Cizzle Brands announced it acquired the manufacturing business of Flow Water for aggregate proceeds of about $83.75 million, a deal the company says shifts it from an emerging consumer packaged goods portfolio into a vertically integrated sports nutrition and beverage platform with a faster path to profitability.
Cizzle said the transaction, previously announced Dec. 24, 2025, gives it ownership of a “clean” manufacturing asset separated from Flow brand marketing overhead and legacy corporate liabilities through a court-supervised receivership process tied to Flow Beverage Corporation’s late-2025 restructuring. The facility has been rebranded as The CWENCH Hydration Factory.
Cizzle said the acquisition is anchored by an existing order book that includes roughly $184 million of remaining contracted manufacturing volume under customer agreements. The company said the contracts include take-or-pay provisions that establish a guaranteed revenue floor of about $158 million even if customers do not utilize contracted volumes. Current manufacturing clients cited by the company include BeatBox and the spun-out Flow Water brand.
The company said the purchase also secures supply for its flagship ready-to-drink CWENCH Hydration product, which had been manufactured by Flow on an outsourced basis, and is expected to reduce cost of goods sold by removing third-party manufacturing margin while giving Cizzle control over production scaling.
Cizzle also pointed to demand for aseptic Tetra Pak packaging as a strategic driver, saying North American production capacity is constrained as consumer preference shifts away from plastic bottles, positioning the facility as a scarce infrastructure asset in a growing segment.
On the asset’s financial profile, Cizzle said the manufacturing business is debt-free aside from obligations connected to the facility’s building lease and a tripartite arrangement related to one production line. The company said five of six manufacturing lines are owned free and clear, while Line 5 is subject to an agreement with BeatBox and NFS Leasing Canada Ltd. under which BeatBox leases the line and the manufacturing business compensates BeatBox for its use. Cizzle said the seller settled about $14 million in remaining finance leases for Line 4 and paid commissioning costs for a new high-speed Line 6 designed for 330ml Tetra Pak production. Cizzle also said it acquired an estimated $130 million in tax loss carryforwards associated with the manufacturing business.
Cizzle said it is targeting operational improvements at the plant, which it said had operated at 42% efficiency prior to Flow Beverage’s receivership and is currently running at 56% efficiency, with an expectation to reach 65% within nine months. The company said the facility’s current capacity is up to 204 million units per year, with Line 6 expected to come online in May 2026 and add up to 48 million units of annual capacity. Cizzle said there is also space to add two additional lines that could lift total capacity to as much as 338 million units annually.
Based on the current order book and expected efficiency gains, Cizzle forecasts manufacturing revenue contribution of about $24 million in the year-to-go fiscal 2026 and $53 million in fiscal 2027. Adjusting for intercompany transactions, the company projected pro forma consolidated revenue of roughly $44 million in fiscal 2026 and $79 million in fiscal 2027, and said it expects its first adjusted EBITDA-positive quarter in Q4 2026, with about $14 million of adjusted EBITDA in fiscal 2027.
Cizzle said the acquisition was financed through a mix of debt and equity, including a $40 million U.S. credit agreement with Orion Infrastructure Capital bearing 12% annual interest with the first six months of interest added to principal, and a 12-month secured vendor promissory note of C$22.25 million at 12% annual interest payable as a bullet payment at maturity. The company said it expects to maintain a roughly 3x debt service coverage ratio within the manufacturing business on facility-based debt on a normalized basis.
KEY QUOTE:
“We identified a rare window to acquire a premier manufacturing asset without the burden of its predecessor’s balance sheet. We are no longer just a brand; we are an infrastructure owner. Not only does this secure the long-term future of CWENCH Hydration with improved margins, it also provides us with a highly lucrative co-manufacturing division serving some of the world’s biggest beverage portfolios. We have built a moat around our business that few in the beverage space can replicate.”
John Celenza, Founder, Chairman, and Chief Executive Officer, Cizzle Brands
