company, at the price per share
equal to $3.33 (the "Exercise Price")."
3. Effect of First Amendment. Except as specifically amended by this First
Amendment, the Warrant shall continue in full force and effect in accordance
with its original terms, and all references to the Warrant in any document,
letter, certificate, the Warrant itself, or any communication issued or made
pursuant to or with respect to the Warrant, shall be deemed to refer to the
Warrant as amended pursuant to this First Amendment.
4. Counterparts. This First Amendment may be signed in multiple
counterparts, each of which shall be deemed to be an original and all of which,
taken together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, the Company and X have executed this First Amendment
as of the date first above-written.
DYADIC INTERNATIONAL, INC.
a Florida corporation
By:
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Name: Xxxx X. Xxxxxxxx
Its: CEO
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X
