Current Report Filing (8-k)
April 01 2022 - 3:35PM
Edgar (US Regulatory)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 28, 2022
REED’S,
INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-32501 |
|
35-2177773 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
201
Merritt 7 Corporate Park
Norwalk, Connecticut 06851
(Address
of principal executive offices and zip code)
Not
applicable
(Former
name or former address if changed since last report)
Registrant’s
telephone number, including area code: (310) 217-9400
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item
1.01 Entry into a Material Definitive Agreement
On
March 28, 2022, the Company entered into a financing agreement with Alterna Capital Solutions, LLC (“ACS”), for a line of
credit to replace its existing credit facility with Rosenthal & Rosenthal, Inc. The ACS line of credit is for a term of 3 years and
provides for borrowings of up to $13,000. Borrowings are based upon eligible accounts receivable and inventory. Inventory collateral
is set to a maximum of 100% of eligible accounts receivable. An over advance rider is in place which provides for up to $400 of additional
borrowing beyond those amounts.
Borrowings
under the ACS financing agreement bear interest of prime plus 4.75% but not less than 8.0% on receivables. Borrowings based on inventory
bear an interest of prime plus 5.25% but not less than 8.5%. The additional over advance rider bears a rate of prime plus 12.75%, but
not less than 16.00%. Additionally, the line of credit is subject to monthly monitoring fee of $1 with a minimum usage requirement on
the credit facility. A loan balance of less than $1,500 will bear interest at a rate in line with account receivables advances
plus the monthly monitoring fee of $1.
The
Company incurred $503 of direct costs of the transaction, consisting primarily of broker, bank and legal fees. These costs have been
capitalized and are being amortized over the 3-year life of the ACS agreement.
The
line of credit is secured by eligible accounts receive and inventory of the Company.
The
transaction closed on March 31, 2022, upon payoff in full by ACS of the credit facility with Rosenthal & Rosenthal, Inc.
The
description of the ACS line of credit contained herein does not purport to be complete and is qualified in its entirety by reference
to the complete text of the agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal
period ending December 31, 2021. The Annual Report is expected to be filed on or about April 14, 2022.
*dollar amounts are in thousands
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
disclosures set forth in Item 1.01 are incorporated herein by reference.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
|
REEDS,
INC., |
|
a
Delaware corporation |
|
|
|
Dated:
April 1, 2022 |
By: |
/s/
Thomas J. Spisak |
|
|
Thomas
J. Spisak |
|
|
Chief
Financial Officer |
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