الإحصائيات الأساسية
| CIK | 1553788 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Splash Beverage Group, Inc.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| September 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 29, 2025 SPLASH BEVERAGE GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 001-40471 34-1720075 (State or other jurisdiction of incorporation) (Commissi |
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| September 4, 2025 |
EXHIBIT 3.1 |
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| August 14, 2025 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact na |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| August 5, 2025 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES NYSE American LLC ("NYSE American" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Warrants, each warrant to purchase 1/40th of a share of Common Stock at an exercise price of $184. |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 28, 2025 SPLASH BEVERAGE GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 001-40471 34-1720075 (State or other jurisdiction of incorporation) (Commission |
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| July 30, 2025 |
EXHIBIT 99.1 FOR IMMEDIATE RELEASE Splash Beverage Group Announces Continuation of its Listing on NYSE American Following NYSE Compliance Determination Fort Lauderdale, FL – July 30, 2025 – Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, is pleased to announce that it has regained full compliance with the continued list |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2025 Splash Beverage Group, Inc. (Exact name of registrant as specified in its charter) Nevada 001-40471 34-1720075 (State or other jurisdiction of incorporation) (Commission |
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| July 29, 2025 |
EXHIBIT 99.1 Splash Beverage Group, Inc. Announces NYSE American to Commence Delisting Proceedings for Warrants (Ticker: SBEV-WT) FORT LAUDERDALE, FL - July 29, 2025 (NEWMEDIAWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) (the “Company”), a portfolio company of leading beverage brands, today announced that on June 23, 2025, it received notice from NYSE Regulation that the NYSE American |
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| July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A/A (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ De |
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| July 11, 2025 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact name of r |
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| July 11, 2025 |
Splash Beverage, Inc., Insider Trading Policy EXHIBIT 19.1 Splash beverage group, Inc. INSIDER TRADING POLICY Adopted: July 10, 2025 SUMMARY Splash beverage Group, Inc. (“SplashSplash” or the “Company”), has adopted formal policies and procedures to prevent insider trading violations by its officers, directors, employees and related individuals. The following summary is presented in question and answer format. The following information is a s |
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| July 11, 2025 |
Description of Capital Stock * EXHIBIT 4.4 DESCRIPTION OF CAPITAL STOCK The following summarizes the material terms of the capital stock of Splash Beverage Group, Inc. (“Splash,” “our Company,” “we” or “us”). Splash is a corporation incorporated under the laws of the State of Nevada, and accordingly its internal corporate affairs are governed by Nevada Revised Statutes (NRS) and by its articles of incorporation (our “articles o |
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| July 11, 2025 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact n |
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| July 11, 2025 |
Certificate of Change filed with the Secretary of State of Nevada EXHIBIT 3.7 |
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| July 11, 2025 |
Certificate of Change filed with the Secretary of State of Nevada EXHIBIT 3.2 |
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| June 26, 2025 |
EXHIBIT 10.2 Splash Beverage Group, Inc. 1314 E Las Olas Blvd, Suite 221 Fort Lauderdale, Fl, 33301 June 25, 2025 [Insert Recipient Name and Address] Re: Securities Exchange Letter Agreement Ladies and Gentlemen: As of the date hereof, Splash Beverage Group, Inc. (the “Debtor” or the “Company”) and [] (the “Holder,” and together with the Debtor, the “Parties”) acknowledge that certain obligations |
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| June 26, 2025 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of June 25, 2025, by and among Splash Beverage Group, Inc., a Nevada corporation (the “Company”) and the purchasers from time-to-time party hereto as “Purchasers” (together with their respective successors and assigns, each, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The C |
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| June 26, 2025 |
EXHIBIT 99.1 FOR IMMEDIATE RELEASE Splash Beverage Group Announces Exchange of Outstanding Notes for Preferred Equity to Support NYSE American Compliance Fort Lauderdale, FL – June 26, 2025 – Splash Beverage Group, Inc. (NYSE American: SBEV), a portfolio company of leading beverage brands, today announced that it has exchanged approximately $12.67 million of outstanding promissory notes for newly |
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| June 26, 2025 |
EXHIBIT 99.1 Splash Beverage Group Enters into Agreement to Acquire Exclusive Rights to World-Class Water Source in Costa Rica’s Famed “Blue Zone” FOR IMMEDIATE RELEASE Fort Lauderdale, FL – June 26, 2025 – Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, today announced that it has entered into an agreement for the acqu |
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| June 26, 2025 |
EXHIBIT 10.5 ASSET PURCHASE AGREEMENT By and among UTOPIA HOLDINGS INC., and SPLASH BEVERAGE GROUP, INC., dated as of June 25, 2025 1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”), dated as of June 25, 2025, is entered into by and among Utopia Holdings Inc., with principal place of business in Sammamish, WA (“Seller”), Splash Beverage Group, Inc., a Nevada corporation ( |
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| June 26, 2025 |
EXHIBIT 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| June 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 25, 2025 SPLASH BEVERAGE GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 001-40471 34-1720075 (State or other jurisdiction of incorporation) (Commission |
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| June 26, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 26, 2025 SPLASH BEVERAGE GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 001-40471 34-1720075 (State or other jurisdiction of incorporation) (Commission |
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| June 26, 2025 |
EXHIBIT 10.4 Splash Beverage Group, Inc. 1314 E Las Olas Blvd, Suite 221 Fort Lauderdale, Fl, 33301 June 25, 2025 Re: Securities Exchange Letter Agreement Preamble. This letter agreement documents our understanding in connection with the Securities Exchange Letter Agreement (the “Exchange Letter”) being entered into by and among Splash Beverage Group, Inc. (the “Company”) and each of the undersign |
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| June 26, 2025 |
EXHIBIT 3.3 CERTIFICATE OF DESIGNATIONS, PREFERENCES RIGHTS AND LIMITATIONS OF THE SERIES C CONVERTIBLE PREFERRED STOCK OF SPLASH BEVERAGE GROUP, INC. I, Robert Nistico, hereby certify that I am the Chief Executive Officer of Splash Beverage Group, Inc. (the “Company”), a corporation organized and existing under the Nevada Revised Statutes (the “NRS”), and further do hereby certify: WHEREAS, the B |
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| June 26, 2025 |
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| June 26, 2025 |
EXHIBIT 3.2 CERTIFICATE OF DESIGNATIONS, PREFERENCES RIGHTS AND LIMITATIONS OF THE SERIES B CONVERTIBLE REDEEMABLE PREFERRED STOCK OF SPLASH BEVERAGE GROUP, INC. I, Robert Nistico, hereby certify that I am the Chief Executive Officer of Splash Beverage Group, Inc. (the “Company”), a corporation organized and existing under the Nevada Revised Statutes (the “NRS”), and further do hereby certify: WHE |
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| June 26, 2025 |
EXHIBIT 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 25, 2025, between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the purchasers from time-to-time party hereto (each, a “Purchaser” and collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreement, date |
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| June 26, 2025 |
EXHIBIT 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES RIGHTS AND LIMITATIONS OF THE SERIES A-1 CONVERTIBLE REDEEMABLE PREFERRED STOCK OF SPLASH BEVERAGE GROUP, INC. I, Robert Nistico, hereby certify that I am the Chief Executive Officer of Splash Beverage Group, Inc. (the “Company”), a corporation organized and existing under the Nevada Revised Statutes (the “NRS”), and further do hereby certify: W |
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| June 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 10, 2025 SPLASH BEVERAGE GROUP, INC. |
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| June 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| June 13, 2025 |
EXHIBIT 10.1 It is the responsibility of any investor purchasing these securities to satisfy itself as to full observance of the laws of any relevant territory outside the United States in connection with any such purchase, including obtaining any required governmental or other consents or observing any other applicable requirements. We are not making an offer to sell these securities in any juris |
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| June 13, 2025 |
EXHIBIT 3.1 SPLASH BEVERAGE GROUP, INC. CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK Pursuant to Section 78.1955 of the Nevada Revised Statutes THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of Splash Beverage Group, Inc., a Nevada corporation (the “Corporation”), that the following resolution was duly adopted by the board of directors of the Corporation (the “Board of Directors”), in ac |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2025 Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on For |
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| April 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 16, 2025 SPLASH BEVERAGE GROUP, INC. |
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| April 11, 2025 |
Splash Beverage Group Addresses Notice From NYSE EXHIBIT 99.1 Splash Beverage Group Addresses Notice From NYSE FORT LAUDERDALE, FL - April 7, 2025 (NEWMEDIAWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or “the Company”), a portfolio company of leading beverage brands wishes to address the regulatory required notice from NYSE regarding its listing. Today, the Company was notified by NYSE American that the Company was unable |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 7, 2025 SPLASH BEVERAGE GROUP, INC. |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 20, 2025 SPLASH BEVERAGE GROUP, INC. |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2024 Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on |
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| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 7, 2025 SPLASH BEVERAGE GROUP, INC. |
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| February 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 3, 2025 SPLASH BEVERAGE GROUP, INC. |
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| February 4, 2025 |
EXHIBIT 99.1 FORT LAUDERDALE, FL - February 3, 2025 (NEWMEDIAWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or “the Company”), a portfolio company of leading beverage brands, today announced it has signed an updated Letter of Intent (LOI) to acquire Western Son Vodka (“WSV”) primarily through a stock-for-equity transaction. The addition of the Western Son revenue base will eff |
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| December 9, 2024 |
As filed with the Securities and Exchange Commission on December 6, 2024 As filed with the Securities and Exchange Commission on December 6, 2024 Registration No. |
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| December 9, 2024 |
Exhibit 107 Calculation of Filing Fee Tables S-1 (Form Type) SPLASH BEVERAGE GROUP, INC. |
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| November 18, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 15, 2024 SPLASH BEVERAGE GROUP, INC. |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2024 Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on |
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| November 15, 2024 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exa |
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| October 22, 2024 |
Form of August Registration Rights Agreement EXHIBIT 10.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 22, 2024, is by and among Splash Beverage Group, Inc., a Nevada corporation with offices located at 1314 E Las Olas Blvd, Suite 221, Fort Lauderdale, Florida 33301 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connectio |
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| October 22, 2024 |
Form of August Purchase Agreement EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of August 21, 2024, is by and among Splash Beverage Group, Inc., a Nevada corporation with offices located at 1314 E Las Olas Blvd, Suite 221, Fort Lauderdale, Florida 33301 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and |
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| October 22, 2024 |
Form of the Purchase Agreement EXHIBIT 10.10 SPLASH BEVERAGE GROUP, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of , 2024, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”). WHEREAS, the Company wishes t |
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| October 22, 2024 |
EXHIBIT 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 22, 2024 |
EXHIBIT 10.2 [FORM OF SENIOR CONVERTIBLE NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFF |
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| October 22, 2024 |
EXHIBIT 10.11 SPLASH BEVERAGE GROUP, INC. 9% convertible Promissory Note NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF |
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| October 22, 2024 |
Form of the Subscription Agreement EXHIBIT 10.12 SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Agreement”) is being delivered by the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with Subscriber’s investment in the, the offering (“Offering”) by Splash Beverage Group, Inc., a Nevada (the “Company”) in a private placement offering (the “Offering”) of up to $15,000,000 of Con |
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| October 22, 2024 |
EXHIBIT 4.1 FORM OF WARRANT NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION |
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| October 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) August 9, 2024 SPLASH BEVERAGE GROUP, INC. |
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| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| October 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| August 26, 2024 |
Form of the Purchase Agreement EXHIBIT 10.1 SPLASH BEVERAGE GROUP, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August , 2024, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”). WHEREAS, the Company wi |
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| August 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 21, 2024 SPLASH BEVERAGE GROUP, INC. |
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| August 26, 2024 |
EXHIBIT 10.2 SPLASH BEVERAGE GROUP, INC. 9% convertible Promissory Note NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF |
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| August 26, 2024 |
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 14, 2024 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact na |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 31, 2024 SPLASH BEVERAGE GROUP, INC. |
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| July 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| June 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 5, 2024 SPLASH BEVERAGE GROUP, INC. |
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| June 18, 2024 |
Procedural Notice of Noncompliance of NYSE Listing Standard EXHIBIT 99.1 Procedural Notice of Noncompliance of NYSE Listing Standard FORT LAUDERDALE, FL - (NewMediaWire) – June 18, 2024 - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, issued a statement stating that on June 5, 2024, the Company received a procedural notification from the NYSE American indicating that it is not |
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| May 15, 2024 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact n |
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| May 7, 2024 |
EXHIBIT 10.2 FORM OF SENIOR CONVERTIBLE NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFEC |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 1, 2024 SPLASH BEVERAGE GROUP, INC. |
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| May 7, 2024 |
EXHIBIT 10.3 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 1, 2024, is by and among Splash Beverage Group, Inc., a Nevada corporation with offices located at 1314 E Las Olas Blvd, Suite 221, Fort Lauderdale, Florida 33301 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In conne |
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| May 7, 2024 |
EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T |
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| May 7, 2024 |
EXHIBIT 10.1 Form of SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 1, 2024, is by and among Splash Beverage Group, Inc., a Nevada corporation with offices located at 1314 E Las Olas Blvd, Suite 221, Fort Lauderdale, Florida 33301 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 24, 2024 SPLASH BEVERAGE GROUP, INC. |
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| April 26, 2024 |
Splash Beverage Group Names Julius Ivancsits as Chief Financial Officer EXHIBIT 99.1 Splash Beverage Group Names Julius Ivancsits as Chief Financial Officer FORT LAUDERDALE, FL, April 24, 2024 (GLOBE NEWSWIRE) - via NewMediaWire - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, today announced the appointment of Julius Ivancsits as Chief Financial Officer effective April 24th, 2024. Julius |
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| April 26, 2024 |
Employment Agreement, dated April 22, 2024, by and between the Company and Julius Ivancsits EXHIBIT 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated April 22, 2024 (“Effective Date”), is entered into by and between Splash Beverage Group, Inc., a Nevada Corporation (the “Company”), and Julius Ivancsits (“Executive”), a resident of Miami, Florida located at 1300 South Miami Ave., Unit 2909, Miami, FL 33130. The parties are sometimes individually referred to as |
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| March 29, 2024 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact name of r |
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| March 29, 2024 |
Clawback Policy of the Company* EXHIBIT 97.1 SPLASH BEVERAGE GROUP, INC. CLAWBACK POLICY Introduction The Board of Directors (the “Board”) of Splash Beverage Group, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board h |
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| March 29, 2024 |
Employment Agreement dated May 4, 2020 with William Meissner* EXHIBIT 10.35 |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 29, 2024 SPLASH BEVERAGE GROUP, INC. |
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| March 29, 2024 |
Employment Agreement dated March 12, 2012 with Robert Nistico* EXHIBIT 10.34 |
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| March 29, 2024 |
Description of Capital Stock * EXHIBIT 4.4 DESCRIPTION OF CAPITAL STOCK The following summarizes the material terms of the capital stock of Splash Beverage Group, Inc. (“Splash,” “our Company,” “we” or “us”). Splash is a corporation incorporated under the laws of the State of Nevada, and accordingly its internal corporate affairs are governed by Nevada Revised Statutes (NRS) and by its articles of incorporation (our “articles o |
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| March 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 26, 2024 SPLASH BEVERAGE GROUP, INC. |
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| March 1, 2024 |
EXHIBIT 99.1 Splash Beverage Group Appoints Dr. John Paglia, a Professor of Finance at Pepperdine Graziadio Business School, to its Board of Directors Fort Lauderdale, Florida, March 1, 2024 - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, today announced the appointment of John Paglia, Ph.D., CFA, CPA, NACD.DC to the |
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| January 30, 2024 |
EXHIBIT 10.1 EMPLOYMENTAGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated January 22, 2024, is entered into by and between Splash Beverages Inc., a Nevada Corporation (the “Company”), and Stacy McLaughlin (“Executive”) XXXXXXXXXXX Florida XXXXX. PRELIMINARY STATEMENTS The Company desires for Executive to serve as Chief Financial Officer of the Company, and Executive desires to serve in |
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| January 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 24, 2024 SPLASH BEVERAGE GROUP, INC. |
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| January 29, 2024 |
Splash Beverage Group Receives Notice of Plan Acceptance EXHIBIT 99.1 Splash Beverage Group Receives Notice of Plan Acceptance Fort Lauderdale, Florida – January 26th, 2024 - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, today announced that it received notification from the New York Stock Exchange (NYSE) regarding its non-compliance with listing standards, as outlined in s |
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| January 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 20, 2023 SPLASH BEVERAGE GROUP, INC. |
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| December 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 1, 2023 SPLASH BEVERAGE GROUP, INC. |
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| December 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 12, 2023 SPLASH BEVERAGE GROUP, INC. |
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| December 18, 2023 |
EXHIBIT 10.1 WAIVER AGREEMENT This letter agreement (this “Agreement”) is entered into as of December 11, 2023, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Reference is made to (i) that certain Securities Purchase Agreement, dated September 29, 2023 (the “Securities Purc |
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| November 14, 2023 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exa |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 9, 2023 SPLASH BEVERAGE GROUP, INC. |
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| November 13, 2023 |
EXHIBIT 10.1 FORM OF WAIVER AGREEMENT This letter agreement (this “Agreement”) is entered into as of the November 9, 2023, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts: A. Reference is made to (i) that certain Securities Purchase Agreement, dated September 29, 2023 (the “Secu |
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| October 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 6, 2023 SPLASH BEVERAGE GROUP, INC. |
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| October 10, 2023 |
Splash Beverage Group, Inc. Amended and Restated 2020 Long-Term Incentive Compensation Plan Exhibit 10.1 SPLASH BEVERAGE GOUP, INC. AMENDED AND RESTATED 2020 LONG-TERM INCENTIVE COMPENSATION PLAN ARTICLE I PURPOSE Section 1.1 Purpose. This Amended and Restated 2020 Long-Term Incentive Compensation Plan (the “Plan”) is established by Splash Beverage Group, Inc., a Nevada corporation (the “Company”), to create incentives which are designed to motivate Participants to put forth maximum effo |
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| October 6, 2023 |
EXHIBIT 10.2 SENIOR CONVERTIBLE NOTE NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REG |
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| October 6, 2023 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 29, 2023, is by and among Splash Beverage Group, Inc., a Nevada corporation with offices located at 1314 E Las Olas Blvd, Suite 221, Fort Lauderdale, Florida 33301 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” |
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| October 6, 2023 |
EXHIBIT 10.3 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September [], 2023, is by and among Splash Beverage Group, Inc., a Nevada corporation with offices located at 1314 E Las Olas Blvd, Suite 221, Fort Lauderdale, Florida 33301 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connec |
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| October 6, 2023 |
EXHIBIT 4.1 Final Version [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECT |
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| October 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 29, 2023 SPLASH BEVERAGE GROUP, INC. |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 26, 2023 SPLASH BEVERAGE GROUP, INC. |
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| September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| August 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| August 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| August 16, 2023 |
EXHIBIT 10.2 SPLASH BEVERAGE GROUP, INC. CONVERTIBLE PROMISSORY NOTE Principal Amount: $2,000,000 (U.S. Dollars) Issuance Date: February 28, 2023 This Convertible Promissory Note (“Note”), one of a series of duly authorized and issued convertible promissory notes of Splash Beverage Group, Inc., a Nevada corporation (the “Company”), designated its Convertible Promissory Note (the “Notes”), is issue |
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| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 15, 2023 SPLASH BEVERAGE GROUP, INC. |
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| August 16, 2023 |
EXHIBIT 10.3 SPLASH BEVERAGE GROUP, INC. CONVERTIBLE PROMISSORY NOTE Principal Amount: $1,100,000 (U.S. Dollars) Issuance Date: August X, 2023 This Convertible Promissory Note (“Note”), one of a series of duly authorized and issued convertible promissory notes of Splash Beverage Group, Inc., a Nevada corporation (the “Company”), designated its Convertible Promissory Note (the “Notes”), is issued t |
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| August 16, 2023 |
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 16, 2023 |
EXHIBIT 10.6 Splash Beverage Group, Inc. 12% convertible 12 Month Promissory Note Principal Amount: $ U.S. Dollars Issuance Date: Original Principal Amount: U.S. $[ ] FOR VALUE RECEIVED, Splash Beverage Group, Inc., a Nevada corporation (the “Company”) hereby promises to pay to the order of Name (“Holder”) the amount set out above as the Principal Amount (the “Principal”) when due, whether upon th |
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| August 16, 2023 |
EXHIBIT 99.1 Splash Beverage Group Reports Second Quarter 2023 Financial Results Quarterly Revenues Rise 15%, Six Month Revenues Rise 31% Quarterly Gross Profit Increase 32% Six Month Gross Profit Increases 34% Fort Lauderdale, Florida, August 14, 2023 - Splash Beverage Group, Inc. (NYSE American: SBEV) (“Splash” or the “Company”), a portfolio company of leading beverage brands, today reported fin |
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| August 16, 2023 |
EXHIBIT 10.1 SPLASH BEVERAGE GROUP, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 28, 2023, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”); WHEREAS, the Compan |
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| August 16, 2023 |
Amendment dated August 10, 2023 EXHIBIT 10.4 SPLASH BEVERAGE GROUP, INC. AMMENDMENT I SECURITIES PURCHASE AGREEMENT CONVERTIBLE PROMISSORY NOTE This Amendment I is related to SECURITIES PURCHASE AGREEMENT and Convertible Promissory Note both entered into as of February 28, 2023, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and [ ] (the “Investors” and the “Holders”). WHEREAS, the Company wish |
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| August 16, 2023 |
EXHIBIT 10.5 SPLASH BEVERAGE GROUP, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of , by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”). WHEREAS, the Company wishes to sell |
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| August 14, 2023 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact na |
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| June 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 13, 2023 SPLASH BEVERAGE GROUP, INC. |
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| June 16, 2023 |
Letter from CohnReznick LLP to the Securities and Exchange Commission, dated June 16, 2023 EXHIBIT 16.1 June 16, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated June 16, 2023 of Splash Beverage Group, Inc. and are in agreement with the statements contained in part (a) therein. We have no basis to agree or disagree with the statements in part (b) therein. /s/ CohnReznick LLP |
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| June 6, 2023 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact n |
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| May 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 23, 2023 SPLASH BEVERAGE GROUP, INC. |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on For |
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| May 10, 2023 |
SPLASH BEVERAGE GROUP, INC. 3,500,000 Shares of Common Stock File pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No. |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 3, 2023 SPLASH BEVERAGE GROUP, INC. |
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| May 8, 2023 |
