REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 24th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 21, 2017, between Reeds, Inc., a Delaware corporation (the “Company”) and the purchaser signatory hereto (the “Purchaser”).
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.Reed's, Inc. • April 24th, 2017 • 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 the six-month anniversary 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 1,416,667 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).
AMENDMENT NUMBER FIFTEEN TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 24th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters
THIS AMENDMENT NUMBER FIFTEEN TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of April 21, 2017, is entered into between PMC FINANCIAL SERVICES GROUP, LLC, a Delaware limited liability company (“Lender”), and REEDS, INC., a Delaware corporation (“Borrower”), in light of the following:
SECOND LIEN SECURITY AGREEMENTSecond Lien Security Agreement • April 24th, 2017 • Reed's, Inc. • Bottled & canned soft drinks & carbonated waters • New York
This SECOND LIEN SECURITY AGREEMENT, dated as of April 21, 2017 (as amended, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), made by Reed’s Inc., a Delaware corporation (the “Grantor”), in favor of Raptor/Harbor Reeds SPV LLC, a Delaware limited liability company (the “Secured Party”).
COMMON STOCK PURCHASE WARRANT REEDS, INC.Exchange Agreement • 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
