X0202 3 2007-12-06 0 0000722567 CAPRIUS INC CAPS.OB 0001281446 GREAT POINT PARTNERS LLC 165 MASON STREET 3RD FLOOR GREENWICH CT 06830 0 0 1 0 0001239607 JAY JEFFREY R 165 MASON STREET 3RD FLOOR GREENWICH CT 06830 0 0 1 0 0001397513 KROIN DAVID 165 MASON STREET 3RD FLOOR GREENWICH CT 06830 0 0 1 0 Class F Convertible Preferred Stock .60 2007-12-06 Common Stock 2543400 I By Biomedical Value Fund, L.P. Class F Convertible Preferred Stock .60 2007-12-06 Common Stock 2166600 I By Biomedical Offshore Value Fund, Ltd. Warrant .80 2007-12-06 2012-12-06 Common Stock 1017360 I By Biomedical Value Fund, L.P. Warrant .80 2007-12-06 2012-12-06 Common Stock 866640 I By Biomedical Offshore Value Fund, Ltd. There is no expiration date. On December 6, 2007, Biomedical Value Fund, L.P. ("BMVF") acquired 25,430 shares of Class F Convertible Preferred Stock of the issuer, which shares are convertible into 2,543,400 shares of Common Stock of the issuer. The conversion price is subject to adjustment for certain dilutive issuances. Great Point Partners, LLC ("Great Point") is the investment manager of BMVF and by virtue of such status may be deemed to be the beneficial owner of the shares held by BMVF. Dr. Jeffrey R. Jay, M.D., as senior managing member of Great Point ("Dr. Jay"), has voting and investment power with respect to the shares held by BMVF and may be deemed to be the beneficial owner of the shares held by BMVF. Great Point and Dr. Jay disclaim beneficial ownership of the shares held by BMVF, except to the extent of any pecuniary interest, and this report shall not be deemed to be an admission that they are the beneficial owners of such securities. On December 6, 2007, By Biomedical Offshore Value Fund, Ltd. ("BOVF") acquired 21,666 shares of Class F Convertible Preferred Stock of the issuer, which shares are convertible into 2,166,600 shares of Common Stock of the issuer. Great Point is the investment manager of BOVF and by virtue of such status may be deemed to be the beneficial owner of the shares held by BOVF. Dr. Jay, as senior managing member of Great Point, has voting and investment power with respect to the shares held by BOVF and may be deemed to be the beneficial owner of the shares held by BOVF. Great Point and Dr. Jay disclaim beneficial ownership of the shares held by BOVF, except to the extent of any pecuniary interest, and this report shall not be deemed to be an admission that they are the beneficial owners of such securities. The number of shares issuable upon exercise of the warrants is subject to adjustment for the capital reorganization or reclassification of the capital stock of the issuer, consolidation or merger of the issuer with another corporation in which the issuer is not the survivor or sale, transfer or other disposition of all or substantially all of the issuer's assets to another entity. The exercise price of the warrant is subject to adjustment for dividends, distributions, subdivisions, reclassifications and issuances with respect to the issuer's common stock. /s/ Dr. Jeffrey R. Jay, M.D. Its: Senior Managing Member 2007-12-17 /s/ Dr. Jeffery R. Jay, M.D. 2007-12-17 /s/ Mr. David Kroin 2007-12-17