Jones Soda (JSDA) Registration Filing summary

Company overview and business model

• Develops, markets, and distributes premium beverages in the US, Canada, and select international markets through independent distributors and direct retail channels.

• Product lines include craft sodas (Jones Soda), modern sodas (Pop Jones, Fiesta Jones), and alternative adult beverages (Mary Jones, Spiked Jones).

• Outsources manufacturing to third-party contract manufacturers and leverages online sales and brand licensing.

• Recently sold THC-infused cannabis subsidiaries for $3M, retaining a license agreement for hemp-derived Delta-9 THC products.

• Focuses on expanding product lines, distribution channels, and brand engagement through consumer interaction and innovative marketing.

Financial performance and metrics

• 2024 net revenue: $19.2M, up 14.9% from 2023, driven by higher beverage sales and 9% growth in cannabis business.

• Gross profit for 2024: $4.1M, down 16.1% due to $1.2M inventory impairment; gross margin fell to 21.3% from 29.1%.

• 2024 net loss: $9.9M, up from $4.9M in 2023, mainly due to inventory impairment, increased marketing, and legal costs.

• Q1 2025 net loss: $0.9M, improved from $1.2M in Q1 2024, with reduced marketing and G&A expenses.

• As of March 31, 2025: $0.7M cash, $1.3M working capital, and $93.8M accumulated deficit.

Use of proceeds and capital allocation

• Net proceeds will be used for working capital and general corporate purposes.

• May allocate funds to in-license, acquire, or invest in complementary businesses or products, with no current commitments.

• Management has broad discretion over the use of proceeds.