American Rebel (NASDAQ: AREB) dilutes shareholders, details beer growth and Nasdaq risk
Rhea-AI Filing Summary
American Rebel Holdings, Inc. reported several financing and strategic updates. The company and Streeterville Capital released
The company highlighted growth of American Rebel Light Beer, including a new Missouri distribution partnership with Wil Fischer Distributing, broader multistate distribution, and a limited-edition 250th Anniversary Patriot Pack planned for spring
Positive
- None.
Negative
- Heightened listing and liquidity risk: the company notes receipt of a Nasdaq delisting notice, dependence on a Nasdaq Hearings Panel appeal, and contingency planning for an OTC Markets quotation or listing if it cannot maintain Nasdaq requirements.
Insights
Debt-for-equity swaps cut note balance but add dilution amid listing risk.
American Rebel used exchanges with Streeterville Capital to reduce a secured note by
The trade-off is lower debt obligations versus additional dilution for existing shareholders, with no cash proceeds from the share issuances. At the same time, the company emphasizes distribution-driven growth for American Rebel Light Beer and a 250th Anniversary Patriot Pack, which are positioned as brand and revenue drivers but lack quantified financial impact in this excerpt.
Risk disclosures underscore a completed 1‑for‑20 reverse stock split on
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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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:
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Item 1.01. Entry into a Material Definitive Agreement.
Streeterville Capital Funds Release
As previously disclosed, on June 26, 2025, the Company entered into a note purchase agreement with Streeterville Capital, LLC (“Streeterville”) pursuant to which the Company issued and sold to Streeterville a secured promissory note in the original principal amount of $5,470,000. On the Closing Date, Streeterville paid $375,000.00 to the Company and $4,625,000.00 was sent to an account at Lakeside Bank owned by the Company’s newly formed wholly-owned subsidiary, ARH Sub, LLC, a Utah limited liability company, to be held pursuant to the Deposit Account Control Agreement (“DACA”). On February 11, 2026, Streeterville and ARH Sub sent joint instructions to Lakeside Bank to release $500,000 from the DACA to the Company.
Streeterville Exchange Agreements
On February 13, 2026, the Company entered into three Exchange Agreements (the “Exchanges”) with Streeterville. The Company previously entered into that certain Secured Promissory Note (the “Note”), with an original issuance date of June 26, 2025 in the principal amount of $5,470,000. Pursuant to the Exchanges, the Company and Streeterville agreed to partition new Secured Promissory Notes in the original principal amounts totaling $304,000 (the “Partitioned Notes”) from the Note and then cause the outstanding balance of the Note to be reduced by an amount equal to the initial outstanding balances of the Partitioned Notes. Concurrently, the Partitioned Notes were exchanged for 1,385,595 shares of the Company’s common stock.
On February 18, 2026, the Company entered into two additional Exchanges with Streeterville. Pursuant to the Exchanges, the Company and Streeterville agreed to additional Partitioned Notes in the original principal amounts totaling $130,000 from the Note and then cause the outstanding balance of the Note to be reduced by an amount equal to the initial outstanding balances of the Partitioned Notes. Concurrently, the Partitioned Notes were exchanged for 650,000 shares of the Company’s common stock.
The form of Exchange Note was identical for each exchange except for the Partitioned Note amounts and number of shares converted thereunder.
The foregoing descriptions of the Exchanges are not a complete description of all of the parties’ rights and obligations under the Exchanges, and are qualified in its entirety by reference to the Form Exchange Agreement, a copy of which was filed as Exhibit 10.1 to the Current Report on Form 8-K filed on January 28, 2026.
Item 3.02 Unregistered Sales of Equity Securities.
On February 13, 2026, the Company issued Streeterville 1,385,595 shares of common stock pursuant to the exchanges set forth in Item 1.01 above.
On February 13, 2026, holders of 260,001 shares of Series D Convertible Preferred Stock converted such shares into 1,300,005 shares of common stock.
On February 18, 2026, the Company issued Streeterville 650,000 shares of common stock pursuant to the exchanges set forth in Item 1.01 above.
All of the above-described issuances (if any) were exempt from registration pursuant to Section 4(a)(2), and/or Regulation D of the Securities Act as transactions not involving a public offering. With respect to each transaction listed above, no general solicitation was made by either the Company or any person acting on its behalf. All such securities issued pursuant to such exemptions are restricted securities as defined in Rule 144(a)(3) promulgated under the Securities Act, appropriate legends have been placed on the documents evidencing the securities, and may not be offered or sold absent registration or pursuant to an exemption therefrom.
