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




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