Zevia PBC (ZVIA) Form 8-K — Oct 23, 2026
Zevia PBC entered a Securities Purchase Agreement with Bubble Holdings, LLC, an affiliate of GP Investments, Ltd., for up to $20.0 million in Series A Senior Convertible Preferred Stock at $1,000 per share. The Initial Closing of $15.0 million (15,000 shares) closed October 22, 2026, with a $5.0 million second tranche conditioned on FY2026 net sales of at least $172.5 million and Adjusted EBITDA of at least negative $3.0 million. The preferred stock carries a 6.00% cumulative dividend, an initial conversion price of $1.448 per share, and a conversion cap of 14,428,844 shares (19.99% of common stock).
Key figures
- Interest Rate
- 6
- Gross Proceeds
- 20000000
- Offering Price
- 1000
- Shares Offered
- 20000
- Dividend rate
- 6.00% per annum, compounding quarterly
- Conversion cap
- 14,428,844 shares (19.99% of common stock)
- Conversion price
- $1.448 per share
- Board size increased to
- 8
- Initial closing proceeds
- $15.0 million
- Deferred closing proceeds
- $5.0 million
- Net debt redemption trigger
- greater of $20.0 million or 3.00x Total Net Leverage Ratio
- Tranche2 net sales condition
- $172.5 million minimum FY2026 net sales
- Investor redemption multiplier
- 1.5x Original Issuance Price
- Tranche2 adjusted ebitda condition
- no less than negative $3.0 million
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