SEC Form 4 · accession 0001144204-16-140661

CADIZ INC · CDZI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Water Asset Management LLC

10% Owner

Period of report

Nov 29, 2016

Accepted (ET)

Dec 21, 2016 · 2:58 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000727273

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Nov 29, 2016	J	11,561	—	A	2,672,551	I	See footnote
Common Stock^F1,F2	Nov 30, 2016	J	1,495	—	A	2,674,046	I	See footnote
Common Stock^F2	Dec 19, 2016	P	56,600	$10.91	A	2,730,646	I	See footnote
Common Stock^F2	Dec 20, 2016	P	17,200	$11.01	A	2,747,846	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrants to purchase Common Stock^F1,F2,F3	$0.01	Nov 29, 2016	J	11,561	A	Nov 29, 2016	—	Common Stock	11,561	11,561	I

Explanation of responses

F1The shares of common stock and warrants to purchase shares of common stock were issued in connection with that certain Fifth Amendment to the Amended and Restated Credit Agreement, dated as of November 29, 2016 (the "5th Amendment Effective Date"), by and among Cadiz, Inc. and Cadiz Real Estate LLC, as borrowers, WPI-Cadiz Farm CA, LLC, an affiliate of the Reporting Person, as a lender, the other lenders party thereto, and Wells Fargo Bank, National Association, as agent (the "Agent"), which amended that certain Amended and Restated Credit Agreement (as amended through the 5th Amendment Effective Date, the "Credit Agreement") attached to that certain Amendment Agreement, dated as of October 30, 2013, by and among Cadiz, Inc., Cadiz Real Estate LLC, LC Capital Master Fund, Ltd., the lenders party thereto and the Agent.
F2The securities reported herein are directly held by investment funds and/or managed accounts for which the Reporting Person serves as investment manager. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of its pecuniary interest therein.
F3Warrant is exercisable commencing on the 180th day following the 5th Amendment Effective Date if any principal or interest amounts are then-outstanding under the Credit Agreement (the "Initial Exercise Date"). Warrant expires on November 29, 2021, subject to extension in certain circumstances in accordance with the terms of the Warrant; provided, however, if no principal and interest are outstanding under the Credit Agreement on the Initial Exercise Date, the Warrant shall expire on the Initial Exercise Date.