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- Debt Default (new) — Arena Investors waived defaults or events of default that existed under the Debentures as of March 31, 2026, indicating prior payment delays.
Reborn Coffee restructures debt after default, commits to repayment by September
Filed April 21, 2026 · Period ending April 15, 2026 · ~1 min read
Key Changes
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Arena Investors waived payment defaults that existed as of March 31, 2026, confirming the company was in default on its convertible debentures before negotiating relief.
Item 1.01 verify on EDGAR → -
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Company must pay $425K by April 30, then $400K monthly starting May 30, with full debt repayment required by September 30, 2026—$400,000 in five months.
Item 1.01 verify on EDGAR → -
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70% of proceeds from any future stock sales must go to debt repayment within three business days, severely limiting ability to use capital raises for operations or growth.
Item 1.01 verify on EDGAR → -
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Company committed to register shares underlying Arena warrants within 20 days of filing its 10-K, enabling warrant conversion that could dilute existing shareholders.
Item 1.01 verify on EDGAR →
Summary
Reborn Coffee disclosed it was in default on convertible debt as of March 31, 2026, and has negotiated an amended forbearance agreement with lender Arena Investors to avoid acceleration. The restructured deal requires aggressive near-term cash outlays: $425,000 due by April 30, followed by monthly $400,000 payments through full repayment by September 30.
This represents roughly in scheduled payments over five months, creating significant liquidity pressure for a company that was already missing payments. The agreement also restricts future financing flexibility. If Reborn raises equity capital, 70% of proceeds must immediately flow to debt repayment rather than operations.
This cash sweep provision limits management's ability to fund growth or working capital needs through new stock issuances. Additionally, the company must register shares underlying warrants issued to Arena, setting the stage for potential dilution once those warrants become exercisable. Retail investors should monitor whether the company makes the April 30 payment on time and watch for any equity raises, which would signal both dilution risk and constrained use of proceeds. Missing any scheduled payment could trigger default remedies that were temporarily waived.
Section-by-Section Diff
Event · Item 1.01 — Entry into a Material Definitive Agreement
Company restructured debt repayment plan with Arena Investors, requiring $400K by April 30 and monthly $400K payments through full repayment by Sept 30, 2026.
Added in current filing · verify on EDGAR →
On April 15, 2026, the Company and the Arena Investors entered into an Amended and Restated Forbearance Agreement (the “A&R Forbearance Agreement”), which amended and restated the Forbearance Agreement in certain respects.
The company entered into an amended forbearance agreement with Arena Investors on April 15, 2026, restructuring the terms of the original March 31, 2026 forbearance agreement. This indicates ongoing negotiations to manage debt obligations under the convertible debentures.
Added in current filing · verify on EDGAR →
(i) the Company agreed to, on or before April 30, 2026, make payment of $400,000 to the Arena Investors and $25,000 to counsel for the Arena Investors for the Arena Investors’ expenses incurred in connection with the A&R Forbearance Agreement; (ii) the Company agreed to, beginning on May 30, 2026, make payments of $400,000 to the Arena Investors on the 30th day of each calendar month toward the outstanding amounts due under the Debentures; (iii) the Company agreed to pay to the Arena Investors all remaining amounts then outstanding under the Debentures on or before September 30, 2026 (subject to prior repayment or conversion)
The company committed to an aggressive repayment schedule: $400,000 plus $25,000 in legal fees by April 30, 2026, followed by monthly $400,000 payments starting May 30, with full repayment required by September 30, 2026. This represents approximately $2.4 million in scheduled payments over five months, indicating significant near-term cash obligations.
Added in current filing · verify on EDGAR →
the Arena Investors agreed to waive and forbear from any exercise of their rights and remedies under the Securities Purchase Agreement, the Debentures and applicable law in connection with certain delays in payment and waive any defaults or events of default which may have existed and may have been ongoing under the Debentures as of March 31, 2026
Arena Investors waived existing defaults or events of default under the debentures as of March 31, 2026, related to payment delays. This confirms the company was in default prior to the forbearance agreements, indicating financial stress and potential acceleration risk if new payment terms are not met.
Added in current filing · verify on EDGAR →
the Company agreed to use commercially reasonable efforts to file a registration statement no later than 20 business days following the filing of the Company’s Annual Report on Form 10-K covering the shares underlying the common stock purchase warrants issued to the Arena Investors in connection with the Forbearance Agreement and other common stock purchase warrants issued to the Arena Investors on December 31, 2025
The company committed to file a registration statement within 20 business days after filing its 10-K to register shares underlying warrants issued to Arena Investors. This will enable warrant holders to convert and sell shares, potentially creating dilution for existing shareholders.
Event · Item 9.01 — Financial Statements and Exhibits
Reborn Coffee entered an Amended and Restated Forbearance Agreement with Arena Investors on April 15, 2026.
Added in current filing · verify on EDGAR →
Amended and Restated Forbearance Agreement by and among Reborn Coffee, Inc. and the Arena Investors dated April 15, 2026
The company has amended and restated a forbearance agreement with Arena Investors. A forbearance agreement typically means a lender is temporarily refraining from exercising default remedies, suggesting the company may be experiencing financial stress or covenant issues. The amendment indicates ongoing negotiations to manage debt obligations.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 2, 2026 · How we verify