0001019687-11-003434.txt : 20111109 0001019687-11-003434.hdr.sgml : 20111109 20111109124849 ACCESSION NUMBER: 0001019687-11-003434 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111109 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111109 DATE AS OF CHANGE: 20111109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REEDS INC CENTRAL INDEX KEY: 0001140215 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 352177773 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32501 FILM NUMBER: 111190591 BUSINESS ADDRESS: STREET 1: 13000 SOUTH SPRING STREET CITY: LOS ANGELES STATE: CA ZIP: 90061 BUSINESS PHONE: 310-217-9400 MAIL ADDRESS: STREET 1: 13000 SOUTH SPRING STREET CITY: LOS ANGELES STATE: CA ZIP: 90061 FORMER COMPANY: FORMER CONFORMED NAME: ORIGINAL BEVERAGE CORP / DATE OF NAME CHANGE: 20010508 8-K 1 reeds_8k-110911.htm CURRENT REPORT ON FORM 8-K reeds_8k-110911.htm


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

November 9, 2011
Date of Report (Date of earliest event reported)

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)
(I.R.S. Employer Identification No.)
        
13000 South Spring Street, Los Angeles, California 90061
(Address of principal executive offices)
(Zip Code)

(310) 217-9400
Registrant's telephone number, including area code
 
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 (SEE General Instruction A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 



 
 

 


Reed’s, Inc.

 
Item 8.01     Other Events.
 
On November 9, 2011, the Company issued a press release announcing the closing of a new credit agreement that replaces their existing revolving line of credit.  A copy of the press release issued by the Company and Reed's, Inc. is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.
 
 
Item 9.01     Financial Statements and Exhibits.
 
(d) Exhibits
 
99.1 Press Release of Reed's, Inc., dated November 9, 2011.

The disclosures in response to Item 1.01 of this Current Report on Form 8K are incorporated herein by this reference.

 
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.
 
     
 
REED’S, INC.
     
Dated: November 9, 2011
By:  
/s/ James Linesch
 
James Linesch
Chief Financial Officer

EX-99.1 2 reeds_8k-ex9901.htm PRESS RELEASE reeds_8k-ex9901.htm  

Exhibit 99.1
 

Reed's Inc. Announces New Credit Facility
With Significantly Lower Interest Rates and an Additional $750k Term Loan

Los Angeles, California, November 9, 2011 -- Reed's, Inc. (NASDAQ:REED - News)
Maker of the top-selling sodas in natural food stores nationwide today announced the closing of a new credit agreement.

The Loan and Security Agreement replaces the Company’s current revolving line of credit (RLOC) and adds a new $750,000 term loan to the overall package.  The RLOC portion of the credit agreement remains at $3 million and includes an improved collateral coverage percentage on the accounts receivable available for borrowing.  The interest rate on the revolving line of credit is at Prime plus 3.75% (currently 7%), a decrease from 18% in the previous agreement.  The $750,000 term loan bears interest at the prime rate plus 11.6%, which shall not be below 14.85%, payable in 48 equal monthly installments, unless repaid earlier. The term loan is a component of the overall Loan Agreement.

The three-year Agreement is secured by all of the unencumbered assets of the Corporation, consistent with the prior credit agreement. The new credit adds an early termination fee provision consistent with industry standards, for both the RLOC and the term loan. The new credit also adds a debt service coverage ratio financial covenant that is effective if the credit availability under the RLOC falls below $100,000.  Other terms and conditions of the agreement are generally consistent with the Company’s prior line of credit agreement.

James Linesch, Reed’s Chief Financial Officer stated “We were pleased to have received four solid proposals to replace our existing credit with more favorable terms.  Our type of business is considered attractive, due to our consistent top-line organic growth over the past year and a half and the quality of our customer base.  We are very pleased with this new relationship as they seem to really understand our business. ”

Chris Reed, Founder, Chairman and CEO of Reed’s, Inc. stated “The terms that we gained in this Agreement, as well as the other proposals, are an indication that Reed’s is now a stronger company with a lower credit risk.  Our cost of capital has decreased and we now have the working capital necessary to continue our growth throughout 2012”


About Reed's, Inc.

Reed's, Inc. makes the top selling natural sodas in the natural foods industry sold in over 10,500 natural food markets and supermarkets nationwide. Its six award-winning non-alcoholic Ginger Brews are unique in the beverage industry, being brewed, not manufactured and using fresh ginger, spices and fruits in a brewing process that predates commercial soft drinks. The Company owns the top selling root beer line in natural foods, the Virgil's Root Beer product line, and the top selling cola line in natural foods, the China Cola product line. Other product lines include: Reed's Ginger Candies and Reed's Ginger Ice Creams. In 2009, Reed’s started producing private label natural beverages for select national chains.

 
 

 


Reed's products are sold through specialty gourmet and natural food stores, mainstream supermarket chains, retail stores and restaurants nationwide, and in Canada, as well as through private label relationships with major supermarket chains. For more information about Reed's, please visit the company's website at: http://www.reedsinc.com or call 800-99-REEDS.

Follow Reed's on Twitter at http://twitter.com/reedsgingerbrew

Reed's Facebook Fan Page at:
http://www.facebook.com/pages/Reeds-Ginger-Brew-and-Virgils-Natural-Sodas/57143529039
?ref=nf

Investor Relations Contact:
Reed’s Inc.
(310)217-9400
Email: InvestorRelations@reedsinc.com
www.reedsinc.com



SAFE HARBOR STATEMENT

Some portions of this press release, particularly those describing Reed's goals and strategies, contain "forward-looking statements." These forward-looking statements can generally be identified as such because the context of the statement will include words, such as "expects," "should," "believes," "anticipates" or words of similar import. Similarly, statements that describe future plans, objectives or goals are also forward-looking statements. While Reed's is working to achieve those goals and strategies, actual results could differ materially from those projected in the forward-looking statements as a result of a number of risks and uncertainties. These risks and uncertainties include difficulty in marketing its products and services, maintaining and protecting brand recognition, the need for significant capital, dependence on third party distributors, dependence on third party brewers, increasing costs of fuel and freight, protection of intellectual property, competition and other factors, any of which could have an adverse effect on the business plans of Reed's, its reputation in the industry or its expected financial return from operations and results of operations. In light of significant risks and uncertainties inherent in forward-looking statements included herein, the inclusion of such statements should not be regarded as a representation by Reed's that they will achieve such forward-looking statements. For further details and a discussion of these and other risks and uncertainties, please see our most recent reports on Form 10-KSB and Form 10-Q, as filed with the Securities and Exchange Commission, as they may be amended from time to time. Reed's undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise.