How Poppi’s founders built a new soda brand worth $2 billion

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2:19I'm standing there on the edge of the bridge. I'm just like, should I jump? I know I should jump, but there's going to be all of these things that I have to do to figure it out. There's so much risk in all of this stuff.

2:33Stephen Ellsworth:And I donkey kick him off the cliff. So hard. She just kicks me right off. That's Stephen Ellsworth. his co-founder Allison is the one who gave him that donkey kick. The married couple took the entrepreneurial leap together to create a healthier version of soda, one that you've probably seen if you haven't picked it up yet at your local convenience store, grocery store, Poppy. Pepsi bought the brand in 2025 for roughly$2 billion. But the road to getting there was not so easy. While you're like in the dark building and grinding, your friends or at great corporate jobs, taking trips to the Bahamas and taking trips to Europe.

3:15And we're just like grinding.

3:17Stephen Ellsworth:But also loving the grind.

3:22This is Masters of Scale. I'm Jeff Berman, your host. This week on the show, Allison and Stephen Ellsworth. They're the married duo that started by selling homemade soda at their farmer's market. They hyperscaled Poppy to a truly gigantic exit and changed an entire category along the way. We talked about what it takes to juggle a growing company and family at the same time, how savvy social media strategy helped them stand out, and what happens when you decide to run a Super Bowl ad four days before the big game.

3:55Alice and Stephen, welcome to Masters of Scale.

3:58Stephen Ellsworth:Thanks for having us. Thanks for having us. I'm thrilled for you guys to be here. I want to start with a confession, which is I had my first poppy just a few weeks ago. I had the lemon-lime version. Oh, yeah. And as someone who was like addicted to Coca-Cola for many years, and I'm now 16 years off of Coca-Cola. Wow. This was such a delight to discover Poppy. I love that. So thank you. Allison, it wasn't like you were like dying to go into beverage, right? How did Poppy come about? What's the origin story? The fact that you just had your first Poppy is very iconic. And what you said is the reason Poppy exists is to give people the freedom to love soda again.

4:36Stephen Ellsworth:That's our purpose. But to go back to the origin story, we didn't set out to be beverage connoisseurs. We just wanted to create something really incredible, but it came from a personal problem of mine. I had tummy issues. I was about 50 pounds heavier than I am now. My skin was a mess. I spent maybe seven years trying to go to doctors, trying to figure out what's going on. And they kept telling me it was like girl problems. I couldn't really like really figure it out. So going through that process, honestly, it was really amazing for me to discover what worked for me. And apple cider vinegar was just like a key ingredient.

5:15Stephen Ellsworth:It was almost like it was like a reset detox type of vibe, but I hated the taste. So off to the kitchen, I went, created a bunch of our first versions of it. It was called Mother Beverage. It was in these like little mason jars. And so, Stephen, when Allison is sort of a mad scientist in the kitchen trying to figure out, are you like, I love you, but what are we doing here? Or did you see the vision? Yes, I definitely thought she was a little crazy. I would say that like for the first little bit, I begrudgingly sort of went along with this idea as a supporting husband. I was really into health and fitness, but the things that I did surrounding health and fitness and the food that I ate, like largely tasted pretty good.

5:53This was sort of too far out in left field for me. I think, as Allison said, when she started making it taste a little bit better, that's when I started to get more excited about it. I was like, taking a shot of apple cider vinegar, not for me. But if it's something that I can drink and enjoy that's also healthy, then I'm down. And so what was the inflection point at which you said, maybe I've got a product here that's worth taking out to market?

6:16Stephen Ellsworth:I just was still just so obsessed with this idea, almost so obsessed I just wanted people to try it. So we signed up for the local farmer's market to do it as a hobby on the weekend. I think a lot of people start at the farmer's market and we just started selling it. And week after week after week, we kept selling out. And then we would spend the week bottling it and making it in our kitchen and then selling it on the weekends. Well, he's working a job to support the mortgage of the house that we just bought. And really quickly, a Whole Foods buyer came by our booth. Her name was Kelly. She's still at Whole Foods to this day.

6:49Stephen Ellsworth:And she gave us her card. And that moment was just like a really reassuring moment of being like, you guys need to be in Whole Foods. And I think that was the first time we realized we maybe had a business and it wasn't a hobby. And I told Steven, I was like, we're going to do this. We're going all in. We're going to put our life savings into this. I think it was like our third weekend at the farmer's market. Wow. So it's fast. This was really fast and friends and family had really liked the product. But how often can you trust friends and family to give you real feedback? And so this was... We love it.

7:17Yeah. It's so good. Oh my gosh. We love you. Yeah, that's exactly right. Like Allison said, the forager from Whole Foods loved what we were doing. There was a big crowd around our booth. We were like the talk of the farmer's market. And so I think that was helpful. But tried the product, loved it, loved our story and was like, you got to be in Whole Foods. It's one thing to be bottling during the week in your home and showing the farmer's market. But when Kelly shows up from Whole Foods and says you should be in Whole Foods, is it like, whoa, whoa, whoa. Now we've got compliance. We've got supply chain.

