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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ________)*
The RiceX Company
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- --------------------------------------------------------------------------------
(Title of Class of Securities)
762875102
- --------------------------------------------------------------------------------
(CUSIP Number)
John H. Chu, Esq., Chu, Ring & Hazel LLP, 253 Summer Street, Boston, MA 02210,
Tel: 617-443-9800
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
September 10, 1998
-------------------------------------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box [_].
Check the following box if a fee is being paid with the statement [_]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13-d1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE>
SCHEDULE 13D
- ----------------------- ---------------------
CUSIP NO. 762875102 PAGE 2 OF 7 PAGES
- ----------------------- ---------------------
- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Heldomo, A.G.
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
WC, OO
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
5 PURSUANT TO ITEMS 2(d) or 2(e) [_]
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
Switzerland
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SOLE VOTING POWER
7
NUMBER OF 3,181,818
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
None
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING 3,181,818
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
None
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
3,181,818
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12 [_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
12.6%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
CO
- ------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
Page 2 of 7 pages
<PAGE>
3.
ITEM 1. SECURITY AND ISSUER
This Statement relates to the common stock, par value $0.001 per share ("Common
Stock"), of The RiceX Company, a Delaware corporation (the "Issuer"). The
address of the principal executive offices of the Issuer is 1241 Hawks Flight
Court, El Dorado Hills, CA 95762.
ITEM 2. IDENTITY AND BACKGROUND
This Statement is being filed on behalf of Heldomo, A.G. ("Heldomo"), a Swiss
corporation, which has its principal executive offices at 12, Barrer Strasse,
6300 Zug, Switzerland. Heldomo is hereinafter as the "Reporting Entity." The
prinicipal business of the Reporting Entity is investments.
The name, business address, present principal occupation and citizenship of each
executive officer and director of Reporting Entity are set forth in Appendix A
hereto, which is incorporated herein by reference.
To best of its knowledge, none of the Reporting Entity or its respective
directors and executive officers has, during the last five years, been (i)
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors), or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting activities subject to, federal or state securities
laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The aggregate amount of funds of Reporting Entity used to purchase the
securities reported herein in Item 5 were $1,500,000 (inclusive of expenses).
The source of funds used to purchase securities of the Issuer on behalf of
Reporting Entity was $1,500,000 of working capital of the Reporting Entity.
ITEM 4. PURPOSE OF TRANSACTION
On September 10, 1998, the Issuer issued and sold 1,000,000 shares of the Common
Stock to Reporting Entity for $1,500,000. The purpose of the transaction was for
investment. The shares were issued without registration under the Securities Act
of 1933, as amended (the "Act") in reliance upon Regulation S of the Act. Also
in connection with the transaction, Reporting Entity received certain warrants
to purchase up to 1,000,000 shares of the Common Stock. The warrants were
initially exercisable at a price of $1.50 per share during the first year from
the date of issuance and at an exercise price of $1.8125 per share thereafter,
subject to adjustment in certain events.
As a result of certain antidilution rights, as of September 10, 1998, the
Reporting Entity was issued a further 1,181,818 shares of the Common Stock and
the strike price on the warrants was reduced from $1.50 to $.6875 per share.
The information set forth in the response to Item 3 above is incorporated herein
by reference. Except as set forth in this Item 4, neither of the Reporting
Entity, nor any of
<PAGE>
4.
their respective executive officers or directors, has any plans or proposals
that relate to or would result in any of the actions specified in clauses (a)
through (j) of Item 4 of Schedule 13D. Notwithstanding anything to the contrary
contained herein, the Reporting Entity reserves the right to change its present
intentions with respect to the matters described in this paragraph.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The response to Items 3 and 4 is incorporated herein by reference. Pursuant to
Rule 13d-3 of the Securities Exchange Act of 1934, as amended, and as the result
of the initial purchase on September 10, 1998 and the issuance of additional
shares of the Common Stock by the Issuer to Reporting Entity in connection with
the Issuer's anti-dilution adjustment, Reporting Entity purchased 2,181,818
shares of Common Stock and warrants exercisable for 1,000,000 shares of Common
Stock. Accordingly, Reporting Entity was deemed to beneficially own 3,181,818
shares of Common Stock, which constituted approximately 12.6% of the 25,288,338
shares of Common Stock reported to be outstanding by the Issuer in its Quarterly
Report on Form 10-QSB for the fiscal quarter ended September 30, 1999 as
determined under Rule 13d-3 of the Securities and Exchange Commission.
