Re: Carbyne warrants

Dear Nikolajs and Darren,

First - just to refresh your memory, please allow me to provide some details on this round.

At the time of the initial investment in Carbyne Ltd. (formerly Reporty Ltd.), SUM (E.B.) Limited Partnership received Warrants to purchase additional 61,251 Preferred A Shares of Carbyne for an aggregate exercise price of US$ 3,500,000.

Per the last cap table that we have from Carbyne, the exercising of these Warrants will increase the holdings % of SUM in Carbyne - from about 13% to about 26.33%, on a fully diluted basis.

The Warrant(s) are valid until the end of March, 2019 and SUM have decided (through its General Partner), to exercise these Warrants, as soon as possible.

Pursuant to SUM's partnership agreements, your clients, as limited partners with preference right, have the right to contribute their share to the exercise price of the Warrants.

Limited Partner
Preferred Right
Carbyne's Warrants exercise price (rounded)
Expenses Aggregate amount to transfer:
Southern Trust Inc.
66.67%
2,333,333
66,667
2,400,000
Montilla International Corporation
1,166,667
33,333
100.00%
3,500,000
100,000
3,600,000

All amount in US Dollars.

Wire Instructions (to the bank account of SUM's general partner (Ergo (E.B. 2014) Ltd.)):

Name of Account: Ergo (E.B. 2014) Ltd.
Account #:
IBAN:

Should you have any question or need more clarifications/information please contact me.

Tomer Toor, Partner
Furth, Wilensky, Mizrahi, Knaani - Law Offices

1 Azrieli Center, Round Tower
Tel-Aviv, Israel

Hi Darren and Nikolajs (who asked me separately the same thing),

Please note that we need to close this transfer this week.

Thanks,

Thank you Tomer. I am on it. Is there paperwork on our end to evidence the transfer?

Sent from my iPhone. Please excuse the typos.

Thank you Tomer, Kind regards

Dear Darren, Nikolajs,

First this is to confirm to you both that the requested fund ($3.6m) were received in Ergo's account. Thank you for all of your cooperation so far.

At this stage we are dealing with the (tedious) requests of the bank to provide further information and explanation for its own anti money laundry regulations.

We were asked to provide details of:

2. Recommendation letter from the transferring bank of each limited partner.

Kindly inform us if you can provide (separately if you want to) the response to these requests, as soon as you can, hopefully by tomorrow.

All the best,

Tomer Toor, Partner
Furth, Wilensky, Mizrachi, Knaani - Law Offices

1 Azrieli Center, Round Tower
Tel-Aviv 6701101, Israel

The image is a forwarded email.

Jeff,

That's the Israeli banks paranoia after they paid the penalties they've paid to the US authorities for past mistakes. According to our experience it was never leaked out of the banks. Just kept with them as an insurance policy. We have to follow on it. On a minimal but satisfying base. Best EB

Sent from my iPhone