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Item 7.01 Regulation FD Disclosure.
On February 13, 2026, the Company issued a press release titled “American Rebel Light Beer and Wil Fischer Distributing Forge Powerful Missouri Partnership to Expand Distribution Footprint.” A copy of the press release is attached hereto as Exhibit 99.1.
On February 19, 2026, the Company issued a second press release titled “American Rebel Light Beer Continues Aggressive Growth of National Platform with Rapid “Distributor First” Expansion, Major Retail Authorizations, and High Impact Motorsports + Music Activations.” A copy of the press release is attached hereto as Exhibit 99.2.
The press releases contain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are necessarily based on certain assumptions and are subject to significant risks and uncertainties. These forward-looking statements are based on management’s expectations as of the date hereof. The Company does not undertake any responsibility for the adequacy, accuracy or completeness or to update any of these statements in the future. Actual future performance and results could differ from that contained in or suggested by these forward-looking statements.
The information in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to Item 7.01 of this Current Report on Form 8-K in such a filing.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit Number | Description | |
| 99.1 | Wil Fischer Distributing Press Release dated February 13, 2026 | |
| 99.2 | Distributor First Press Release dated February 19, 2026 | |
| 104 | Cover Page Interactive Data File |
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SIGNATURES
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 hereunto duly authorized.
| AMERICAN REBEL HOLDINGS, INC. | ||
| Date: February 19, 2026 | By: | /s/ Charles A. Ross, Jr. |
| Charles A. Ross, Jr. | ||
| Chief Executive Officer | ||
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Exhibit 99.1
AMERICAN REBEL LIGHT BEER AND WIL FISCHER DISTRIBUTING FORGE POWERFUL MISSOURI PARTNERSHIP TO EXPAND DISTRIBUTION FOOTPRINT
Wil Fischer’s 50+ year legacy as a top Anheuser-Busch distributor will supercharge American Rebel Light Beer’s expansion in Missouri.
Wil Fischer Distributing adds a multi-region territory of nearly 900,000 residents and planned 2026 brand reach opportunities for American Rebel Light Beer through the iconic 9,000-seat Black Oak Amphitheater.
NASHVILLE, TN, Feb. 13, 2026 (GLOBE NEWSWIRE) — American Rebel Beverages, a subsidiary of American Rebel Holdings, Inc. (NASDAQ: AREB), today announced a new distribution agreement with Wil Fischer Distributing, one of Missouri’s largest and most respected Anheuser-Busch wholesalers. The partnership significantly expands American Rebel Light Beer’s presence across Missouri’s south-central, southeast, and northwest regions, reinforcing the company’s execution-driven, “Distributor-First” growth strategy and accelerating its multistate expansion momentum. Wil Fischer Distributing – a high-impact, 50-year industry veteran founded in 1966 – will become the exclusive American Rebel Light Beer distributor across a broad Missouri territory, reaching approximately 900,000 residents in markets including Springfield, Branson, the Ozarks corridor, and up through Northwest Missouri. This powerful combination positions American Rebel Light Beer (www.americanrebelbeer.com) for accelerated retail availability, increased consumer trial, and long-term growth across Wil Fischer’s extensive mix of chain retailers, independent stores, and on-premise accounts.
“We are on a mission to become America’s fastest-growing beverage brand, and partnerships like this with Wil Fischer – a top-tier distributor with tremendous reach across retail, restaurant, and entertainment venues – are key to that vision,” said Andy Ross, Chief Executive Officer of American Rebel Holdings, Inc. (NASDAQ: AREB). “In an estimated $110 billion annual domestic beer market, aligning with powerhouse partners like Wil Fischer allows American Rebel Light Beer to scale rapidly and connect with patriotic consumers everywhere from local honky-tonks to large venues like Black Oak Amphitheater. Together with Wil Fischer’s strength and network, we’re charging forward to put American Rebel Light Beer in the hands of patriots across Missouri and beyond.”
Wil Fischer Distributing: 50+ Years of Growth, Scale & Excellence in Missouri
Founded in 1966 by Wil and Vera Fischer, Wil Fischer Distributing has grown from a modest Springfield-based operation into one of the Midwest’s premier beverage distributors. Over nearly six decades, the company expanded from selling 211,000 cases with a five-person team to 5 million cases annually by 2021 – a more than 23-fold increase. This explosive growth was fueled by strategic acquisitions that broadened its Missouri footprint (such as expanding into St. Joseph and Poplar Bluff), and today Wil Fischer operates with over 300 employees across multiple state-of-the-art facilities and a portfolio of 575+ brands capable of launching new products at exceptional speed and scale.