Letter from Daszkal Bolton, LLP to the Securities and Exchange Commission, dated May 8, 2023 EXHIBIT 16.1 May 8, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Splash Beverage Group, Inc. Changes in Registrant’s Certifying Accountant We have read the statements made by Splash Beverage Group, Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K/A of the Company dated May 8, 2023, and a |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No. |
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| April 27, 2023 |
Splash Beverage Group, Inc. 1314 E Las Olas Blvd. Suite 221 Fort Lauderdale, Florida 33301 Splash Beverage Group, Inc. 1314 E Las Olas Blvd. Suite 221 Fort Lauderdale, Florida 33301 April 27, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549 Re: Splash Beverage Group, Inc. Registration Statement on Form S-3 File No. 333-271394 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under |
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| April 21, 2023 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 21, 2023 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 21, 2023 REGISTRATION NO. |
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| April 21, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Splash Beverage Group, Inc. |
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| April 21, 2023 |
Form of the Securities Purchase Agreement.* EXHIBIT 4.1 SPLASH BEVERAGE GROUP, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 28, 2023, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”); WHEREAS, the Company |
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| April 21, 2023 |
Form of Convertible Promissory Note.* EXHIBIT 4.2 SPLASH BEVERAGE GROUP, INC. CONVERTIBLE PROMISSORY NOTE Principal Amount: $2,000,000 (U.S. Dollars) Issuance Date: February 28, 2023 This Convertible Promissory Note (“Note”), one of a series of duly authorized and issued convertible promissory notes of Splash Beverage Group, Inc., a Nevada corporation (the “Company”), designated its Convertible Promissory Note (the “Notes”), is issued |
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| March 31, 2023 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact name of r |
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| March 31, 2023 |
Description of Capital Stock * EXHIBIT 4.4 DESCRIPTION OF CAPITAL STOCK The following summarizes the material terms of the capital stock of Splash Beverage Group, Inc. (“Splash,” “our Company,” “we” or “us”). Splash is a corporation incorporated under the laws of the State of Nevada, and accordingly its internal corporate affairs are governed by Nevada Revised Statutes (NRS) and by its articles of incorporation (our “articles o |
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| March 15, 2023 |
Letter from Daszkal Bolton, LLP to the Securities and Exchange Commission, dated March 15, 2023 Exhibit 16.1 March 15, 2023 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Splash Beverage Group, Inc. Changes in Registrant’s Certifying Accountant We have read the statements made by Splash Beverage Group, Inc., which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K of the Company dated March 15, 2023, a |
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| March 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 9, 2023 SPLASH BEVERAGE GROUP, INC. |
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| January 3, 2023 |
EXHIBIT 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| January 3, 2023 |
EXHIBIT 10.2 Splash Beverage Group, Inc. 12% convertible 18 Month Promissory Note Principal Amount: $ U.S. Dollars Issuance Date: December 27, 2022 Original Principal Amount: U.S. $[ ] FOR VALUE RECEIVED, Splash Beverage Group, Inc., a Nevada corporation (the “Company”) hereby promises to pay to the order of (“Holder”) the amount set out above as the Principal Amount (the “Principal”) when due, wh |
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| January 3, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 27, 2022 SPLASH BEVERAGE GROUP, INC. |
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| January 3, 2023 |
EXHIBIT 10.1 SPLASH BEVERAGE GROUP, INC. SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 27, 2022, by and between Splash Beverage Group, Inc., a Nevada corporation (the “Company”), and the investors set forth on the signature pages affixed hereto (each, an “Investor” and, collectively, the “Investors”). WHEREAS, the Compan |
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| December 22, 2022 |
EXHIBIT 3.1 |
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| December 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 21, 2022 SPLASH BEVERAGE GROUP, INC. |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 15, 2022 SPLASH BEVERAGE GROUP, INC. |
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| November 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| November 17, 2022 |