The beneficial ownership by Reporting Entity of Common Stock of the Issuer as of
the date hereof is as follows:
<TABLE>
<CAPTION>
No. of Shares Deemed to be Percentage of Issued and
Reporting Entity Beneficially Owned Outstanding Shares
- ---------------- -------------------------- ------------------------
<S> <C> <C>
Heldomo 3,181,818 12.6%
</TABLE>
Under Section 13(d) of the Securities and Exchange Act of 1934, as amended, and
the rules and regulations thereunder, Dr. H. R. Barth may be deemed to be the
beneficial owner of the shares of the Common Stock beneficially owned by
Reporting Entity. Dr. H. R. Barth does not beneficially own any shares of Common
Stock other than through his interests in Reporting Entity, and he does not have
exclusive voting or dispositive power over any such shares.
The Reporting Entity has not effected any transactions in the Common Stock
during the past 60 days.
The number of shares beneficially owned and the percentage of outstanding shares
represented thereby, for the Reporting Entity, have been computed in accordance
with Rule 13d-3 under the Securities Exchange Act of 1934, as amended. The
percentages of ownership described above are based on the 25,288,338 outstanding
shares of Common Stock reported in the Issuer's Form 10-QSB filed on November
15, 1999.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
The information set forth in the responses to Items 3, 4 and 5 above is
incorporated herein by reference.
<PAGE>
5.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit A Warrants exercisable for 1,000,000 shares of Common Stock.
- ---------
[Remainder of This Page Intentionally Left Blank]
<PAGE>
6.
SIGNATURE
After reasonable inquiry and to the best of the undersigned's knowledge and
belief, the undersigned hereby certify that the information set forth in this
Statement is true, complete and correct.
Dated: December 15, 1999
Heldomo, A.G.
By: /s/ Dr. H.R. Barth
- -------------------------------------------
Name: Dr. H.R. Barth
Title: Director
<PAGE>
7.
APPENDIX A
----------
Directors And Executive Officers
of
Heldomo, A.G.
Name: DR. H.R. Barth, Director
Business Address: Baarer Strasse 12, CH-6300, 2K9, Switzerland
Principal Employment: Lawyer
Name and Address of Employer: Self-Employed
Principal Business of Employer: n/a
Citizenship: Swiss Citizen
<PAGE>
EXHIBIT 99.1
EXHIBIT A
---------
THE WARRANTS REPRESENTED BY THIS CERTIFICATE AND THE SECURITIES ISSUABLE UPON
EXERCISE THEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED (THE "ACT"), AND MAY NOT BE OFFERED OR SOLD EXCEPT (i) PURSUANT TO AN
EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT, (ii) TO THE EXTENT APPLICABLE,
PURSUANT TO RULES 701 AND 144 UNDER SUCH ACT (OR ANY SIMILAR RULE UNDER SUCH ACT
RELATING TO THE DISPOSITION OF SECURITIES), OR (iii) UPON THE DELIVERY BY THE
HOLDER TO THE COMPANY OF AN OPINION OF COUNSEL, REASONABLY SATISFACTORY TO
COUNSEL FOR THE ISSUER, STATING THAT AN EXEMPTION FROM REGISTRATION UNDER SUCH
ACT IS AVAILABLE. THE HOLDER HEREOF MAY NOT ENGAGE IN HEDGING TRANSACTIONS WITH
REGARD TO SUCH SECURITIES UNLESS IN COMPLIANCE WITH THE ACT.
THE TRANSFER OR EXCHANGE OF THE WARRANTS REPRESENTED BY THIS CERTIFICATE IS
RESTRICTED IN ACCORDANCE HEREWITH.
Warrant to Purchase up to
1,000,000 Shares of Common Stock
of The RiceX Company
WHEREAS, reference is made to the subscription Agreement dated September
10, 1998 in which The RiceX Company (the "Company") sold and Heldomo, A.G.
("Investor") purchased 15 Units, each Unit consisting of 66,666.7 shares of
Common Stock and a Warrant to Purchase 66,666.7 shares of Common Stock (the
"Subscription Agreement"); and
WHEREAS, this Warrant shall represent the Warrants referenced in the
Subscription Agreement.
