Reborn Coffee, Inc. announced that it has entered into a Securities Purchase Agreement pursuant to which the Company agreed to issue and sell, in a private placement 10,500,000 common shares at an issue price of $2 per share for gross proceeds of $21,000,000 on April 29, 2026. The company will issue common shares in two tranches and is subject to the terms and conditions set forth in the Securities Purchase Agreement. On the same day the company issued 1,400,000 common shares at an issue price of $2 per share for gross proceeds of $2,800,000 in its first tranche.

Pursuant to the Agreement, the Company has also agreed to issue and sell to the Investors at a second closing of the Private Placement up to 9,100,000 at an issue price of $2 per share for gross proceeds of $18,200,000 in its second tranche. The Second Closing is expected to take place promptly following receipt of the approval by the Company?s stockholders at a meeting of stockholders or acting through written consent of all such matters as may be required by the applicable rules and regulations of the Nasdaq Capital Market (or any successor entity) or under applicable law from the stockholders of the Company with respect to the Private Placement (the ?Stockholder Approvals?) and the satisfaction of other customary closing conditions. The Agreement contains customary representations, warranties and agreements by the Company and customary closing conditions.