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Wil Fischer’s distribution network now spans a broad multi-region territory covering key Missouri markets. Its reach includes metropolitan hubs and communities in South-Central Missouri, the Branson/Lake of the Ozarks area, and an extensive stretch of Northwest Missouri counties reaching toward the Iowa and Nebraska borders. In the St. Joseph area alone, Wil Fischer serves approximately 500 retail accounts across 18 counties, while its Springfield headquarters anchors dense coverage in Greene, Christian, Webster, Taney, Stone, and surrounding counties. This footprint – encompassing roughly 900,000 residents – combines heavy chain store penetration, strong independent retailer relationships, and a robust on-premise (bars and restaurants) presence. It’s exactly the mix needed to ensure rapid shelf placements, prominent displays, and sustained consumer trial for American Rebel Light Beer across urban and rural markets.
Wil Fischer has a proven ability to execute at the highest level, making them an ideal partner to drive results for American Rebel Light Beer. The company leverages modern digital ordering tools and deep-rooted retailer partnerships to maximize efficiency and market penetration. With a track record of relentless focus on retail execution and decades of market dominance, Wil Fischer’s execution-first culture consistently delivers growth for the brands it carries. Simply put, this partnership is more than a distribution deal – it’s a powerful acceleration platform backed by nearly 60 years of Wil Fischer’s scale, expertise, and results-driven mindset.
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Black Oak Amphitheater: A Historic Entertainment Venue Amplifying American Rebel’s Reach
As part of the Wil Fischer partnership, American Rebel Light Beer is expected to gain regional brand support at Black Oak Amphitheater – one of Missouri’s premier outdoor entertainment venues. This historic amphitheater (capacity 9,000–11,000), originally opened in the 1950s and reborn in 2021, draws massive crowds to high-energy country, rock, and patriotic music events. It offers an ideal platform to launch American Rebel Light Beer to freedom-loving, outdoor enthusiasts in a lively, all-American atmosphere. The venue’s seasonal concert lineup, national touring acts, and heavy foot traffic will provide American Rebel Light Beer a powerful stage for consumer sampling, brand-building, and fan engagement throughout the summer and fall. For more information on Missouri’s Premier Outdoor Concert Venue visit blackoakamp.com
“Wil Fischer is exactly the kind of partner we want representing American Rebel in Missouri,” said Todd Porter, President of American Rebel Beverages. “Their AB heritage, their operational discipline, and their connection to major regional assets like Black Oak Amphitheater give us a strong foundation for long-term growth. This agreement is another key milestone in our Distributor-First expansion strategy, and we expect it to meaningfully strengthen our retail availability and consumer reach across the state.”
A dedicated American Rebel Light Beer brand activation at Black Oak Amphitheater is slated for Spring 2026, with an official announcement coming in April. This strategic presence at an iconic venue will significantly boost American Rebel’s regional visibility and encourage trial among thousands of attendees. By embedding the brand in Black Oak’s big-ticket events and patriotic celebrations, American Rebel Light Beer is strengthening its connection with target consumers and accelerating market penetration in Missouri.
American Rebel Light Beer Patriot Pack: Premium Brew Celebrates 250 Years of Freedom
To honor the United States’ upcoming 250th birthday, American Rebel is launching the 250th Anniversary Patriot Pack – a limited-edition release of American Rebel Light Beer that celebrates 250 years of American independence. Bold patriotic icons adorn each can, including the company’s “EST 1776” emblem, making the Patriot Pack’s packaging a collectible tribute to America’s 250th Birthday. This special release reflects American Rebel’s core mission by filling a void in the domestic beer market for a brew consumers can enjoy “without compromising their taste or their values,” as Andy Ross and his team proudly proclaim. Hitting shelves in spring 2026 (in time for Memorial Day and July 4th festivities), the Patriot Pack will give Americans a unique way to toast freedom during the nation’s 250th Birthday summer celebration.
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American Rebel Light Beer is a premium, 100% all-malt domestic light lager brewed with an uncompromising commitment to quality. Unlike many mass-produced light beers, it contains no adjunct corn or rice fillers – only all-natural ingredients – resulting in a smooth malt flavor and a crisp, clean finish. Brewed with a cold, extended fermentation process for maximum clarity and taste, American Rebel Light Beer delivers a full-flavor refreshment with a lighter body. Each 12-ounce serving comes in at roughly 110 calories, 4.2% ABV, and only 4 grams of carbohydrates, fitting a “better-for-you” light lager profile without sacrificing character. By providing this level of quality and drinkability, American Rebel Light Beer lets consumers enjoy a classic American brew that aligns with their tastes and their values.
