X0306 4 2019-01-18 0 0001629261 Long Blockchain Corp. LBCC 0001751099 Court Cavendish Ltd THE CARE HOUSE, RANDALLS WAY LEATHERHEAD SURREY X0 KT22 7TW UNITED KINGDOM 0 0 1 0 0001751732 Patel Chai C/O COURT CAVENDISH LTD. THE CARE HOUSE, RANDALLS WAY LEATHERHEAD, SURREY X0 KT22 7TW UNITED KINGDOM 0 0 1 0 Common Stock, par value $0.0001 2019-01-18 4 C 0 12723382 0.20 A 13236115 D Convertible Note 0.40 2019-01-18 4 H 0 2250000 D 2017-12-21 2018-12-21 Common Stock 7803312 0 D Convertible Note 0.20 2019-01-18 4 P 0 2290000 A 2019-01-18 2019-12-21 Common Stock 12771455 2290000 D Convertible Note 0.20 2019-01-18 4 C 0 1550000 D 2019-01-18 2019-12-21 Common Stock 12723382 740000 D Warrants 3.00 2019-01-18 4 H 0 100000 D 2017-12-21 2020-12-21 Common Stock 100000 0 D Warrants 0.50 2019-01-18 4 H 0 1200000 D 2018-05-08 2022-05-08 Common Stock 1200000 0 D Warrants 0.20 2019-01-18 4 J 0 1300000 A 2019-01-18 2023-01-17 Common Stock 1300000 1300000 D The reported securities are owned directly by Court Cavendish Ltd., a company incorporated in England and Wales under Company No. 04290684 ("Court Cavendish"), and indirectly by Dr. Chai Patel, as officer, director and majority shareholder of Court Cavendish. Dr. Patel disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein. Court Cavendish has entered into the following arrangements to provide financing to support the working capital requirements of Long Blockchain Corp., a Delaware corporation (the "Issuer"): (i) that certain Loan and Option Agreement, dated as of December 21, 2017 (the "Original Agreement"), (ii) that certain Amended and Restated Loan and Option Agreement, dated as of May 4, 2018 (the "Restated Agreement"), and (iii) that certain Second Amended and Restated Loan and Option Agreement, dated as of January 18, 2019 (the "Second Restated Agreement" and together with the Original Agreement and the Restated Agreement, the "Loans"). As of December 21, 2017, the Issuer had made drawdowns in the aggregate principal amount of $3,000,000, of which $750,000, plus accrued interest thereon, had been converted into shares of common stock, par value $0.0001 per share, of the Issuer (the "Common Stock"). (continued in footnote 3) Upon the closing of the Second Restated Agreement, Court Cavendish converted all principal and any accrued but unpaid interest outstanding in excess of $740,000 into 12,723,382 shares of Common Stock. Interest will accrue monthly, at a rate of 12.5% per annum, and is due and payable, at the Issuer's election, in cash or in shares of the Issuer, valued at $0.20 per share. Court Cavendish has the option, exercisable at any time prior to maturity, to convert the outstanding principal and unpaid accrued interest into Common Stock at a price per share of $0.20 per share. The reported transactions involve the amendment of a convertible note originally issued on December 21, 2017, resulting in the deemed cancellation of the old convertible note and the issuance of a new convertible note for purposes of Section 16. Assumes the conversion of the aggregate principal amount pursuant to the Loans on 1/17/2019. Upon the closing of the Second Restated Agreement, Issuer issued Court Cavendish four-year warrants to purchase 1,300,000 shares of Common Stock at a price of $0.20 per share (the "New Warrants"). The New Warrants amend and restate the terms of the following warrants previously issued to Court Cavendish: (i) three-year warrants to purchase 100,000 shares of Common Stock at a price of $0.50 per share and (ii) four-year warrants to purchase 1,200,000 shares of Common Stock at a price of $0.50 per share (collectively, the "Prior Warrants"). The amendment is reported above as the cancellation of the Prior Warrants and the acquisition of the New Warrants. Court Cavendish cannot convert any portion of the Loans or exercise the New Warrants to the extent that the Issuer does not have a sufficient number of authorized shares of Common Stock to satisfy such conversion or exercise. Court Cavendish, /s/ Catherine Valenti, as Director of Court Cavendish, Ltd 2019-01-23 Dr. Chai Patel, /s/ Chai Patel 2019-01-23