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Solo Brands Eliminating Umbrella Partnership C Corporation Structure

Benzinga·12/22/2025 16:59:58
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Solo Brands, Inc. (NYSE:SBDS) ("Solo Brands" or "the Company") a leading portfolio of lifestyle brands (Solo Stove, Chubbies, Isle and Oru) that are redefining the outdoor and apparel industries, announced that it is conducting a series of transactions that will simplify its organizational structure, including the elimination of its umbrella partnership C corporation (Up-C) structure, which has the effect of limiting material liability for potential cash payments under its Tax Receivable Agreement (the "TRA").

As part of the transactions, the outstanding shares of Solo Brands Class B common stock held by former TRA parties will be cancelled, and corresponding units of Solo Stove Holdings, LLC, a subsidiary of the Company, will be exchanged for shares of Solo Brands Class A common stock on a one-for-one basis. As a result, Solo Brands will have a single class of common stock outstanding with approximately 2.5 million shares of Class A common stock as of January 1, 2026.