Beyond its formulation, American Rebel Light Beer proudly embodies a bold patriotic identity. From the “EST 1776” crest on every can to its moniker as “America’s Patriotic, God-Fearing, Constitution-Loving, National Anthem-Singing, Stand-Your-Ground Beer,” the brand celebrates the core values of Freedom, Life, Liberty, and the pursuit of the American Dream. It inspires its patriotic consumers to “Stand Tall, Stand Proud, Be Loud” in their love of country.
Since launching in April 2024, American Rebel Light Beer has rapidly expanded into 18 states, propelled by an aggressive distributor-first expansion strategy and a commitment to partnering with best-in-class wholesalers. With this momentum and its ever-growing network of top-tier distributors, American Rebel Light Beer is on track to become one of America’s fastest-growing beverage brands.
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Pre-Orders and Availability
American Rebel is now accepting pre-orders for the 250th Anniversary Patriot Pack from distributors and retailers nationwide. Wholesalers are encouraged to reserve their allotments early, as this limited run will ship in time for Memorial Day 2026 and the peak of America’s 250th Birthday celebrations. The Patriot Pack will be distributed across American Rebel Light Beer’s expanding network in current markets (with additional distributor details to follow in a forthcoming update).
Consumers can look forward to finding the special-edition cans in stores starting mid-May 2026. Once released, the Patriot Pack will be available until October 2026 – or while supplies last – giving Americans a chance to celebrate Independence Day and beyond with “America’s Patriotic Beer” in hand.
Distributor and Retailer Notes
GTIN / UPC (pack): 856368007461
Canonical SKU: PATRIOT12PACK
Format: 12 × 16oz cans
American Rebel Light Beer Retail & Distribution Opportunities:
Todd Porter, President, American Rebel Beverages, tporter@americanrebelbeer.com
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About American Rebel Holdings, Inc. (NASDAQ: AREB)
American Rebel Holdings, Inc. is a diversified patriotic lifestyle company founded by CEO Andy Ross – originally known for its branded safes and personal security products – that has expanded into the beverage, apparel, and accessories markets. In 2024, the company introduced American Rebel Light Beer, a premium domestic light lager that has since launched in multiple states and is quickly gaining recognition as “America’s Patriotic Beer.” American Rebel Light Beer is brewed all-natural and without adjuncts, delivering a crisp and refreshing taste that resonates with consumers’ values of freedom and quality. Headquartered in Nashville, Tennessee, American Rebel Holdings continues to champion patriotic principles through its products, branding, and community engagement.
With the introduction and rapid growth of American Rebel Light Beer—America’s Patriotic, God-Fearing, Constitution-Loving, National Anthem-Singing, Stand-Your-Ground Beer—the Company continues to execute its distribution-first growth strategy across the United States and is leveraging its brand position as “America’s Patriotic Brand™ to build a scalable national platform across multiple consumer categories.
To learn more, visit www.americanrebel.com and www.americanrebelbeer.com.
Watch the American Rebel Story as told by our CEO Andy Ross: The American Rebel Story
About American Rebel Light Beer
American Rebel Light Beer is a premium domestic light lager—crisp, clean, all-natural, and bold—crafted for beer drinkers who want full-flavor refreshment with a lighter feel. With approximately 100 calories, 3.2g of carbohydrates, and 4.3% ABV per 12 oz serving, American Rebel Light is brewed without corn, rice, or added sweeteners that are common in many mass-produced light beers. Since its launch in April 2024, American Rebel Light Beer has rolled out in 18 states and continues to expand nationwide as America’s Patriotic, “healthy-for-you” light beer brewed for patriots who love this country. Anchored by its signature brand statement “America’s Patriotic, God-Fearing, Constitution-Loving, National Anthem-Singing, Stand-Your-Ground Beer,” it celebrates freedom, Life, Liberty, and the pursuit of the American Dream, inspiring consumers to Stand Tall, Stand Proud, Be Loud.
Headquartered in Nashville, Tennessee, American Rebel Light Beer is proudly served in leading honky-tonk establishments up and down Lower Broadway, bringing patriotic refreshment to the heart of Music City. The brand pursues a Distributor-First growth strategy, prioritizing strong partnerships with leading wholesalers to rapidly expand retail and on-premise availability, accelerate placements in chains and key accounts, and build nationwide momentum through consistent execution and consumer access.
Visit www.americanrebelbeer.com for more information.
