COMMON STOCK PURCHASE WARRANT RICEBRAN TECHNOLOGIESRiceBran Technologies • June 7th, 2024 • Grain mill products
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, FUNICULAR FUNDS, LP 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 4, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June 4, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from RiceBran Technologies, a California corporation (the “Company”), up to 625,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock, no par value (the “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 • June 7th, 2024 • RiceBran Technologies • Grain mill products • New York
Seventh Amendment, Consent and Waiver to the Agreement for Purchase and SaleLetter Agreement • June 7th, 2024 • RiceBran Technologies • Grain mill products • Texas
WHEREAS, as an accommodation to Sellers, Purchaser has agreed to an amendment dated as of June 4, 2024 (the “First Amendment to Intercreditor Agreement”) to that certain Intercreditor and Subordination Agreement dated December 1, 2023 by and among Sellers, Purchaser and Funicular Funds, LP, a Delaware limited partnership (“FFLP”) pursuant to which Purchaser consents to the subordination by Purchaser of that certain Secured Promissory Note dated as of June 4, 2024 in the amount of $500,000 executed by Ricebran Technologies in favor of FFLP (the “Note”); and
REGISTRATION RIGHTS AGREEMENT by and among RICEBRAN TECHNOLOGIES and THE PURCHASER PARTY HERETO Dated as of June 4, 2024Registration Rights Agreement • June 7th, 2024 • RiceBran Technologies • Grain mill products • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of June 4, 2024, by and between RiceBran Technologies, a California corporation (the “Company”), and the undersigned purchaser (together with its successors and assigns, the “Purchaser”). Capitalized terms used but not defined elsewhere herein are defined in Exhibit A. The Purchaser and any other party that may become a party hereto pursuant to Section 4.1 are referred to collectively as the “Holders” and individually each as a “Holder.”