NOW, THEREFORE, the parties agree as follows:
1. Grant.
On the terms and subject to the conditions set forth herein, Investor is
hereby granted the right to purchase, at any time during the Exercise Period (as
herein defined) up to 1,000,000 shares of Common Stock (the "Warrant Shares") of
the Company at the Exercise Price (as defined below and as subject to
adjustment as provided in Article 5 hereof).
<PAGE>
2. Exercise of Warrant.
2.1 Exercise Period. This warrant is exercisable at any time during
---------------
the two (2) year period beginning on the date hereof (the "Exercise Period").
2.2 Exercise. The Warrant may be exercised by payment of the Exercise
--------
Price in cash or by check to the order of the Company, or any combination of
cash or check. Upon surrender of the Warrant Certificate with the annexed
Election to Purchase duly executed, together with payment of the Exercise Price
(as hereinafter defined) for the Warrant Shares purchased, at the Company's
principal offices, Investor (or other registered holder(s) of the Warrant
Certificate) (the "Holder") shall be entitled to receive a certificate or
certificates for the Warrant Shares so purchased. The purchase rights
represented by this Warrant are exercisable at the option of the Holder, in
whole or in part (but not as to fractional Warrant Shares). In the case of the
purchase of less than all the Warrant Shares purchasable under this Warrant,
the Company shall cancel said Warrant upon the surrender thereof and shall
execute and deliver a new Warrant of like tenor for the balance of the Warrant
Shares purchasable thereunder.
2.3 Issuance of Certificates. Upon the exerciser of this Warrant
-------------------------
pursuant to Section 2.2 above, the issuance of certificates for the Warrant
Shares purchased shall be made forthwith (and in any event within three business
days thereafter) without charge to the Holder thereof including, without
limitation, any tax which may be payable in respect of the issuance thereof,
and such certificates shall (subject to the provisions of Article 4 hereof) be
issued in the name of, or in such names as may be directed by, the Holder
thereof; provided, however, that the Company shall not be required to pay any
tax which may be payable in respect of any transfer involved in the issuance and
delivery of any such certificates in a name other than that of the Holders and
the Company shall not be required to issue or deliver such certificates unless
or until the person or persons requesting the issuance thereof shall have paid
to the Company the amount of such tax or shall have established to the
satisfaction of the company that such tax has been paid.
Upon, exercise, in part or in whole, of this Warrant, certificates
representing the Warrant Shares shall bear a legend substantially similar to the
following:
"THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED ("THE ACT"), AND MAY NOT BE OFFERED OR SOLD EXCEPT
(I) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER
THE ACT, (II) TO THE EXTENT APPLICABLE, PURSUANT TO RULE 144
UNDER THE ACT (OR ANY SIMILAR RULE UNDER SUCH ACT RELATING
TO THE DISPOSITION OF SECURITIES), OR (III) UPON THE DELIVERY BY
2
<PAGE>
THE HOLDER TO THE COMPANY OF AN OPINION OF COUNSEL,
REASONABLY SATISFACTORY TO THE ISSUER, STATING THAT AN
EXEMPTION FROM REGISTRATION UNDER SUCH ACT IS AVAILABLE."
3. Restriction on Transfer of Warrants.
Investor, by its acceptance hereof, covenants and agrees that this Warrant
is being acquired as an investment and not with a view to the distribution
thereof, and that neither this Warrant nor, if exercised, any Warrant Shares,
may be offered or sold except (i) pursuant to an effective registration
statement under the Act, (ii) to the extent applicable, pursuant to Rule 144
under the Act (or any similar rule under such Act relating to the disposition of
securities), or (iii) upon the delivery by the Holder to the Company of an
opinion of counsel, reasonably satisfactory to the issuer, stating that an
exemption from registration under such Act is available.
4. Initial and Adjusted Exercise Price.
The initial exercise price of this Warrant per Warrant Share shall be
equal to $1.50 for the first year from the date of this Warrant and at an
exercise price of $1.8125 thereafter. The adjusted exercise price shall be the
price which shall result from time to time from any and all adjustments of the
initial exercise price in accordance with the provision of Article 5 hereof.
4.1 Exercise Price. The term "Exercise Price" herein shall mean the
--------------
initial exercise price or the adjusted exercise price, depending upon the
context.