IR Contact:
American Rebel Holdings, Inc. – Investor Relations
Email: IR@americanrebel.com | Website: AmericanRebelBeer.com
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Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regarding: the anticipated benefits and success of the Company’s distribution agreement with Wil Fischer Distributing and the Company’s Distributor-First strategy, including the timing, scope, and success of planned retail, on-premise, and off-premise rollouts during 2026; the Company’s expectations regarding distribution momentum, retail velocity, shelf gains, chain interest, and on/off-premise growth opportunities during 2026; the Company’s ability to complete additional distribution agreements, expand coverage within states, and “fill out the footprint” to meet increasing retailer inquiries; the Company’s ability to secure, maintain, and expand retail authorizations, including any planned resets, rollouts, placements, or account expansions referenced in this release; the planned and pending placement of American Rebel Light Beer at Black Oak Amphitheater and the timing, launch, and effectiveness of any related sponsorship, sampling, or other promotional activities described in this release; the Company’s ability to convert retailer interest, distributor discussions, and industry-event follow-up opportunities into purchase orders, sustained distribution, repeat sales, additional distribution agreements, and new market entries; the anticipated timing, production, availability, market reception, and sales performance of the limited-edition 250th Anniversary “Patriot Pack,” including the special 16 oz cans and 12-packs, which is currently in pre-production; the Company’s expectations for pre-order fulfillment, shipment, and retail availability of the Patriot Pack starting in mid-May 2026 through October 2026, or until supplies are depleted; the potential for increased consumer demand and repeat purchases during key patriotic holidays such as Memorial Day and Independence Day; the expected effects and intended benefits of the Company’s 1-for-20 reverse stock split completed on February 2, 2026 (including with respect to Nasdaq continued listing requirements); the Company’s expectations regarding the timing and outcome of its planned appeal to an upcoming Nasdaq Hearings Panel hearing following the Company’s receipt of a Nasdaq delisting notice, and the Company’s contingency planning for seeking quotation or listing of its common stock on the OTC Markets in the event of a Nasdaq delisting; the treatment of fractional shares and the Company’s round-lot shareholder protection; the expected adjustments to outstanding derivative securities and equity plans; and the Company’s expectations regarding future sales, growth, and financial performance.
Forward-looking statements are based on current expectations, estimates, projections, and assumptions and are not guarantees of future performance. Actual results may differ materially from those expressed or implied in the forward-looking statements due to a variety of risks and uncertainties, including those described in the Company’s filings with the U.S. Securities and Exchange Commission, as well as risks related to: the ability of Wil Fischer Distributing and other distributors to effectively market, merchandise, and distribute American Rebel Light Beer and to achieve expected placements, authorizations, and sales results; the Company’s ability to secure, maintain, and realize expected benefits of planned venue placements, sponsorships, and brand activation programs (including at Black Oak Amphitheater), and the risk that any such initiatives may be delayed, modified, not launched, or may not achieve expected results; production delays, supply chain disruptions, packaging availability, regulatory and quality approvals, changes in consumer preferences, competitive pressures in the beverage industry, and the ability to meet pre-order commitments or maintain inventory levels for limited-edition products, including the 250th Anniversary Patriot Pack, which is currently in pre-production, and for which there can be no assurance that final production will occur or that orders will be fulfilled on the expected or implied timeline, in expected quantities, or at all; the impact of the reverse stock split on the liquidity, trading volume, and volatility of the Company’s common stock; the Company’s receipt of a Nasdaq delisting notice, the risk that the Company’s appeal and Nasdaq Hearings Panel hearing may not be successful, and the risk that the Company may be unable to regain or maintain compliance with Nasdaq continued listing requirements; risks associated with a potential delisting from Nasdaq and the Company’s contingency planning for seeking quotation or listing on the OTC Markets, including reduced liquidity, increased volatility, and adverse effects on the Company’s ability to raise capital; the risk of delays, disruptions, or errors by the Company’s transfer agent, DTC, or brokerage firms in processing the reverse stock split or distributing any rounding adjustments; the dilutive effect of rounding up fractional shares or providing round-lot shareholder protection; and general economic, market, and industry conditions.
Additional information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, as such filings may be amended or supplemented from time to time. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to publicly update or revise any forward-looking statements except as required by law.
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Exhibit 99.2
American Rebel Light Beer Continues Aggressive Growth of National Platform with Rapid “Distributor?First” Expansion, Major Retail Authorizations, and High?Impact Motorsports + Music Activations
From American Rebel Holdings, Inc.’s (NASDAQ: AREB) beverage-industry launch announcement in October 2023 to today, American Rebel Light Beer has executed a scalable rollout strategy—pairing it’s premium, “better-for-you” light lager differentiation with leading distribution relationships that power chain placements, high-volume on-premise accounts, and repeat consumer demand in a $110B+ U.S. beer market.
