Reed's, Inc. Files 8-K/A Amendment

TL;DR

Reed's filed an 8-K/A amendment, likely related to a new deal or debt. Keep an eye on this.

AI Summary

Reed's, Inc. filed an 8-K/A amendment on April 3, 2024, related to a material definitive agreement and the creation of a direct financial obligation. The filing indicates a change in reporting as of April 1, 2024.

Why It Matters

This amendment to a previous filing suggests a significant event has occurred or is being clarified regarding Reed's financial obligations or agreements.

Risk Assessment

Risk Level: medium — Amendments to 8-K filings often signal significant corporate events that can impact stock price, requiring closer investor attention.

Key Players & Entities

• REED'S, INC. (company) — Registrant
• April 1, 2024 (date) — Earliest event reported date
• April 3, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $100,000 — remitted a partial Interest payment of $100,000. Further, the parties agreed to extend
• $4.1 million — suable upon conversion of approximately $4.1 million of SAFE investments (previously funded

Filing Documents

• form8-ka.htm (8-K/A) — 44KB
• ex10-1.htm (EX-10.1) — 84KB
• 0001493152-24-012926.txt ( ) — 344KB
• reed-20240401.xsd (EX-101.SCH) — 3KB
• reed-20240401_def.xml (EX-101.DEF) — 26KB
• reed-20240401_lab.xml (EX-101.LAB) — 35KB
• reed-20240401_pre.xml (EX-101.PRE) — 24KB
• form8-ka_htm.xml (XML) — 4KB

From the Filing

UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 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 , CT 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: (800) 997-3337 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)) Securities registered pursuant to Section 12(b) of the Act: none Title of Each Class Trading Symbol(s) Name of Each Exchanged on Which Registered Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Explanatory Note This Amendment to Current Report on Form 8-K dated April 1, 2024 is filed to correct scrivener's errors. The Maturity Date of the Option Notes means the earlier of (i) March 31, 2025 and (ii) ninety-one (91) days before the scheduled maturity of any unsecured Indebtedness incurred by the Borrower that is junior in right of payment to the Note Obligations and SAFE investments are expected to convert prior to April 30, 2024. The full text of the original 8-K inclusive of the corrections is set forth below. Item 1.01 Entry Into a Material Definitive Agreement. On April 1, 2024, Reed's, a Delaware corporation ("Reed's" or the "company"), each holder of its 10% Secured Convertible Notes (the "Notes") and Wilmington Savings Fund Society, FSB, holder representative and collateral agent, entered into an Amendment ("Amendment") to Limited Waiver, Deferral, and Amendment and Restatement Agreement dated February 12, 2024 ("Waiver Agreement," as amended, by the Amendment the "Amended Waiver"). Capitalized terms not defined herein have the meanings ascribed to them in the Amended Waiver. certain existing events of default under the Notes to April 30, 2024 and to extend the waiver of monthly Amortization Payments to April 30, 2024. Reed's remitted a partial Interest payment of $100,000. Further, the parties agreed to extend the Maturity Date of the Option Notes to the earlier of (i) March 31, 2025 and (ii) ninety-one (91) days before the scheduled maturity of any unsecured Indebtedness incurred by the Borrower that is junior in right of payment to the Note Obligations and to amend the definition of "Permitted Indebtedness" such that it applies once the Amended and Restated Notes are issued. The Amended and Restated Notes are issuable upon conversion of approximately $4.1 million of SAFE investments (previously funded by the company) into equity of the company, before April 30, 2024. The foregoing description of the Amendment does not purport to be complete and is qualified by reference to the full text of such agreement, which is filed as exhibit 10.1 to this Current Report on Form 8-K. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) The following items are filed as exhibits to the Amendment to Current Report on Form 8-K: Exhibit No. Description 10.1 Amendment to Limited Waiver, Deferral, and Amendment and Restatement Agreement by and between Reed's, Inc. and each holder and Wilmington Savings Fund Society, FSB, holder representative and collateral agent dated April 1, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. REE

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