Item 1.01 Entry into a Material Definitive Agreement.
On January 15, 2021, Splash Beverage Group, Inc. (the "Company") executed a
Subscription Agreements with two accredited investors (the "Subscription
Agreement"), pursuant to which the Company received gross proceeds of $220,000
pursuant to which the Company will issue the investors 200,000 shares of the
Company's common stock and warrants (the "Warrants") to purchase 100,000 shares
of the Company's common stock. If after six months form the issuance of the
Warrant, there is no effective registration statement registering the shares of
common stock issuable upon exercise of the Warrant the warrant may be exercised
on a cashless basis as set forth in the Warrant.
In connection with the sale of the Shares, the Company paid the placement agent
$8,800 in commission and $6,600 for a non-accountable expense allowance. The
Company also issued the placement agent a warrant to purchase 20,000 shares of
the Company's common stock.
In connection with the foregoing, the Company relied upon the exemption from
registration provided by Section 4(a)(2) under the Securities Act of 1933, as
amended, for transactions not involving a public offering.
The foregoing descriptions of the Subscription Agreement and Warrant are
qualified by reference to the full text of such documents which are filed as
exhibits to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
10.1 Form of Subscription Agreement (incorporated by reference to the
current Report on Form 8-K filed
10.2 Form of Warrant
1
© Edgar Online, source Glimpses