NASHVILLE, Tenn., Feb. 19, 2026 (GLOBE NEWSWIRE) — American Rebel Holdings, Inc. (NASDAQ: AREB) (“American Rebel” or the “Company”), America’s Patriotic Brand™, today issued a comprehensive launch-to-today recap for American Rebel Light Beer, highlighting key milestones since the Company announced its expansion into the beverage industry in October 2023 through the brand’s accelerating distribution footprint and retail momentum in 2025 and early 2026.
American Rebel’s strategy has been clear from day one: build the foundation the right way—premium product, scalable production, and a Distribution-First growth engine—then amplify consumer pull by embedding the brand in the venues and events where patriotic fans gather to celebrate America, music, and high-energy motorsports.
In beverage, distribution is the multiplier: the right wholesaler relationships unlock chain resets, drive on-premise velocity, and create the repeatable sell-through that leads to reorders and expanded placements. American Rebel’s recent updates—ranging from NBWA pipeline activity to reported reorder momentum in key retail—reflect the strategy’s intent: fill in territories, then amplify execution across retail and on-premise simultaneously.
Since its launch in September 2024, American Rebel Light Beer has executed distribution agreements with over 30 top-tier distribution partners in 18 states including Tennessee, Connecticut, Kansas, Kentucky, Ohio, Iowa, Missouri, North Carolina, Florida, Indiana, Virginia, Mississippi, Minnesota, Arkansas, Pennsylvania, Massachusetts, West Virginia and most recently Alabama.
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CEO QUOTE: THE MARKET OPPORTUNITY + THE MISSION
Andy Ross, Chief Executive Officer of American Rebel Holdings, Inc., said, “We are on a mission to become America’s fastest-growing beverage brand.” Ross added that in a $110B+ annual domestic beer opportunity, American Rebel Light Beer is focused on scaling through top-tier distribution relationships that open doors across retail chain placements, restaurants, and entertainment venues—putting “America’s Patriotic Beer” directly in the hands of consumers who want great taste and values in the same can. Every new distributor doesn’t just add territory—it accelerates our national rollout.”
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FROM INCEPTION TO TODAY: KEY MILESTONES
● October 2023: American Rebel announced its expansion into the beverage industry and laid out a scaled plan for light beer rollout.
● August 2024: American Rebel appointed beverage industry veteran James “Todd” Porter as President of American Rebel Beverages, LLC.
● September 2024: The Company completed its initial full production run of 12oz and 16oz cans for distribution and began processing early distributor orders and reorders.
● December 2024: The brand’s Nashville launch celebration reinforced American Rebel Light Beer’s “stand tall” positioning with high-visibility, on-premise activation.
● February 2025: American Rebel expanded consumer access via e-commerce in 40 U.S. states through a compliant platform and a network of 1,300+ retailers.
● June 2025: The Company announced initial placement scheduled for 62 Total Wine & More locations across 7 states.
● August 2025: The Company reported strong momentum at authorized and active Total Wine & More locations, including triple-digit reorder activity.
● October 2025: American Rebel Light Beer showcased a deep distributor pipeline and interest at the NBWA Convention.
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American Rebel Light Beer (www.americanrebelbeer.com) made a bold statement at NBWA 2025 with its largest and most impactful presence to date. Over the course of the convention, the company met with more than 110 distributors, achieved 83 qualified follow-ups, and secured 65 high-interest partnership opportunities. Among them, 16 distributors provided verbal commitments on-site, unlocking nine new states for potential market entry. Within just 24 hours, two distributors initiated formal contract negotiations — a clear signal of the brand’s momentum and market demand.
● November 2025: The brand announced 16oz can activity tied to Kroger placements, supporting tailgate and gathering occasions.
● February 2026: American Rebel unveiled a limited-edition 250th Anniversary Patriot Pack (12 × 16oz cans) and continued expanding distribution relationships to accelerate retail and on-premise availability.
WHAT’S IN THE CAN: A BETTER-FOR-YOU PREMIUM LIGHT LAGER BUILT TO WIN
American Rebel Light Beer is America’s Patriotic Beer—crafted for beer drinkers who want a crisp, clean, easy-drinking domestic light lager with a “better-for-you” profile, aligned with a brand that celebrates freedom and the American spirit.
