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): August 2, 2018

 

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.)

 

1300 South Spring Street, Los Angeles, California 90061

(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: (310) 217-9400

 

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))

 

 

 

 
 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(b) On July 30, 2018, in connection with the pending transfer of the principal place of business of Reed’s Inc., a Delaware corporation (“Reed’s” or the “Company”) to Norwalk, Connecticut, Daniel V. Miles, the Company’s Chief Financial Officer (principal financial officer), resigned from the office of Chief Financial Officer, effective July 31, 2018. Mr. Miles will continue in his employment with Reed’s to support the Company in its transition until August 15, 2018.

 

(c) On July 30, 2018, the Board of Directors of Reed’s appointed Iris Snyder, age 42, as Chief Financial Officer (principal financial officer), effective July 31, 2018.

 

From July 2016 to March 2018, Iris Snyder served as Senior Vice President and Chief Financial Officer for Stoli Group USA. In this position, Ms. Snyder headed Finance and Operations, integrating several wine and spirits brands into the portfolio during her tenure. During her tenure with Stoli, she also served as Vice President of Finance from January 2016 to June 2016 and FP & A Director from May 2014 to December 2015. Prior to her tenure with Stoli, Ms. Snyder served as Finance Director for Chobani from November 2013 to May 2014 and held other financial positions in multiple divisions for Diageo Plc, including the position of Finance Director from July 2012 to October 2013.

 

Mrs. Snyder earned her MBA in Finance Management & Strategy from the Kellogg School of Management at Northwestern University and received her BS in Industrial and Operations Engineering with distinction from the University of Michigan.

 

Mrs. Snyder, who has been in the employment of Reed’s since May 31, 2018, receives a base salary of $250,000 per annum and participates in a performance based cash bonus structure. On July 9, 2018 the board of directors of the Company granted Mrs. Snyder incentive stock options to purchase 446,000 shares of common stock at an exercise price of $2.70 under the Reed’s Inc. 2017 Incentive Compensation Plan and subject to shareholder approval to increase shares available under the plan. Options that do not qualify as incentive stock options are automatically be treated as non-qualified options. Options to purchase 223,000 shares vest in equal increments annually for a period of 4 years subject to continued employment with the Company. The balance of the options will vest based on performance criteria to be determined, and as may be modified from time to time by the board of directors. Ms. Snyder will be entitled to participate in customary benefits that the Company offers to its executive officers.

 

There are no current or proposed transactions in which Ms. Snyder has a direct or indirect material interest in which Reed’s is involved and in which the amount involved exceeds the lesser of $120,000 or one percent of the average of Reed’s total assets at year end for the last two completed fiscal years.

 

A copy of the press release issued by Reed’s announcing the new Chief Operating Officer is filed as Exhibit 99.1 hereto and is incorporated by reference herein.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1 Press release of Reed’s Inc. dated July 31, 2018.

 

 
 

 

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.

 

  REEDS, INC.,
  a Delaware corporation
     
Dated: August 2, 2018 By: /s/ Valentin Stalowir
    Valentin Stalowir,
    Chief Executive Officer

 

 
 

 

 

 

 

 

Reed’s Inc. Announces Strategic Changes to Fuel Future Growth

 

Enhances Corporate Structure and Plans to Open New Corporate Office in Norwalk, CT

 

Appoints Iris Snyder as Chief Financial Officer

 

Appoints Philip Trotman as Director of Marketing

 

Appoints Beth Brown as Director of Supply Chain and Procurement

 

LOS ANGELES, July 31, 2018 (GLOBE NEWSWIRE) — Reed’s Inc. (NYSE American: REED), owner of the nation’s leading portfolio of handcrafted, all-natural beverages, today announced that it has completed negotiations for a lease on new office space and plans to relocate its Company headquarters to Norwalk, CT soon after completing the exit of the Company’s production facility in Los Angeles, CA. The Company also announced enhancements to its corporate structure and leadership team.

 

The Company’s move to Norwalk, CT, is consistent with its recent focus on a streamlined sales and marketing organization that is better positioned for future growth and enhanced profitability. Over the next several months, the Company intends to exit its Los Angeles facility and transition its corporate operations to Norwalk, which will serve as headquarters for the Company’s operations, business development, sales and marketing, finance, supply chain, HR and other corporate functions. With key leadership already based in the Tri-State area, including support agencies leading the Company’s marketing, advertising and public relations efforts, this will ensure a seamless transition.