7:51We've got a whole set of questions we haven't begun to address. Like what happens in that moment? The nice thing about this local forager program that Whole Foods has is they're there side by side with you to help these young and emerging products and brands sort of get up off the ground and get to retail. And so that was just a really great relationship that we developed over time with Kelly at Whole Foods in getting compliant and starting our own manufacturing facility, not the wisest choice, but getting sort of all of that stuff dialed in. They were really helpful with it.

8:20Stephen Ellsworth:We even had like at one point the bottles had this like metallic shine on it. And she was like, that's not going to look good in grocery stores. And so we ended up going with like bright colors instead that we knew would like pop off the shelf. And I think too, on top of it, it takes time. So from the time we got the like card to the time we were on shelf was 10 or 11 months, right? And so I love that we were naive enough to think it would happen quick because we did take our life savings and we did open a manufacturing facility and we did start to grow even more locally. And the craziest thing that we went through all that and then we finally got approval and they're like, you guys have 14 stores in Dallas, Texas, and now you have to go sell each store individually.

9:04Stephen Ellsworth:We strapped our babies in our back and we sold into those 14 Whole Foods. And we were really successful in it that they started to believe in us. And we just started the flywheel. And I think we did like$500 ,000 in revenue. And then that's when Shark Tank came up. Before we get to Shark Tank, neither of you had a background specifically in manufacturing, in supply chain, in compliance, in all the things that you have to deal with. How did you do it? Google's a beautiful thing right now. There's chat GBT, but I think that there's templates online. There's resources. You ask people, you network, you call, you beg, other people are like, how did you guys do it?

9:45Stephen Ellsworth:I think as an entrepreneur, we were just so desperate to be successful and to share this product that we kind of just did whatever it takes. And it's almost like everyone wants that secret formula. It's just, you have to just do the work. Yeah. I think the reason we work so well is because I'm standing there on the edge of the bridge and I'm just like, should I jump? I know I should jump, but there's going to be all of these things that I have to do to like figure it out. And there's so much risk in all of this stuff. And I donkey kick him off the cliff. She just kicks me right off the ledge. But the good thing is, is that once I'm in, I'm all in.

10:22There's no turning back. It's just extreme focus and extreme intensity without looking back, just doing whatever you have to, to literally get the job done. And I feel like for the first two or three years growing the business, we just muscled through. It was just pure grit at that point. While you're like in the dark building and grinding, your friends are at great corporate jobs, taking trips to the Bahamas and taking trips to Europe and we're just like grinding. It's tough for sure.

10:53Stephen Ellsworth:But also loving the grind. Yeah. I always say I love that I had a co-founder. I think it would be really hard to do it as a solo entrepreneur, right? The highs are so much higher, but the lows you actually have like support. And so if you don't have a co-founder, find someone, your first hire is probably going to be basically your co-founder because you can feel really alone as an entrepreneur. Yeah. And there's a growing number of stories of partners, husband, wife, or otherwise who found companies together and go on to have the success you all have. It's also a decision that's fraught. Was there a moment where you just said like, I'm not sure this is worth it, or I'm not sure we're going to make it as a couple through this?

11:32There's never a moment I didn't think that we wouldn't make it as a couple. I think maybe the reason that you start to see more married couples do this together is because in theory, a married couple has already committed 100%. Whereas I think other co-founders or partners, I feel like that conviction and partnership can sometimes waver in the face of animosity or any sort of challenge. So I never thought that our relationship was challenged through the growth of Poppy. There were definitely moments where I didn't think we were going to make it. I remember it was a slow month and we had all of this overhead and really no revenue to back it up.

12:14And our mortgage was due and we had our first kid at this point. And I was like, man, what are we going to do? I was standing in the kitchen. I opened up this letter. I didn't know where it was from, but it was a tax return from the government because we had had our first kid and we didn't claim it dependent on our tax return. We got a refund back and it was almost for the exact dollar amount of our mortgage. Oh, wow. But that was probably the time that I was wavering the most. It was early on.

12:39Stephen Ellsworth:You never told me until like post-exit with this story either, which I think is really interesting. Why didn't you share that with Allison? I don't know, for whatever silly reason. Yeah. Yeah. There was a lot of things going through my head of sort of like saying, okay, exit door A, exit door B. Yeah. Well, I mean, ask that question in part because to your point about being a married couple and already, at least theoretically and in your case, really being all in on it, right? You don't have one foot out. But when you're in it together, you're experiencing those highs and lows largely together.

13:11And so I'm just curious, is there an element of almost protecting each other when the energy demands that?

13:17Stephen Ellsworth:We really like to win. Both of us have that drive, but we also wanted to have a family, right? We didn't want to pick and we did decide very intentionally to do it at the same time. And so we at that point decided that there's three things, marriage, kids, and business, that we were like, hey, we're good. Let's not focus on the marriage so much. Like, I don't care if I get flowers for Valentine's Day or if you forget the anniversary or we don't have a birthday dinner, right those things that I think a lot of people would probably need in a marriage to like build that trust but we were building trust in so many other avenues that for the longest time we didn't really need it but I will say what's been interesting was like post exit when we had this like same goal for nine years poppy and then we exit and now it's like he's doing stuff I'm doing and we now don't have the same goal there was a little bit of a learning period to be like oh wait we're not doing everything together.