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American Rebel Light Beer is positioned as a premium domestic light lager brewed for taste, quality, and consistency at scale—highlighting:
| ● | 110 calories per 12 oz |
| ● | 4g carbs per 12 oz |
| ● | 4.2% ABV |
| ● | 100% all-malt recipe with no adjuncts / corn syrups / rice extracts |
| ● | Cold, extended fermentation for crisp taste and “brilliant” clarity |
| ● | Brewed in La Crosse, Wisconsin by City Brewing Company with recipe development in partnership with the AlcSource beverage innovation team |
American Rebel Light Beer Distribution, Retail Chain and On-Premise Opportunities:
Todd Porter, President, American Rebel Beverages, tporter@americanrebelbeer.com
About American Rebel Holdings, Inc. (NASDAQ: AREB)
American Rebel Holdings, Inc. is a diversified patriotic lifestyle company founded by CEO Andy Ross – originally known for its branded safes and personal security products – that has expanded into the beverage, apparel, and accessories markets. In 2024, the company introduced American Rebel Light Beer, a premium domestic light lager that has since launched in multiple states and is quickly gaining recognition as “America’s Patriotic Beer.” American Rebel Light Beer is brewed all-natural and without adjuncts, delivering a crisp and refreshing taste that resonates with consumers’ values of freedom and quality. Headquartered in Nashville, Tennessee, American Rebel Holdings continues to champion patriotic principles through its products, branding, and community engagement.
With the introduction and rapid growth of American Rebel Light Beer—America’s Patriotic, God-Fearing, Constitution-Loving, National Anthem-Singing, Stand-Your-Ground Beer—the Company continues to execute its distribution-first growth strategy across the United States and is leveraging its brand position as “America’s Patriotic Brand™ to build a scalable national platform across multiple consumer categories.
To learn more, visit www.americanrebel.com and www.americanrebelbeer.com.
Watch the American Rebel Story as told by our CEO Andy Ross: The American Rebel Story
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About American Rebel Light Beer
American Rebel Light Beer is a premium domestic light lager—crisp, clean, all-natural, and bold—crafted for beer drinkers who want full-flavor refreshment with a lighter feel. With approximately 100 calories, 3.2g of carbohydrates, and 4.3% ABV per 12 oz serving, American Rebel Light is brewed without corn, rice, or added sweeteners that are common in many mass-produced light beers. Since its launch in April 2024, American Rebel Light Beer has rolled out in 18 states and continues to expand nationwide as America’s Patriotic, “healthy-for-you” light beer brewed for patriots who love this country. Anchored by its signature brand statement “America’s Patriotic, God-Fearing, Constitution-Loving, National Anthem-Singing, Stand-Your-Ground Beer,” it celebrates freedom, Life, Liberty, and the pursuit of the American Dream, inspiring consumers to Stand Tall, Stand Proud, Be Loud.
Headquartered in Nashville, Tennessee, American Rebel Light Beer is proudly served in leading honky-tonk establishments up and down Lower Broadway, bringing patriotic refreshment to the heart of Music City. The brand pursues a Distributor-First growth strategy, prioritizing strong partnerships with leading wholesalers to rapidly expand retail and on-premise availability, accelerate placements in chains and key accounts, and build nationwide momentum through consistent execution and consumer access.
Since its launch in September 2024, American Rebel Light Beer has executed distribution agreements with top-tier partners in Tennessee, Connecticut, Kansas, Kentucky, Ohio, Iowa, Missouri, North Carolina, Florida, Indiana, Virginia, Mississippi, Minnesota, Arkansas, Pennsylvania, Massachusetts, West Virginia and most recently Alabama.
Visit www.americanrebelbeer.com for more information.
IR Contact:
American Rebel Holdings, Inc. – Investor Relations
Email: IR@americanrebel.com | Website: AmericanRebelBeer.com
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Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, statements regarding the Company’s plans, objectives, expectations, intentions, and projections, and other statements that are not historical facts. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “potential,” “project,” “seek,” “should,” “target,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.