 

“Over the last 29 years, Reed’s has been focused on delivering delicious, innovative, all-natural beverages through a handcrafted approach, dedicated to unmatched quality and bold taste. As we continue to spread our mission, it has become increasingly clear that we would be stronger, more effective and more efficient by repositioning the Company as a sales and marketing focused organization to further accelerate future growth,” stated Val Stalowir CEO of Reed’s, Inc. “We believe this move allows us access to an extended and experienced beverage talent pool and strategic advantages being located in the Tri-State area. The planned exit of the Company’s production facility in Los Angeles is expected to improve margins and enhance returns on capital by reducing capital expenditures and eliminating plant related costs including idle plant charges.”

 

In addition to the relocation announcement, the Company enhanced its leadership. Dan Miles, Chief Financial Officer, has informed the Company he will not be relocating to Connecticut with the move. Iris Snyder has recently joined the Reed’s team and will succeed Mr. Miles as CFO. Mr. Miles will work with Ms. Snyder to ensure a smooth and successful transition.

 

Iris Snyder was most recently Senior Vice President and Chief Financial Officer for Stoli Group USA. Ms. Snyder headed up Finance and Operations, integrating several wine and spirits brands into the portfolio during her tenure. Prior to Stoli, Iris served as Finance Director for Chobani and held numerous financial positions in multiple divisions for Diageo Plc. Ms. Snyder earned her MBA in Finance Management & Strategy from the Kellogg School of Management at Northwestern University and received her BS in Industrial and Operations Engineering with distinction from the University of Michigan.

 

     
 

 

The Company also announced the appointments of Philip T. Trotman as Director of Marketing and Beth J. Brown as Director of Supply Chain and Procurement. These appointments will further support the Company’s new direction as a sales and marketing focused organization and enhance the improved operational infrastructure at Reed’s.

 

Mr. Trotman retains extensive experience in marketing with emerging food and consumer brands. Phil most recently served as Partner of Diadem Partners, where he was the CPG Practice Leader providing strategic marketing support for emerging brands. Phil also served in various management positons in marketing at Colgate Palmolive Company with a 15 year tenure, most recently as Regional Marketing Director for their Caribbean Region. Phil earned his MBA in Marketing and Finance from Columbia University and earned his BA in Political Science from Yale University.

 

Ms. Brown joins the Company from Zwilling J.A. Henckels where she was Senior Supply Chain Manager. Prior to Zwilling J.A. Henckels, Beth served in multiple supply chain and operational management positions at Diageo Americas and at Pepsi Beverages Company with a focus on systems and processes continuous improvement. Beth earned her MBA with a concentration in Management Information Systems from Northeastern University and earned her BS in Operations Management from Syracuse University.

 

“We want to thank Dan for his contribution to the Company as he has been a valuable asset to our team and played a key role in the Company’s successful implementation of its business transformation efforts which have begun to deliver improved results,” continued Stalowir. “I believe Iris, Phil, Beth and the rest of the leadership team we have assembled will help accelerate our growth and launch us into the next phase of improved company performance and enhanced shareholder value. We will continue to be guided by our founding principles, and are excited by the significant opportunities ahead.”

 

About Reed’s, Inc.:

 

Established in 1989, Reed’s has sold over 500 million bottles of its category leading natural, handcrafted beverages. Reed’s is America’s #1 selling Ginger Beer brand and has been the leader and innovator in the ginger beer category for decades. Virgil’s is America’s #1 selling independent, full line of natural craft sodas. The Reed’s Inc. portfolio is sold in over 30,000 retail doors across the natural, specialty, grocery, drug, club and mass channels nationwide. Reed’s Ginger Beers are unique to the category because of the proprietary process of hand brewing its award-winning products using fresh organic ginger combined with natural spices and fruit juices. Reed’s Ginger Beers come in three levels of increasing ginger intensity that deliver a delicious and powerful ginger bite and burn that only comes from fresh ginger root. The Company uses this same handcrafted approach and dedication to the highest quality ingredients in its award-winning Virgil’s line of great tasting, bold flavored craft sodas.

 

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/drinkreeds

 

Reed’s Facebook Fan Page at https://www.facebook.com/reedsgingerbrew

 

CONTACT:

 

Investor Relations

 

Scott Van Winkle, ICR

 

(310) 217-9400 Ext 6

 

Or (617) 956-6736

 

Email: ir@reedsinc.com

 

www.reedsinc.com