14:21Stephen Ellsworth:We have to like almost now go on those dates. I want those flowers. Don't forget my birthday, right? With everything in life, there's waves and there's challenges and change, but I think we're pretty good with dealing it and addressing and having those conversations. And so what happens that you then decide it's worth it for us to go do Shark Tank rather than continuing to build sort of step-by-step in a more traditional manner? I think we were finally ready to have help, right? I think we had maybe gotten it to a really good business for us, but it wasn't, you know, 500 ,000. It's good, but it's not like going to change our lives.

15:00Stephen Ellsworth:And we had someone reach out. They were wanting to invest in us. I think they were going to give us like$200 ,000, but they had zero connections. They had zero knowledge and beverage. And we've always heard of the old saying, like, don't take dumb money. Like any entrepreneur knows that. And as we were like discussing if we needed it, because we needed the money, I literally opened Instagram and Mark Cuban posted that Shark Tank was coming to town that weekend and there was tryouts to be on the show. I was three months pregnant. So it's 2017. And we went and stood in line for eight hours. I think it was like the first time we got a real babysitter with our first and we just pitched our hearts out.

15:43Stephen Ellsworth:And they're like, this is gonna make it all the way. Really? They loved us. They were pumped. They were pumped. They loved us. They loved our story. Yeah, but it still took six months from that moment to actually get on the show, which, you know, made me nine months pregnant on the show. Yeah, I'm not great at math, but I was going to say that puts you right there. Yeah, I was nine months pregnant on, but I was like, I'm going to be, I don't care. I will have this baby on TV. Like, that's how much we just, and Shark Tank absolutely changed our lives. How? We had resources. We had knowledge. We had network.

16:11Stephen Ellsworth:We had access to more capital. I will say the recognition of the American dream of as seen on Shark Tank, right? That stamp of approval. Like it does so many things for a business when used in the right way. Some people go on Shark Tank, I'm told, knowing they're not going to do a deal. It is purely a marketing play. Other people go on with a real clear idea of what they want to work out with. Where were you on that? Yeah, we needed a deal. As Allison said, we really wanted that strategic partner that could help sort of guide us and take us to the next level. And I think that we're relatively coachable.

16:45We wanted capital. We were eager for a partner. We were hungry to win. And we wanted to learn. Tell us what happened on the show.

16:50Stephen Ellsworth:Spoiler alert, we got a deal. Okay. So we got a deal with Brohan Oza and he has a vast knowledge in beverage, right? In the history, multiple exits and really had worked his whole career in the space. And so it was the perfect shark for us. And after getting a deal, we did a full rebrand. We were mother beverage and we went into Poppy. What did Rohan tell you about the branding? Yeah. I mean, he was like, basically like your liquid's amazing, but your branding is shit. And we as founders were not upset about it. We were like, well, what are we going to do? It wasn't like someone telling you your baby's ugly.

17:24That's not how it landed. No, because I think we knew our baby was ugly.

17:27Stephen Ellsworth:Yeah. Yeah. But the inside is what matters. The inside is absolutely what matters. Whether you can sell the inside without the outside, different story. It almost feels like Rohan is the perfect shark to invest, not one who's a regular on the show. Did you get lucky or was it providence or was this part of the programming that they wanted you in front of him? You know, contrary to what people believe, like the show wants you to get a deal and they do a lot of work in the back end to actually try to match you up. I know this because I was a guest shark this season right so it was fun to see both sides of it and I kept thinking you guys I am pregnant I know you're filming for three weeks like I think we were like the last two episodes filmed of the pod and it was because they were trying to match us up with Rohan we had no idea you don't find out your sharks until literally I think like midnight the night before so we had no clue we find out we go to bed we're up at 4am for glam and to get to set.

18:26Stephen Ellsworth:So like you don't really even have time to process it or really dig deep or look into them. So you just kind of have to go in there with an open mind. And I think Bethany Frankel was also on there and she had some experience in beverage. So we were excited to see her. And then Mark Cuban was Dallas. We were Dallas based. But I think that we would have done any deal with any shark, honestly, if it was a good deal and they weren't like totally being sharky. We definitely needed it. If there's an entrepreneur who's listening, who is either trying out for Shark tank or is going to be going to record an episode soon.

18:58What's the advice you would each give that person?

19:01Stephen Ellsworth:Know your numbers. Don't go on the show if you can't answer just like basic questions about your business. Go on with the intent to actually get a deal because they can see right through that. And I think, you know, nerves get people a lot. I saw that where it was a great product. They knew their numbers, but the nerves took over. So know that you are actually going on TV and you have to like be able to do that, which I think probably a lot of people struggle with. I think for the people that are wanting to go on there for marketing, I think it's great marketing short term. I think there's a little lift, but I don't think that it's going to change their business the way that they think it's going to.

19:45Still ahead, Allison and Steven on how they built one of the most effective TikTok playbooks in CPG history.