REED’S, INC.Dealer-Manager Agreement • June 23rd, 2009 • Reeds 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”) as set forth in the Company’s S-1 Rights Offering first filed with the Securities and Exchange Commission (the “Commission”) on January 23, 2009, and as amended on Form S-3 on May 4, 2009 to subscribe for and purchase shares of the Company’s Series B Convertible Preferred Stock (the “Rights Shares”), at a subscription price equal to $10.00 per Right in cash (the “Subscription Price”).
PRELIMINARY SUBSCRIPTION AGREEMENTPreliminary Subscription Agreement • June 23rd, 2009 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
AMENDMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 23rd, 2009 • Reeds Inc • Bottled & canned soft drinks & carbonated waters
THIS AMENDMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of June 11, 2009, is entered into between FIRST CAPITAL WESTERN REGION, LLC (“Lender”), and REED’S, INC., a Delaware corporation (“Borrower”), in light of the following facts:
