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Zevia (NYSE: ZVIA) extends revolving credit line to 2030 and tightens covenants

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Zevia PBC disclosed that its subsidiary Zevia LLC entered into a First Amendment to its Loan and Security Agreement with Bank of America and other lenders. The amendment extends the maturity of the secured revolving line of credit to February 22, 2030 and reduces the credit spread adjustment on the Term Secured Overnight Financing Rate margin to 0.10%. It also updates financial covenants, including a minimum liquidity requirement of $7,000,000 until the company achieves a fixed charge coverage ratio of at least 1.00 to 1.00 for two consecutive fiscal quarters or six consecutive months. In addition, a minimum fixed charge coverage ratio of 1.00 to 1.00 applies following certain events of default or when availability falls below the greater of $3 million and 17.5% of the borrowing base, and must be met until availability remains above that threshold for 30 consecutive days.

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Insights

Zevia extends credit facility to 2030 with tighter but clearer covenants.

Zevia LLC amended its secured revolving credit line, pushing the maturity out to February 22, 2030. This lengthens access to revolving liquidity while modestly improving pricing via a reduced credit spread adjustment of 0.10% on the SOFR-based margin.

The amendment sharpens discipline through a $7,000,000 minimum liquidity requirement until a fixed charge coverage ratio of at least 1.00 to 1.00 is sustained over specified periods. It also ties a continuing 1.00-to-1.00 coverage test to events of default or low availability versus the borrowing base.

These terms mean ongoing compliance will depend on maintaining liquidity above $7,000,000 and keeping availability above the greater of $3 million and 17.5% of the borrowing base for 30 consecutive days after stress events. Subsequent filings may show how comfortably the company operates within these limits over future reporting periods.

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, and exhibit attachments filed with this report.
Maturity date February 22, 2030 Secured Revolving Line of Credit extended maturity
Credit spread adjustment 0.10% Term Secured Overnight Financing Rate margin
Minimum liquidity $7,000,000 Liquidity covenant until coverage ratio achieved
Fixed charge coverage ratio 1.00 to 1.00 Required under specified covenant triggers
Availability floor $3 million Greater of $3 million and 17.5% of borrowing base
Borrowing base threshold 17.5% Availability covenant threshold vs. borrowing base
Stability period 30 consecutive days Availability must remain above threshold after default
First Amendment to Loan and Security Agreement financial
"entered into a First Amendment to Loan and Security Agreement (the “First Amendment”)"
Secured Revolving Line of Credit financial
"amends that certain Loan and Security Agreement... (the “Secured Revolving Line of Credit”)"
fixed charge coverage ratio financial
"until the Company has achieved a fixed charge coverage ratio of at least 1.00 to 1.00"
A fixed charge coverage ratio measures how well a company's operating income can cover its fixed, recurring obligations like interest payments and lease costs. Think of it as a safety margin — the higher the number, the more comfortably a business can pay steady bills from its normal earnings, which matters to investors because it signals financial stability, lower default risk, and greater ability to withstand revenue dips.
minimum liquidity requirement financial
"a minimum liquidity requirement of at least $7,000,000, at all times"
borrowing base financial
"availability under the Secured Revolving Line of Credit is less than the greater of $3 million and 17.5% of the borrowing base"
A borrowing base is the amount a lender will allow a company to borrow based on the value of assets the company offers as security, typically things like accounts receivable and inventory. It matters to investors because it sets a practical ceiling on short-term financing and influences a company’s liquidity and risk: if the borrowing base falls, the company may lose access to cash or be forced to sell assets, which can affect operations and share value.
Understanding 8-K Material Events →
false 0001854139 0001854139 2026-05-18 2026-05-18
 
 
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): May 18, 2026
 
 
ZEVIA PBC
(Exact name of Registrant as Specified in Its Charter)‌
 
 
Delaware
001-40630
86-2862492
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
     
15821 Ventura Blvd., Suite 145, Encino, CA
  
91436
(Address of Principal Executive Offices)
  
(Zip Code)
 
(424) 343-2654
(Registrant’s Telephone Number, Including Area Code)
 
Former Name or Former Address, if Changed Since Last Report: N/A
 
 
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:
 
Title of each class
  
Trading
Symbol(s)
  
Name of each exchange on which registered
Class A common stock, par value $0.001 per share
  
ZVIA
  
New York Stock Exchange
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
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 Material Definitive Agreement.‌
On May 15, 2026, Zevia LLC (the “Company”), a direct subsidiary of Zevia PBC, entered into a First Amendment to Loan and Security Agreement (the “First Amendment”), by and among the Company, as borrower, the lenders party thereto and Bank of America, N.A., as agent (the “Agent”) and as sole lead arranger and sole bookrunner.  The First Amendment amends that certain Loan and Security Agreement, dated as of February 22, 2022 (the “Secured Revolving Line of Credit”), by and among the Company, the lenders from time to time party thereto and the Agent.
 
The First Amendment provides for, among other things, (i) an extension to the maturity date of the Secured Revolving Line of Credit to February 22, 2030, (ii) a reduction of the credit spread adjustment applicable to the Term Secured Overnight Financing Rate margin to 0.10% and (iii) certain changes to applicable financial covenants.
 
Under the Secured Revolving Line of Credit, the Company must satisfy the following financial covenants: (i) until the Company has achieved a fixed charge coverage ratio of at least 1.00 to 1.00 for two consecutive fiscal quarters (or six consecutive months, as applicable), a minimum liquidity requirement of at least $7,000,000, at all times, and (ii) a minimum fixed charge coverage ratio of 1.00 to 1.00 as of the last day of any 12 month period following the occurrence of certain events of default that are continuing or any day on which availability under the Secured Revolving Line of Credit is less than the greater of $3 million and 17.5% of the borrowing base, and must again satisfy such financial covenant as of the last day of each 12 month period thereafter until such time as there are no events of default and availability has been above such threshold for 30 consecutive days.
 
The foregoing description of the First Amendment is only a summary and is qualified in its entirety by reference to the full text of the First Amendment, which will be filed as an exhibit to Zevia PBC’s Form 10-Q for the quarterly period ended June 30, 2026.
 
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 under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
 
1
 
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits:
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
2
 
 
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.
 
 
ZEVIA PBC
   
Date: May 18, 2026
/s/ STEVEN M. STAES
 
Name:
Steven M. Staes
 
Title:
General Counsel and VP People
 
 
 
3

Source: View Original Filing on SEC EDGAR

FAQ

What credit agreement change did Zevia (ZVIA) report in this 8-K?

Zevia reported a First Amendment to its Loan and Security Agreement for its secured revolving line of credit. The amendment extends the facility’s maturity, adjusts pricing on the SOFR-based margin, and revises financial covenants tied to liquidity and fixed charge coverage ratios.

How long is Zevia’s secured revolving line of credit now available?

The revolving credit facility’s maturity was extended to February 22, 2030. This gives Zevia a longer-term source of committed financing, subject to ongoing covenant compliance, which can support working capital needs and other general corporate purposes throughout the extended term.

What minimum liquidity covenant applies to Zevia under the amended credit line?

The company must maintain minimum liquidity of at least $7,000,000 at all times until it achieves a fixed charge coverage ratio of at least 1.00 to 1.00 for two consecutive fiscal quarters, or alternatively for six consecutive months, as specified in the amended agreement.

What fixed charge coverage ratio covenant did Zevia agree to in the amendment?

The amendment requires a minimum fixed charge coverage ratio of 1.00 to 1.00 after certain continuing events of default, or when availability drops below the greater of $3 million and 17.5% of the borrowing base. This ratio must then be met on each subsequent 12‑month test period.

How does availability under the Zevia revolving credit line affect its covenants?

If availability under the secured revolving line falls below the greater of $3 million and 17.5% of the borrowing base, a 1.00 to 1.00 fixed charge coverage test applies. Zevia must satisfy it each 12‑month period until no events of default exist and availability stays above that threshold for 30 days.

What pricing change to the SOFR margin was included in Zevia’s amendment?

The amendment reduces the credit spread adjustment applicable to the Term Secured Overnight Financing Rate margin to 0.10%. This adjustment is part of the interest rate formula on borrowings, and a lower spread generally reduces the all‑in cost of debt, assuming other rate components remain unchanged.

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