{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-24-005973","form_type":"8-K","ticker":"REED","cik":"0001140215","company_name":"REED'S, INC.","filed_at":"2024-02-13T23:59:59+00:00","discovered_at":"2026-05-14T18:03:23.501896+00:00","generated_at":"2026-06-06T03:05:07.227410+00:00","sec_items":["1.01","2.03","3.02","8.01","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Reed's closes $3.8M SAFE, amends convertible notes, plans up to $6M rights offering","bullets":["Closed $3.8M in SAFE investments from D&D and Union Square Park to backstop planned rights offering.","Entered Limited Waiver and Amendment with secured note holders: waives defaults and amortization payments through Mar 31, 2024.","Note maturity extended to 2025; conversion price reset to 120% of post-rights-offering VWAP (capped at $7.50 for original notes).","Accrued fees partially satisfied with $132,430 cash and stock at lesser of $1.50 or rights offering price.","Planned rights offering for up to $6M gross proceeds (including SAFE); record date not yet set."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-24-005973","json":"https://secwatch.observer/filing/0001493152-24-005973.json","markdown":"https://secwatch.observer/filing/0001493152-24-005973.md","text":"https://secwatch.observer/filing/0001493152-24-005973.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1140215/000149315224005973/0001493152-24-005973-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1140215/000149315224005973/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-06T03:05:07.227410+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"034d4db2c9de7f56000fd2a1089cca2a41630ee8","claim":"REED'S, INC. amended convertible notes with Holders of 10% Secured Convertible Notes (represented by Wilmington Savings Fund Society, FSB) at 10% per annum maturing one year from the date of execution of the Amended and Restated Option Notes.","evidence_excerpt":"On February 12, 2024, Reed’s entered into a Limited Waiver, Deferral, and Amendment and Restatement Agreement (“Waiver and Amendment”) with each holder of its 10% Secured Convertible Notes (the “Notes”) and Wilmington Savings Fund Society, FSB, holder representative and collateral agent.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1140215/000149315224005973/0001493152-24-005973-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Counterparty","value":"Holders of 10% Secured Convertible Notes (represented by Wilmington Savings Fund Society, FSB)"},{"label":"Rate","value":"10% per annum"},{"label":"Maturity","value":"one year from the date of execution of the Amended and Restated Option Notes"},{"label":"Event","value":"amendment"}],"fact_type":"debt_financing"},{"claim_id":"71351e9e7e31955e739527bde6caa8d442315c01","claim":"REED'S, INC. entered into Simple Agreements for Future Equity with D&D Source of Life Holding LTD and Union Square Park Partners LLP valued at approximately $3.8 million (effective 2024-02-08).","evidence_excerpt":"On February 8, 2024, Reed’s, Inc., a Delaware corporation (“Reed’s” or the “Company”), closed on approximately $3.8 million in aggregate gross proceeds from Simple Agreements for Future Equity (“SAFE”) investments with significant stockholders of the Company, D&D Source of Life Holding LTD (“D&D”) and Union Square Park Partners LLP.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1140215/000149315224005973/0001493152-24-005973-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"D&D Source of Life Holding LTD and Union Square Park Partners LLP"},{"label":"Value","value":"approximately $3.8 million"},{"label":"Effective","value":"2024-02-08"}],"fact_type":"material_agreement"},{"claim_id":"eff01df9e6efd018ae436b4d19ba29f5bcc8f70e","claim":"REED'S, INC. amended Limited Waiver, Deferral, and Amendment and Restatement Agreement with each holder of its 10% Secured Convertible Notes and Wilmington Savings Fund Society, FSB (effective 2024-02-12).","evidence_excerpt":"On February 12, 2024, Reed’s entered into a Limited Waiver, Deferral, and Amendment and Restatement Agreement (“Waiver and Amendment”) with each holder of its 10% Secured Convertible Notes (the “Notes”) and Wilmington Savings Fund Society, FSB, holder representative and collateral agent.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1140215/000149315224005973/0001493152-24-005973-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"each holder of its 10% Secured Convertible Notes and Wilmington Savings Fund Society, FSB"},{"label":"Effective","value":"2024-02-12"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}