Reed’s loan amendment requires at least $10M in cash equity

The amended facility carries higher interest and requires cash equity contributions by November 6, 2026 as a new Event of Default requirement.

Rhea-AI Filing Summary

REED’S, Inc. amended its senior secured credit facility effective September 30, 2026, converting terminated revolving credit commitments into a new tranche of $9,250,000 in term loans; repaid amounts cannot be re-borrowed. The loans bear interest at 8.75% per annum, up from 8.00%, with payments due monthly in arrears on the last Business Day. Maturity is June 30, 2027, with an optional extension to September 30, 2027 at 9.25% interest if the stated conditions are met. Certain funds affiliated with Whitebox Advisors, LLC are lenders; Cantor Fitzgerald Securities is administrative and collateral agent.

The extension requires delivery of written notice to the Administrative Agent on or prior to March 31, 2027, outstanding term loans reduced to no more than $8,400,000 before June 30, 2027, and no Default or Event of Default continuing as of June 30, 2027. The amendment eliminates the revolving-loan unused fee, deletes or modifies certain mandatory prepayment provisions, and waives the inventory plus accounts receivable liquidity covenant through November 6, 2026. It also requires the Company to receive at least $10,000,000 in aggregate cash equity contributions on or after September 30, 2026 and no later than November 6, 2026, identified as a new Event of Default.

1 point · 0 major

NegativeiHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 2 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Moderate pointMaturity extended to June 30, 2027, with a conditional three-month extension option.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.At least $10,000,000 in cash equity must arrive by November 6, 2026. 1.3× market cap
• Moderate pointTerm-loan interest increased to 8.75% from 8.00% per annum.

Filing Explained

The September 30 amendment adds a requirement—identified as a new Event of Default—for at least $10,000,000 in cash equity by November 6, 2026; separately, Reed’s last reported cash was $2,410,000 at June 30, 2026.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Term-loan principal: $9,250,000 Term-loan interest rate: 8.75% per annum Prior interest rate: 8.00% per annum +5 more

8 metrics

Term-loan principal $9,250,000 New term-loan tranche under the amendment effective September 30, 2026

Term-loan interest rate 8.75% per annum Increased from 8.00% per annum

Prior interest rate 8.00% per annum Rate under the original revolving loans

Maturity date June 30, 2027 Amended maturity date

Optional extended maturity September 30, 2027 Optional three-month extension, subject to conditions

Extension-period interest rate 9.25% per annum Applies during the optional extension period

Maximum term loans for extension No more than $8,400,000 Outstanding term loans must be reduced below this threshold prior to June 30, 2027

Required cash equity contributions At least $10,000,000 Company must receive the contributions no later than November 6, 2026

Key Terms

Term Loans, Business Day, Event of Default, mandatory prepayment provisions, +1 more

5 terms

Term Loans financial

"a new tranche of term loans"

Term loans are long-term bank or lender loans with a set repayment schedule and fixed end date, similar to a mortgage or car loan for a business. They matter to investors because they create predictable interest payments and principal obligations that affect a company’s cash flow, credit risk and capacity to fund growth or return money to shareholders; heavier or expensive term loans can raise default risk and reduce future flexibility.

Business Day financial

"the last Business Day of each month"

A business day is any weekday when banks, stock exchanges and most government offices are open for normal operations, excluding weekends and public holidays. For investors it matters because transaction timing, settlement of trades, filing deadlines and interest calculations are all measured in business days—think of it as the financial world’s working calendar that determines when money moves and official actions take effect.

Event of Default financial

"identified as a new Event of Default"

An event of default is a specific breach of a loan or bond agreement—such as missed payments or breaking agreed rules—that gives lenders the legal right to act, for example by demanding immediate repayment, seizing collateral, or accelerating other obligations. For investors, it’s a red flag because it can sharply reduce a company’s ability to operate or raise money, like a car lender repossessing a vehicle after missed payments, and often leads to falling share or bond prices.

mandatory prepayment provisions financial

"certain mandatory prepayment provisions were deleted or modified"

Contract terms in a loan or bond that require the borrower to use specific cash or proceeds—such as insurance payouts, asset-sale proceeds, excess cash flow, or refinancing receipts—to pay down the outstanding debt before its scheduled maturity. These clauses matter to investors because they change when and how much principal will be repaid, affecting expected cash flows, credit risk, and the timing of recoveries; think of it like a rule forcing you to use a windfall to pay down a mortgage.

inventory plus accounts receivable liquidity covenant financial

"waives the inventory plus accounts receivable liquidity covenant"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much are REED’s amended term loans and what is the interest rate?

