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Press Release
Reed's, Inc. Announces Rights Offering
Net Proceeds Expected to Fund Additional Growth Initiatives,
Increasing Reed's Nationwide Market Penetration
LOS ANGELES, Jan. 26, 2009 (GLOBE
NEWSWIRE) -- Reed's, Inc. ("Reed's'') (NasdaqCM:REED)
today announced that it has filed a registration statement
on Form S-1 with the Securities and Exchange Commission
in connection with a rights offering for up to $10,000,000
of common stock to its existing shareholders. Reed's expects
the commencement of the offering and distribution of rights
to occur promptly following effectiveness of the registration
statement. A copy of the filing in its entirety is available
at http://www.sec.gov. Reed's expects to use the proceeds
from the rights offering primarily for production of inventory
and marketing, as well as for working capital purposes.
There is no minimum subscription amount
required for Reed's to consummate the rights offering.
Unless waived by Reed's board of directors, Reed's will
not raise more than the maximum amount of $10,000,000
in the rights offering. The record date for the distribution
of the rights and the dates for both the subscription
period and the expiration of the rights offering will
be included in the final prospectus. Under the proposed
terms of the rights offering, Reed's would distribute
one right to each holder of record of every share of its
common stock that is held on the record date. Each transferable
right will entitle the shareholder to purchase one (1)
share of common stock at a subscription price to be determined
prior to the effective date of the registration statement.
The subscription price per right will be set at a price
between 90% of the five day volume weighted average price
("VWAP'') of the common stock prior to the date of
the effectiveness of the registration statement, and 115%
of the 20 day VWAP of the common stock prior to the date
of the effectiveness of the registration statement. However,
the subscription price will not be less than $2.25 per
share, although this requirement may be waived by Reed's
board of directors.
Holders who fully exercise their rights
will be entitled to subscribe for an additional amount
of common stock in an amount equal to up to 400% of the
shares of common stock for which such holder was otherwise
entitled to subscribe, subject to certain limitations
and subject to allotment.
Reed's has engaged Maxim Group LLC as
the dealer manager for the rights offering, and Mackenzie
Partners as the information agent. Consummation of the
rights offering is subject to customary closing conditions.
The registration statement has not yet
become effective. These securities may not be sold, nor
may offers to buy be accepted prior to the time the registration
statement becomes effective. This press release shall
not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any
sale of securities in any state in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. The rights
offering, which is expected to be launched immediately
following the effectiveness of a registration statement
relating to the offering, will be made only by means of
a prospectus.
About Reed's, Inc.
Reed's, Inc. makes the top selling sodas
in natural food markets nationwide and is currently selling
in approximately 10,500 supermarkets in natural foods
and mainstream. 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.
In addition, Reed's has acquired 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. Reed's
products are sold through specialty gourmet and natural
food stores, supermarket chains, retail stores and restaurants
nationwide, and in Canada. For more information about
Reed's, please visit the company's website at: http://www.reedsgingerbrew.com
or call 800-99-REEDS.
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.
Source: Reed's
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