5. Adjustments of Exercise Price and Number of Warrant Shares.
5.1 Price Protection Adjustment. In the event that the Company, prior
---------------------------
to the expiration this Warrant, issues shares of Common Stock (or options or
warrants to purchase shares of Common Stock) for a consideration per share (or
exercise price) less than $1.50 ("Lower Price"), the Exercise Price shall be
adjusted to the Lower Price (the "Price Protection Adjustment").
5.2 Stock Split, Stock Dividend, Subdivision and Combination. In case
--------------------------------------------------------
the Company shall at any time subdivide or combine the outstanding shares of
Common Stock (including by way of a stock dividend), the Exercise Price shall
forthwith be proportionately decreased in the case of subdivision or increased
in the case of combination. Upon each adjustment of the Exercise Price pursuant
to the provisions of this Section 5.2, the number of Warrant Shares issuable
upon the exercise of this Warrant shall be adjusted to the nearest full Warrant
Share by multiplying a number equal to the Exercise Price in effect immediately
prior to such adjustment by the
3
<PAGE>
number of Warrant Shares issuable upon exercise of the Warrant immediately prior
to such adjustment and dividing the product so obtained by the adjusted Exercise
Price.
5.3 Reclassification, Consolidation, Merger, etc. In case of any
--------------------------------------------
reclassification or change of the outstanding shares of Common Stock (other than
a change in par value to no par value, or from no par value to par value, or as
a result of a subdivision or combination), or in the case of any consolidation
of the Company with, or merger of the Company into, another corporation (other
than a consolidation or merger in which the Company is the surviving corporation
and which does not result in any reclassification or change of the outstanding
shares of Common Stock, except a change as a result of a subdivision or
combination of such shares or a change in par value, as aforesaid), or in the
case of a sale or conveyance to another corporation of the property of the
Company as an entirety, the Holder shall thereafter have the right to purchase
the kind and number of shares of stock and other securities and property
receivable upon such reclassification, change, consolidation, merger, sale or
conveyance as if the Holder were the owners of the Warrant Shares underlying the
Warrant at a price equal to the product of (x) the number of shares of Common
Stock issuable upon conversion of the Warrant Shares and (y) the Exercise Price
prior to the record date for such reclassification, change, consolidation,
merger, sale or conveyance as if such Holder had exercised the Warrant.
5.4 Redemption of Warrant; Redemption of Warrant Shares. Notwithstanding
---------------------------------------------------
anything to the contrary contained in the Warrant or elsewhere, the Warrant
cannot be redeemed by the Company under any circumstances.
5.5 Dividends and Other Distributions with Respect to Outstanding
-------------------------------------------------------------
Securities. In the event that the Company shall at any time prior to the
- ----------
exercise of the Warrant declare a dividend (other than a dividend consisting
solely of shares of Common Stock (which shall be governed by Section 5.2) or a
cash dividend or distribution payable out of current or retained earnings) or
otherwise distribute to its shareholders any monies, assets, property, rights,
evidences of indebtedness, securities (other than shares of Common Stock),
whether issued by the Company or by another person or entity, or any other thing
of value, the Holder of the Warrant shall thereafter be entitled, in addition to
the securities receivable upon the exercise thereof, to receive, upon the
exercise of such Warrant, the same monies, property, assets, rights, evidences
of indebtedness, securities or any other thing of value that he would have been
entitled to receive at the time of such dividend or distribution. At the time
of any such dividend or distribution, the Company shall make appropriate
reserves to ensure the timely performance of the provisions of this Section 5.5.
5.6 Subscription Rights for Shares of Common Stock or Other Securities. In
------------------------------------------------------------------
the case that the Company or an affiliate of the Company shall at any time after
the date hereof and prior to the exercise of the Warrant issue any rights to
<PAGE>
subscribe for shares of Common Stock or any other securities of the Company or
of such affiliate to all the shareholders of the Company, the Holder of the
unexercised Warrant shall be entitled, in addition to the securities receivable
upon the exercise of the Warrant, to receive such rights at the time such rights
are distributed to the other shareholders of the Company.
6. Exchange and Replacement of Warrant Certificates.
This Warrant is exchangeable without expense, upon the surrender hereof by
the registered Holder at the principal executive office of the Company, for a
new Warrant Certificate of like tenor and date representing in the aggregate the
right to purchase the same number of Warrant Shares in such denominations as
shall be designated by the Holder thereof at the time of such surrender.
Upon receipt by the Company of evidence reasonably satisfactory to it of
the loss, theft, destruction or mutilation of the Warrant Certificate, and, in
case of loss, theft or destruction, of indemnity or security reasonably
satisfactory to it, and reimbursement to the Company of all reasonable expenses
incidental thereto, and upon surrender and cancellation of the Warrant, if
mutilated, the Company will make and deliver a new Warrant Certificate of like
tenor, in lieu thereof.
7. Elimination of Fractional Interests.
The Company shall not be required to issue certificates representing
fractions of Warrant Shares upon the exercise of the Warrant, nor shall it be
required to issue scrip or pay cash in lieu of fractional interests, it being
the intent of the parties that all fractional interests shall be eliminated by
rounding any fraction up to the nearest whole number of Warrant Shares.
8. Reservation and Listing of Securities.
The Company shall at all times reserve and keep available out of its
authorized shares of Common Stock, solely for the purpose of issuance upon the
exercise of the Warrant, such number of shares of Common Stock (or other
securities) as shall be issuable upon such exercise or conversion, as the case
may be. The Company covenants and agrees that, upon exercise of the Warrant and
payment of the Exercise Price therefor (if a cash exercise), all shares of
Common Stock issuable upon such exercise shall be duly and validly issued, fully
paid, non-assessable and not subject to the preemptive rights of any
shareholder.
<PAGE>
9. Notices to Warrant Holder.
If, at any time prior to the expiration of the Warrants and their exercise,
any of the following events shall occur:
(a) the Company shall take a record of the holders of its shares of
Common Stock for the purpose of entitling them to receive a dividend or
distribution payable otherwise than in cash, or a cash dividend or distribution
payable otherwise than out of current or retained earnings, as indicated by the
accounting treatment of such dividend or distribution on the books of the
Company; or
(b) The Company shall offer to all the holders of its Common Stock any
additional shares of Common Stock of the Company or securities convertible into
or exchangeable for shares of Common Stock of the Company, or any option, right
or warrant to subscribe therefor; or
(c) a dissolution, liquidation or winding up of the Company (other
than in connection with a consolidation or merger) or a sale of all or
substantially all of its property, assets and business as an entirety shall be
proposed;
then, in any one or more of said events, the Company shall give written notice
to the Holder of such event at least fifteen (15) days prior to the date fixed
as a record date or the date of closing the transfer books for the determination
of the shareholders entitled to such dividend, distribution, convertible or
exchangeable securities or subscription rights, options or warrants, or entitled
to vote on such proposed dissolution, liquidation, winding up or sale. such
notice shall specify such record date or the date of closing the transfer books,
as the case may be. Failure to give such notice or any defect herein shall not
affect the validity of any action taken in connection with the declaration or
payment of any such dividend or distribution, or the issuance of any convertible
or exchangeable securities or subscription right, options or warrants, or any
proposed dissolution, liquidation, winding up or sale.
10. Notices.
All notices, requests, consents and other communications hereunder shall be
in writing and shall be deemed to have been duly made when delivered, or mailed
by registered or certified mail, return receipt requested:
(a) If to the registered Holder of the Warrant, to the address of such
Holder as shown on the books of the Company; or
(b) If to the Company, to the address set forth on the signature page
of this Warrant or to such other address as the Company may designate by notice
to the Holder.
6
<PAGE>
11. Successors.
all the covenants and provisions of this Agreement by or for the benefit
of the Company and the Holder inure to the benefit of their respective
successors and assigns hereunder.
12. Governing Law.
This Warrants shall be deemed to be a contract made under the laws of the
State of California and for all purposes shall be construed in accordance with
the laws of said State.
13. Counterparts.
This Warrant may be executed in any number of counterparts and each of such
counterparts shall for all purposes be deemed to be an original, and such
counterparts shall together constitute but one and the same instrument.
7
<PAGE>
IN WITNESS WHEREOF, the Company has caused this Warrant to be duly executed
under its corporate seal.
Dated: September 10, 1998 THE RICEX COMPANY
[SEAL] By: /s/ Allen J. Simon
---------------------------------
Name: Allen J. Simon
Title: Chief Executive Officer
Attest:
/s/ Karen D. Berriman
- ---------------------------------------
Secretary
ACCEPTED BY AND AGREED TO:
INVESTOR
/s/ Dr. H.R. Barth
- ---------------------------------------
By: Dr. H.R. Barth
-----------------------------------
Its: Director
-----------------------------------
8
