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Cizzle Brands acquires Flow Water co-manufacturing business for $83.75 million

On December 24, 2025, Cizzle Brands Corporation has completed the acquisition of all issued and outstanding shares of Flow Water Inc. from RI Flow Sub LLC for approximately $83.75 million, subject to customary post-closing adjustments. The transaction was funded through a comprehensive financing package comprising a senior secured credit facility from Orion Infrastructure Capital (OIC), a vendor take-back loan and two non-brokered private placements. The OIC facility provides AcquireCo, Cizzle's indirect subsidiary, with US$40 million (C$54.7 million) plus an additional US$10 million (C$13.7 million) available, bearing 12% interest over five years. The package also includes a one-year, $22.25 million vendor take-back note at 12% interest, $4.725 million in equity unit financing and $7.5 million of 7.2% convertible notes.

Immediately prior to closing, Flow's branded CPG assets and IP were transferred to a vendor-owned entity, leaving Cizzle with the beverage co-manufacturing business, to be renamed Cizzle Brands Manufacturing Inc. On a pro forma basis, the manufacturing business is expected to contribute $21.5 million of revenue in the second half of fiscal 2026 and $46.5 million in 2027, supporting projected consolidated revenues of $41 million and $75 million, respectively. Bennett Jones LLP and Jenner & Block LLP advised Cizzle, Stifel Nicolaus Canada Inc. acted as financial advisor, and Miller Thomson LLP, Greenberg Traurig, LLP and Stikeman Elliott LLP advised the vendor and OIC.

Company

Cizzle Brands Corporation

Law Firm / Organization
Bennett Jones LLP
Law Firm / Organization
Jenner & Block LLP

Company

RI Flow Sub LLC

Law Firm / Organization
Miller Thomson LLP

Company

Orion Infrastructure Capital

Law Firm / Organization
Stikeman Elliott LLP
Law Firm / Organization
Greenberg Traurig LLP
Merger & Acquisition
Other
$ 83,750,000
Closed
24 December 2025