WARRANT AGREEMENT RICEBRAN TECHNOLOGIES and AMERICAN STOCK TRANSFER & TRUST COMPANY WARRANT AGREEMENT Dated as of December 18, 2013Warrant Agreement • December 18th, 2013 • RiceBran Technologies • Grain mill products • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 18, 2013, is by and between Ricebran Technologies, a California corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
RICEBRAN TECHNOLOGIES UNDERWRITING AGREEMENTUnderwriting Agreement • December 18th, 2013 • RiceBran Technologies • Grain mill products • New York
RiceBran Technologies, a California corporation (the “Company”), confirms its agreement, subject to the terms and conditions set forth herein, with each of the underwriters listed on Schedule A hereto (collectively, the “Underwriters”), for whom Maxim Group LLC is acting as representative (in such capacity, the “Representative”), to sell and issue to the Underwriters an aggregate of 1,714,286 shares (the “Shares”) of common stock, no par value per share, of the Company (the “Common Stock”), together with warrants to purchase an aggregate of 1,714,286 shares of Common Stock at an exercise price equal to $6.55 per share (each a “Warrant” and collectively, the “Warrants”). Each Share shall be accompanied by a Warrant to purchase one additional share of Common Stock.
