Reborn Coffee Files 2023 Annual Report Amendment

TL;DR

Reborn Coffee filed its amended 2023 10-K on July 8th. Old name was CAPAX INC.

AI Summary

Reborn Coffee, Inc. filed an amendment (10-K/A) to its annual report for the fiscal year ended December 31, 2023. The filing, submitted on July 8, 2024, pertains to the company's operations and financial status. Reborn Coffee, Inc. was formerly known as CAPAX INC. and changed its name on May 30, 2017.

Why It Matters

This amendment provides updated or corrected information for Reborn Coffee's 2023 fiscal year, which is crucial for investors to assess the company's financial health and performance.

Risk Assessment

Risk Level: low — This filing is an amendment to a previous report and does not introduce new material risks.

Key Numbers

• 2023 — Fiscal Year End (The report covers the fiscal year ending December 31, 2023.)
• 20240708 — Filing Date (This amendment was filed on July 8, 2024.)

Key Players & Entities

• Reborn Coffee, Inc. (company) — Registrant
• CAPAX INC. (company) — Former company name
• 20231231 (date) — Fiscal year end
• 20240708 (date) — Filing date
• 580 N. BERRY STREET (address) — Principal executive offices
• BREA, CA (address) — Principal executive offices location
• 92821 (zip_code) — Principal executive offices zip code
• 714-784-6369 (phone_number) — Business phone number

FAQ

Key Financial Figures

• $0.0001 — ich registered Shares of Common Stock, $0.0001 par value per share REBN The Nasdaq Sto
• $5.00 — mon stock at a public offering price of $5.00 per share, generating gross proceeds of
• $7,200,000 — per share, generating gross proceeds of $7,200,000. Net proceeds from the IPO was approxim
• $6.2 million — proceeds from the IPO was approximately $6.2 million after deducting underwriting discounts
• $998,000 — ther offering expenses of approximately $998,000. The Company had granted the underwrit
• $458,000 — of 2023, generated AUV of approximately $458,000. In 2023, we generated approximately $
• $5.5 million — 0. In 2023, we generated approximately $5.5 million of revenue, $4.7 million of net loss, a
• $4.7 million — approximately $5.5 million of revenue, $4.7 million of net loss, a net loss margin of -82.5
• $4.3 million — ss margin of -82.5%, and approximately -$4.3 million of Adjusted EBITDA, a non-GAAP financia
• $3.2 million — 7%. In 2022, we generated approximately $3.2 million of revenue, $3.6 million of net loss, a
• $3.6 million — approximately $3.2 million of revenue, $3.6 million of net loss, a net loss margin of –109.
• $3.3 million — s margin of –109.3%, and approximately -$3.3 million of Adjusted EBITDA, a non-GAAP financia
• $48.7 billion — in the United States is expected to be $48.7 billion. This is expected to grow due to a shif

Filing Documents

• ea0208927-10ka1_reborncoffee.htm (10-K/A) — 1177KB
• ea020892701ex21-1_reborn.htm (EX-21.1) — 3KB
• ea020892701ex31-1_reborn.htm (EX-31.1) — 11KB
• ea020892701ex31-2_reborn.htm (EX-31.2) — 11KB
• ea020892701ex32-1_reborn.htm (EX-32.1) — 4KB
• ea020892701ex32-2_reborn.htm (EX-32.2) — 4KB
• 0001213900-24-059849.txt ( ) — 5708KB
• rebn-20231231.xsd (EX-101.SCH) — 59KB
• rebn-20231231_cal.xml (EX-101.CAL) — 48KB
• rebn-20231231_def.xml (EX-101.DEF) — 253KB
• rebn-20231231_lab.xml (EX-101.LAB) — 436KB
• rebn-20231231_pre.xml (EX-101.PRE) — 247KB
• ea0208927-10ka1_reborncoffee_htm.xml (XML) — 568KB

Business

Business 1 Item 1A.

Risk Factors

Risk Factors 7 Item 1B. Unresolved Staff Comments 33 Item 1C. Cybersecurity 33 Item 2.

Properties

Properties 34 Item 3.

Legal Proceedings

Legal Proceedings 34 Item 4. Mine Safety Disclosures 34 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 35 Item 6. [Reserved] 35 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 35 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 42 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 42 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures 42 Item 9A.

Controls and Procedures

Controls and Procedures 42 Item 9B. Other Information 43 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 43 PART III Item 10. Directors, Executive Officers and Corporate Governance 44 Item 11.

Executive Compensation

Executive Compensation 48 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 51 Item 13. Certain Relationships and Related Transactions, and Director Independence 52 Item 14. Principal Accounting Fees and Services 53 PART IV Item 15. Exhibits, Financial Statement Schedules 54 Item 16. Form 10-K Summary 55

SIGNATURES

SIGNATURES 56 i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended, (the "Exchange Act") that are based on our management's beliefs and assumptions and on information currently available to management, and which statements involve substantial risk and uncertainties. All statements contained in this Annual Report on Form 10-K other than statements of historical fact, including and objectives for future operations are forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential," or "continue" or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. These risks and uncertainties include, among other things, risks related to: the COVID-19 pandemic and its impact on our business, operations, and the markets and communities in which we and our customers operate; our inability to successfully identify and secure appropriate sites and timely develop and expand our operations; our inability to protect our brand and reputation; our dependence on a small number of suppliers; our inability to protect against security breaches of confidential customer information; our expectations regarding our future operating and financial performance; the size of our addressable markets, market share, an

Business

Item 1. Business Corporate History and Background Reborn Coffee, Inc. ("Reborn") was incorporated in the State of Florida in January 2018. In July 2022, Reborn was migrated from Florida to Delaware, and filed a certificate of incorporation with the Secretary of State of the State of Delaware having the same capitalization structure as the Florida predecessor entity. Reborn has the following wholly owned subsidiaries: Reborn Global Holdings, Inc. ("Reborn Holdings"), a California Corporation incorporated in November 2014. Reborn Holdings is engaged in the operation of wholesale distribution and retail coffee stores in California to sell a variety of coffee, tea, Reborn brand name water and other beverages along with bakery and dessert products. Reborn Coffee Franchise, LLC (the "Reborn Coffee Franchise"), a California limited liability corporation formed in December 2020, is a franchisor providing premier roaster specialty coffee to franchisees or customers. Reborn Coffee Franchise continues to develop the Reborn Coffee system for the establishment and operation of Reborn Coffee stores using one or more Reborn Coffee marks. Reborn Coffee Franchise does not have any franchisee as of December 31, 2023. Reborn Realty, LLC (the "Reborn Realty"), a California limited liability corporation formed in March 2023, is an entity which acquired a real property located at 596 Apollo Street, Brea, California. Reborn Coffee Korea, Inc. (the "Reborn Korea") – a Korea corporation located in Daejon, South Korea formed in October 2023, is a wholly owned subsidiary of Reborn Holdings with one retail coffee store under the brand name of Reborn Coffee. Reborn Malaysia, Inc. (the "Reborn Malaysia") – a Malaysian corporation located in Kuala Lumpur, Malaysia formed in October 2023, is majority owned subsidiary, with 60% ownership, of Reborn Holdings with one retail coffee store under the brand name of Reborn Coffee. Reborn Coffee, Inc., Reborn Global Holdings, Inc., Reborn Co

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