08:58 AM EDT, 05/26/2025 (MT Newswires) -- Flow Beverage ( FLWBF ) on Monday said NFS Leasing Canada advanced to the company a $2 million senior secured business purpose loan pursuant to a term note and entered into a binding term sheet for an additional senior secured term loan of up to $4 million.
The company also entered into a binding term sheet with RI Flow for a secured convertible loan of up to $6 million. NFS and RI Flow are existing senior secured lenders of Flow and are affiliated with Clifford L. Rucker, an insider of the company. RI Flow, NFS Canada and Clifford L. Rucker collectively own more than 10% of the voting rights attached to all of its outstanding voting securities on a partially diluted basis.
The NFS term note will mature on May 23, 2028 three years from the date of issue, and bear interest at a rate of 15% per annum accruing on the funded amount of $2 million from the date of issue and compounding annually. In connection with the NFS term note, Flow Beverage ( FLWBF ) Chief Executive Nicholas Reichenbach, entered into a deficiency agreement with NFS, pursuant to which, Reichenbach agreed to personally guarantee certain loans and leases between NFS and Flow based on certain terms.
The NFS term loan, once issued, will mature on a date that is three years from the date of issue and bear interest at a rate of 15% per annum accruing on the funded amount of up to $4 million from the date the applicable portion of the NFS term loan is advanced and compounding annually. The RI Flow convertible loan will be issued for up to $6 million and mature eighteen months from the date of issuance and will bear interest at a rate of 15% per annum from the date the applicable portion of the RI Flow convertible loan amount is advanced, among other conditions.
Proceeds from the NFS term note, NFS term loan and RI Flow convertible loan will be used for general working capital and corporate purposes.
Shares of the company closed down 9% on Friday on the Toronto Stock Exchange.