Forward-looking statements in this press release include, without limitation, statements regarding: the anticipated benefits and success of the Company’s distribution agreements and its “Distributor-First” strategy, including the timing, scope, and success of planned retail, on-premise, and off-premise rollouts during 2026; the Company’s expectations regarding distribution momentum, retail velocity, shelf gains, chain interest, and on/off-premise growth opportunities during 2026; the Company’s ability to complete additional distribution agreements, expand coverage within states, and “fill out the footprint” to meet increasing retailer inquiries; the Company’s ability to secure, maintain, and expand retail authorizations, including any planned resets, rollouts, placements, or account expansions referenced in this release; the Company’s ability to secure, maintain, and realize expected benefits of planned venue placements, sponsorships, sampling, and other promotional or brand-activation initiatives described in this release, including the timing, launch, and effectiveness of any such initiatives; the Company’s ability to convert retailer interest, distributor discussions, and industry-event follow-up opportunities into purchase orders, sustained distribution, repeat sales, additional distribution agreements, and new market entries; the anticipated timing, production, availability, market reception, and sales performance of the limited-edition 250th Anniversary “Patriot Pack,” including special 16 oz cans and 12-packs, which is currently in pre-production; the Company’s expectations for pre-order fulfillment, shipment, and retail availability of the Patriot Pack starting in mid-May 2026 through October 2026, or until supplies are depleted; the potential for increased consumer demand and repeat purchases during key patriotic holidays such as Memorial Day and Independence Day; the expected effects and intended benefits of the Company’s 1-for-20 reverse stock split completed on February 2, 2026 (including with respect to Nasdaq continued listing requirements); the Company’s expectations regarding the timing and outcome of its planned appeal to an upcoming Nasdaq Hearings Panel hearing following the Company’s receipt of a Nasdaq delisting notice, and the Company’s contingency planning for seeking quotation or listing of its common stock on the OTC Markets in the event of a Nasdaq delisting; the treatment of fractional shares and the Company’s round-lot shareholder protection; the expected adjustments to outstanding derivative securities and equity plans; and the Company’s expectations regarding future sales, growth, and financial performance.
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Forward-looking statements are based on current expectations, estimates, projections, and assumptions and are not guarantees of future performance. Actual results may differ materially from those expressed or implied in the forward-looking statements due to a variety of risks and uncertainties, including, without limitation, those described in the Company’s filings with the U.S. Securities and Exchange Commission, as well as risks related to: the ability of the Company’s distributors and other channel partners to effectively market, merchandise, and distribute American Rebel Light Beer and to achieve expected placements, authorizations, and sales results; the Company’s ability to secure, maintain, and expand retail authorizations, including the risk that anticipated resets, rollouts, placements, chain authorizations, or account expansions may be delayed, modified, reduced, not implemented, or terminated; the Company’s ability to execute successful on-premise and off-premise programs and to achieve expected results from marketing, promotional, sponsorship, sampling, and other brand-activation initiatives, and the risk that any such initiatives may be delayed, modified, not launched, or may not achieve expected results; the Company’s ability to convert expressions of interest, discussions, pipeline activity, and event-generated follow-ups into signed agreements, purchase orders, sustained distribution, reorders, and profitable sales; production delays, supply chain disruptions, packaging availability constraints, regulatory and quality approvals, changes in consumer preferences, and competitive pressures in the beverage industry; the Company’s ability to meet pre-order commitments or maintain inventory levels for limited-edition or new packaging initiatives, including the 250th Anniversary Patriot Pack, which is currently in pre-production, and for which there can be no assurance that final production will occur or that orders will be fulfilled on the expected or implied timeline, in expected quantities, or at all; the impact of the reverse stock split on the liquidity, trading volume, and volatility of the Company’s common stock; the Company’s receipt of a Nasdaq delisting notice, the risk that the Company’s appeal and Nasdaq Hearings Panel hearing may not be successful, and the risk that the Company may be unable to regain or maintain compliance with Nasdaq continued listing requirements; risks associated with a potential delisting from Nasdaq and the Company’s contingency planning for seeking quotation or listing on the OTC Markets, including reduced liquidity, increased volatility, and adverse effects on the Company’s ability to raise capital; the risk of delays, disruptions, or errors by the Company’s transfer agent, DTC, or brokerage firms in processing the reverse stock split or distributing any rounding adjustments; the dilutive effect of rounding up fractional shares or providing round-lot shareholder protection; and general economic, market, and industry conditions.
Additional information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission (“SEC”), including under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, as such filings may be amended or supplemented from time to time. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date made. The Company undertakes no obligation to publicly update or revise any forward-looking statements except as required by law.
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FAQ
What debt restructuring did American Rebel Holdings (AREB) complete with Streeterville Capital?
How many new American Rebel (AREB) shares were issued in the recent exchanges and conversions?
What is the significance of the $500,000 release from the DACA for American Rebel (AREB)?
What new distribution agreement did American Rebel (AREB) announce for its light beer?
What is American Rebel’s 250th Anniversary Patriot Pack and when is it expected?
What did American Rebel (AREB) disclose about its reverse stock split and Nasdaq status?
How broad is American Rebel Light Beer’s current distribution footprint?
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