The amended facility has $9,250,000 in term loans. Interest is 8.75% per annum, up from 8.00%, and payments are due monthly in arrears on the last Business Day of each month.

When do REED’s term loans mature, and what are the extension conditions?

The term loans mature June 30, 2027, with an optional extension to September 30, 2027. Conditions include delivery of written notice to the Administrative Agent on or prior to March 31, 2027, reducing outstanding term loans to no more than $8,400,000 before June 30, 2027, and no Default or Event of Default continuing as of June 30, 2027. Interest during the extension period is 9.25%.

What cash equity contributions does REED need to receive under the amendment?

REED’s must receive at least $10,000,000 in aggregate cash equity contributions on or after September 30, 2026 and no later than November 6, 2026. The contribution requirement is identified as a new Event of Default.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/30/2026 - 05:09 PM Accepted by SEC EDGAR 09/30/2026 - 05:09 PM Learn about SEC filing dates

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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): September 30, 2026

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.)

501 Merritt 7 PH, 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 Exchange on Which Registered
Common stock, $0.0001 par value per share		REED		NYSE American LLC

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. ☐

Item 1.01 Entry Into a Material Definitive Agreement.

Amendment No. 2 to Senior Secured Loan and Security Agreement

On September 30, 2026 (the “Effective Date”), Reed’s, Inc. (the “Company”) entered into the second amendment (the “Amendment”) to its Senior Secured Loan and Security Agreement (as amended the “Loan Agreement”) with certain funds affiliated with Whitebox Advisors, LLC (the “Lenders”) and Cantor Fitzgerald Securities (“Cantor Fitzgerald”), as administrative agent and collateral agent, with respect to its senior secured credit facility (the “Senior Secured Facility”).

Pursuant to the Amendment, as of the Effective Date, (i) the existing Revolving Credit Commitments (as defined in the Loan Agreement prior to the Amendment) were terminated and converted into a new tranche of term loans in an aggregate principal amount of $9,250,000 (the “Term Loans”), which Term Loans, once repaid, may not be re-borrowed, (ii) interest on the Term Loans accrues at a rate of 8.75% per annum (increased from 8.00% per annum under the original revolving loans), with interest payments due monthly in arrears on the last Business Day of each month, (iii) the Maturity Date (as defined in the Loan Agreement) was extended to June 30, 2027, subject to an optional three-month extension to September 30, 2027, during such extension period the interest on the Term Loans shall accrue at a rate of 9.25% per annum, if certain conditions are satisfied, including delivery of written notice of such extension to the Administrative Agent on or prior to March 31, 2027, reduction of outstanding Term Loans to no more than $8,400,000 prior to June 30, 2027, and no Default (as defined in the Loan Agreement) or Event of Default (as defined in the Loan Agreement) occurring and continuing as of June 30, 2027, (iv) the revolving loan unused fee was eliminated, (v) certain mandatory prepayment provisions were deleted or modified, and (vi) the inventory plus accounts receivable liquidity covenant was waived through November 6, 2026. Additionally, as a new Event of Default, the Company must receive aggregate cash equity contributions of at least $10,000,000 on or after the effective date of the Amendment but no later than November 6, 2026.

Other than as set forth herein, the material terms of the Loan Agreement remain unchanged and in full effect.

The foregoing summary and description of the provisions of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.3 to this Current Report on Form 8-K and is incorporated herein by reference.

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 above are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.1#		Amendment No. 2 to Senior Secured Loan and Security Agreement among Reed’s, Inc., the lenders party thereto, and Cantor Fitzgerald Securities, as administrative agent and collateral agent, dated September 30, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

# Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.

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, thereunto duly authorized.

	Reed’s, Inc.
Dated: September 30, 2026	By:	/s/ Douglas W. McCurdy
		Douglas W. McCurdy
		Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 1.1 MB

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB