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SUJA LIFE, INC.

For the period ended Mar 30, 2026. Filed Jun 9, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 30, 2026 · Filed Jun 9, 2026

SUJA$10.42+5.4%Stored close · as of Nov 9, 2026

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NOTES TO FINANCIAL STATEMENT (UNAUDITED)

SUJA LIFE, INC.

NOTES TO THE BALANCE SHEET

Note 1 —Organization

Suja Life, Inc. (the “Corporation”) was formed as a Delaware corporation on October 8, 2025. The Corporation was formed for the purpose of completing a public offering and related transactions in order to carry on the business of Suja Life Holdings, L.P. and subsidiaries (the “Company”). The Corporation will be the sole general partner of the Company, and will operate and control all of the businesses and affairs of the Company and, through the Company, continue to conduct the business currently conducted by the Company. The Corporation’s fiscal year is a 52 – 53 week year ending on the Monday closest to December 31 each year. The Corporation did not have any activity outside of the formation and share issuance for the period from October 8, 2025 to March 30, 2026.

Note 2 —Summary of Significant Accounting Policies

Basis of Presentation

The balance sheet has been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) set by the Financial Accounting Standards Board (“FASB”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Separate statements of operations, comprehensive income, changes in stockholder’s equity, and cash flows have not been presented in the financial statements because there have been no activities in this entity.

Note 3 —Stockholder’s Equity

The Corporation is authorized to issue 1,000 shares of common stock, par value $0.01 per share. On October 8, 2025,1,000 shares of common stock were issued for future cash consideration of $10 which was not received as of the date of formation. The purchase of the shares was not cash funded, therefore there is a $10 contra-equity receivable on the balance sheet.

Note 4 —Subsequent Events

IPO and Organizational Transactions

On May 8, 2026, the Corporation consummated its initial public offering (“IPO”) in which 8,888,889 shares of Class A common stock, par value $0.0001 per share (“Class A Common Stock”), were offered at a public offering price of $21.00 per share. The IPO resulted in gross proceeds of $186.7 million, and net proceeds of $173.6 million, after deducting the underwriting discounts of $13.1 million, and before deducting offering expenses payable by the Corporation.

In connection with the consummation of the IPO, the Corporation amended and restated the existing limited partnership agreement (the “LP Agreement”) of Suja Life Holdings, L.P. (“Holdings LP”) to, among other things, (i) recapitalize all existing ownership interests in Holdings LP held by the existing owners of Holdings LP into a single class of common units (“LP Units”); and (ii) appoint the Corporation as the sole general partner of Holdings LP.

On May 7, 2026, the Corporation amended and restated its certificate of incorporation to, among other things, provide: (i) for Class A Common Stock, with each share of its Class A Common Stock entitling its holder toone vote per share on all matters presented to stockholders generally and with economic rights; and (ii) for Class V common stock, par value $0.0001 per share (“Class V Common Stock”), with each share of Class V Common Stock entitling its holder toone vote per share on all matters presented to stockholders generally with no economic rights. Any shares of Class V Common Stock may only be held by the continuing equity owners of Holdings LP and their respective permitted transferees.

In addition, the Corporation acquired, directly or indirectly, through a series of transactions which may have included one or more contributions, mergers, or otherwise, LP Units owned by various entities, and in exchange therefor the owners of the LP Units received, directly or indirectly, newly issued shares of Class A Common Stock.

The proceeds from the IPO were used to purchase 8,888,889 newly issued LP Units at a purchase price per LP Unit equal to the initial offering price per share of Class A Common Stock in the IPO, less the underwriting discounts. In turn, Holdings LP applied the proceeds it received and $1.4 million of cash on hand, (i) to repay $142.6 million of outstanding borrowings under the first lien credit agreement, dated August 23, 2021, (ii) to pay $17.5 million in cash payments to certain employees in connection with the settlement of time-based vesting incentive units, in partial satisfaction of certain transaction bonus agreements and in connection with celebratory cash awards in respect of the consummation of the IPO, and (iii) to pay $14.9 million of expenses incurred in connection with the IPO and the related organizational transactions. $9.8 million of expenses incurred in connection with the IPO will be recorded as a reduction to additional paid-in-capital. Immediately following the IPO, the holders of Class A Common Stock collectively own 100% of the economic interests in the Corporation and hold 61.6% of the voting power of the Corporation. The existing owners of LP Units in Holdings LP, through ownership of Class V Common Stock, hold the remaining 38.4% of the voting power of the Corporation.

Upon completion of the IPO, the Corporation has 23,788,700 shares of Class A Common Stock outstanding. In accordance with the exchange agreement entered into in connection with the organizational transactions, the holders of LP Units may exchange their LP Units, together with an equal number of shares of Class V Common Stock, for shares of Class A Common Stock on aone-for-one basis or, at the Corporation’s election, for cash from a substantially concurrent public offering or private sale of shares of Class A Common Stock (based on the price of Class A Common Stock in such public offering or private sale). Any shares of Class V Common Stock so delivered will be cancelled.

Consolidation

Subsequent to the IPO, the Corporation is the sole general partner of Holdings LP and it exclusively operates and controls all of Holdings LP’s business and affairs and consolidates the financial results of Holdings LP. Holdings LP is considered the predecessor of the Corporation for accounting purposes. As the existing owners control both the Corporation and Holdings LP, before and after the IPO, the reorganization will be accounted for as a reorganization of entities under common control. Following the IPO, the condensed consolidated financial statements of the Corporation will recognize the assets and liabilities received in the reorganization at its historical carrying amounts, reflected in the historical condensed consolidated financial statements of Holdings LP.

The LP Units owned by LP unitholders will be considered noncontrolling interests in the condensed consolidated financial statements of the Corporation. In the absence of assurance that settlement in shares is solely within the control of the issuer, classification of the noncontrolling interest outside of permanent equity will be required in accordance with ASC 480.

Tax Receivable Agreement

In connection with the consummation of the IPO, the Corporation and Holdings LP entered into a Tax Receivable Agreement (the “TRA”) with the continuing equity owners and blocker shareholders (collectively, the “TRA Participants”), which requires payment from the Corporation to the TRA Participants of 85% of the amount of cash tax savings, if any, in U.S. federal, state and local income taxes that the Corporation actually realizes or is deemed to realize in some circumstances (as computed using certain assumptions) as a result of certain tax attributes and benefits covered by the TRA.

Impact of the IPO on Employee Incentive Plans and Related Operating Results

In connection with the consummation of the IPO, the Corporation will incur additional compensation related costs associated with modifications to outstanding incentive units and the issuance of (i) new performance-based restricted stock, (ii) performance-based restricted stock units and (iii) time-based restricted stock units under the Suja Life, Inc. 2026 Omnibus Incentive Plan (“2026 Omnibus Plan”) to certain employees and directors.

In connection with the consummation of the IPO, all unvested performance-based incentive units held by employees were converted into 735,393 performance-based restricted stock units with respect to shares of Class A Common Stock that will vest based on the achievement of performance or market based conditions. The performance condition and market awards will be treated as separate awards in accordance with ASC 718. The performance condition was determined not to be probable as of the date of the IPO and will not be included in expense until determined to be probable. The market condition was valued using a Monte Carlo simulation to simulate the distribution of the Corporation stock price over the requisitetwo year vesting period, resulting in a 66.4% discount to the IPO price of $21.00 per share. The grant date fair value of $13.95 per share will result in a total anticipated cost of $10.3 million to be recognized over the requisite service period. Additionally, all vested and unvested time-based incentive units held by employees were settled in cash. The cash settlement was treated as a modification to a liability classified award, which will result in a cash payment of approximately $15.3 million.

2026 Omnibus Incentive Plan

On May 8, 2026, and in connection with the IPO, the Corporation adopted the 2026 Omnibus Plan. The 2026 Omnibus Plan is administered by the Corporation’s Compensation and Nominating Committee of the board of directors. The Corporation’s board of directors has the authority to amend and modify the 2026 Omnibus Plan, subject to any stockholder approval. Subject to adjustment in the event of certain transactions or changes of capitalization in accordance with the 2026 Omnibus Plan, a number of shares of Class A Common Stock equal to 4,291,668 (the “Share Reserve”) are reserved for issuance pursuant to awards under the 2026 Omnibus Plan. The Share Reserve will be increased annually on January 1 of each fiscal year beginning in 2027 and ending and including January 1, 2036, by the lesser of (i)4% of the aggregate number of shares of Class A Common Stock and Class V Common Stock outstanding on December 31 of the immediately preceding calendar year and (ii) the number of shares of Class A Common Stock as is determined by the Corporation’s board of directors. The following awards were granted in connection with the IPO:

(i)83,811 restricted stock unit awards (“RSUs”) with respect to shares of Class A Common Stock to certain executives and employees and non-employees directors under the 2026 Omnibus Plan with an aggregate grant date fair value of $1.8 million. The RSU awards to executives and employees vest in inthree substantially equal installments on each of the first, second and third anniversaries of the closing date of the IPO, subject generally to continued employment through the applicable vesting date. The RSU awards to non-employee directors vest on the earlier of theone-year anniversary of the closing date of the IPO and the day immediately preceding the Corporation’s 2027 annual shareholder meeting, subject generally to continued service through the applicable vesting date. The vesting of all RSU awards will accelerate and vest in full upon a change in control (as defined in the 2026 Omnibus Plan).

(ii)128,708 performance-based stock units with respect to shares of Class A Common Stock to certain employees and directors of Holdings LP in partial or full satisfaction of certain transaction bonus agreements.104,898 of these units have the same vesting terms and conditions as the performance-based restricted stock units discussed above, and will be calculated using the same methodology.23,810 of these units only have performance conditions. The performance condition and market condition will be treated as separate awards in accordance with ASC 718. The performance condition was determined not to be probable as of the date of the IPO and will not be included in expense until determined to be probable. The market condition was valued using a Monte Carlo simulation to simulate the distribution of the Corporation’s stock price over the requisitetwo year vesting period, resulting in a 66.4% discount to the IPO price of $21.00 per share. The grant date fair value of $13.95 per share will result in a total anticipated cost of $1.5 million to be recognized over the requisite service period.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

As of
March 30,2026December 29,2025
Assets
Current Assets
Cash$27,378$31,015
Restricted cash1,0101,010
Trade receivables, net13,97114,081
Inventories18,70322,412
Prepaid expenses and other current assets4,0062,636
Total current assets65,06871,154
Property and equipment, net52,62445,671
Operating lease right-of-use assets, net22,76623,387
Trade name and other intangible assets, net173,248178,463
Goodwill106,201106,201
Other assets960701
Deferred transaction costs4,3652,536
Total assets$425,232$428,113
Liabilities and Partners’ Equity
Current Liabilities
Accounts payable$18,015$19,408
Accrued expenses19,44319,563
Accrued compensation6,44714,596
Current portion of operating lease obligations2,5192,450
Current portion of finance lease obligations63110
Short-term debt2,7402,740
Total current liabilities49,22758,867
Long-term operating lease obligations23,38224,051
Long-term finance lease obligations8998
Long-term debt, net300,720301,157
Deferred tax liabilities, net11,37011,370
Total liabilities384,788395,543
Commitments and Contingencies (Note 9)
Partners’ Equity
Unlimited Class A Units authorized, no par value, 222,881 units issued and outstanding as of March 30, 2026 and December 29, 2025——
Unlimited Class B Units authorized, no par value, 18,680 units issued and outstanding as of March 30, 2026 and December 29, 2025, respectively——
Unlimited Class C Units, no par value, 200 units issued and outstanding as of March 30, 2026 and December 29, 2025——
4,840 Class D Units, no par value, issued and outstanding as of March 30, 2026 and December 29, 2025——
Unlimited Class E Units authorized, no par value, 1,434 units issued and outstanding as of March 30, 2026 and December 29, 2025——
Unlimited Class F Units, no par value, 1,000 units issued and outstanding as of March 30, 2026 and December 29, 2025——
Additional paid-in capital144,852144,712
Accumulated deficit(104,408)(112,142)
Total partners’ equity40,44432,570
Total liabilities and partners’ equity$425,232$428,113
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