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Edible Garden AG Enters Inducement Agreement With Existing Warrant Holder To Exercise 999,600 Warrants At Reduced Price Of $3.50 Per Share In Exchange For Issuance Of 1.99M New Unregistered 5-Year Warrants

Author: Benzinga Newsdesk | May 21, 2025 08:42am

On May 21, 2025, Edible Garden AG Incorporated, a Delaware corporation (the "Company"), entered into an inducement letter agreement (collectively, the "Inducement Letter Agreement") with an institutional investor and existing holder (the "Holder") of (i) Class A warrants to purchase 333,200 shares of the Company's common stock, par value $0.0001 per share (the "Common Stock") issued on September 30, 2024 (the "September 2024 Warrants"), (ii) Class A warrants to purchase 333,200 shares of Common Stock issued on December 23, 2024 (the "December 2024 Class A Warrants") and (iii) Class B warrants to purchase 333,200 shares of Common Stock issued on December 23, 2024 (the "December 2024 Class B Warrants" and collectively with the September 2024 Warrants and the December 2024 Class A Warrants, the "Existing Warrants").The Existing Warrants had original exercise prices of $9.00 per share, and became exercisable immediately following issuance.

  

The issuance of the shares of Common Stock upon exercise of the September 2024 Warrants is registered  pursuant to a registration statement on Form S-1, as amended (File No. 333-281957), which was declared effective by the Securities and Exchange Commission (the "SEC") on September 27, 2024. The issuance of the shares of Common Stock upon exercise of the December 2024 Class A Warrants and December 2024 Class B Warrants is registered pursuant to a registration statement on Form S-3, as amended (File No. 333-284360), which was declared effective by the SEC on January 31, 2025.

 

Pursuant to the Inducement Letter Agreement, the Holder agreed to exercise the Existing Warrants for cash at a reduced exercise price of $3.50 per share in consideration for the Company's agreement to issue new unregistered five-year warrants to purchase up to an aggregate of 1,999,200 shares of Common Stock at an exercise price of $3.50 per share (the "New Warrants"). The New Warrants will be immediately exercisable upon issuance and have a term of five years from the initial exercise date.

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