Reborn Coffee, Inc. Fourth Closing and Side Letter Agreement

SEC Filing 8-K (0001213900-25-070660)

On July 31, 2025, Reborn Coffee, Inc. entered into a side letter agreement with Arena Investors to consummate the fourth closing of a Securities Purchase Agreement. The fourth closing involved the issuance of $833,333 in principal amount of 10% original issue discount secured convertible debentures, sold for $750,000. Additionally, the company issued 136,483 warrants and incentive shares of common stock valued at $175,000. The proceeds from the fourth closing are allocated for various purposes, including investor relations, payroll obligations, aged payables, and franchise initiatives. The side letter also includes provisions for the registration of incentive shares and additional warrants. This transaction is part of a broader agreement initially entered into on February 6, 2025, and amended on March 28, 2025.