EXHIBIT 99.1 Splash Beverage Group Reports Third Quarter 2022 Financial Results Revenues Increase 73% with $5.1 Million in Gross Sales Fort Lauderdale, Florida, November 16, 2022 – On November 15, 2022, Splash Beverage Group, Inc. (NYSE American: SBEV) ("Splash" or the "Company"), a portfolio company of leading beverage brands, issued a press release announcing financial results for the third quar |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 15, 2022 SPLASH BEVERAGE GROUP, INC. |
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| November 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Splash Beverage Group, Inc. (Name of Issuer) Common Stock, $1.07/share (Title of Class of Securities) 84862C203 (CUSIP Number) 11/15/2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to |
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| November 14, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exa |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| October 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin |
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| September 27, 2022 |
EXHIBIT 99.2 September 23, 2022 8:13 AM Splash Beverage Group Announces Pricing of $3.1 Million Underwritten Public Offering Fort Lauderdale, FL, Sept. 23, 2022 (GLOBE NEWSWIRE) - Splash Beverage Group, Inc . (NYSE American: SBEV ) (the ?Company? or ?Splash Beverage Group?), a portfolio company of leading beverage brands, today announced the pricing of its underwritten public offering of 2,000,000 |
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| September 27, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 22, 2022 SPLASH BEVERAGE GROUP, INC. |
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| September 27, 2022 |
EXHIBIT 99.1 Source: SPLASH BEVERAGE GROUP INC. September 22, 2022 17:06 ET Splash Beverage Group Announces Proposed Underwritten Public Offering of Common Stock Fort Lauderdale, Florida, Sept. 22, 2022 (GLOBE NEWSWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) (the ?Company? or ?Splash Beverage Group?), a portfolio company of leading beverage brands, today announced it has commenced an |
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| September 27, 2022 |
EXHIBIT 1.1 UNDERWRITING AGREEMENT between SPLASH BEVERAGE GROUP, INC. and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters SPLASH BEVERAGE GROUP, INC. UNDERWRITING AGREEMENT New York, New York September 23, 2022 EF Hutton, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule 1 attached hereto 590 Mad |
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| September 26, 2022 |
SPLASH BEVERAGE GROUP, INC. 2,000,000 Shares of Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-259865 PROSPECTUS SUPPLEMENT (to Prospectus dated October 8, 2021) SPLASH BEVERAGE GROUP, INC. 2,000,000 Shares of Common Stock We are offering 2,000,000 shares of our common stock pursuant to this prospectus supplement and the accompanying prospectus. The public offering price of each share of common stock is $1.55. Our common stock trades on |
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| September 22, 2022 |
SPLASH BEVERAGE GROUP, INC. Shares of Common Stock The information in this preliminary prospectus supplement is not complete and may be changed. |
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| August 16, 2022 |
EXHIBIT 99.1 Splash Beverage Group Reports Second Quarter 2022 Financial Results Revenues Increase 41% Year over Year with $4.8 Million in Gross Sales Fort Lauderdale, Florida, Aug. 15, 2022 (GLOBE NEWSWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) (?Splash? or the ?Company?), a portfolio company of leading beverage brands, today reported financial results for the second quarter period |
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| August 16, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 15, 2022 SPLASH BEVERAGE GROUP, INC. |
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| August 15, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact na |
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| May 17, 2022 |
Exhibit 99.1 Splash Beverage Group Reports Record First Quarter 2022 Financial Results Revenues Increase 86% Year over Year with $4 Million in Gross Sales as Company Signs 12 New or Expanded Distribution Agreements Fort Lauderdale, Florida, May 16, 2022 (GLOBE NEWSWIRE) ? Splash Beverage Group, Inc. (NYSE American: SBEV) (?Splash? or the ?Company?), a portfolio company of leading beverage brands, |
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| May 17, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 16, 2022 SPLASH BEVERAGE GROUP, INC. |
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| May 16, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact n |
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| April 20, 2022 |
SBEV / SPLASH BEVERAGE GROUP INC / Yorke Justin W Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 SPLASH BEVERAGE GROUP, INC. (Name of Issuer) Common Stock, Par Value of $0.001 per share (Title of Class of Securities) 13754P105 (CUSIP Number) Darrin M. Ocasio, Esq. David Manno, Esq. 1185 Avenue of the Americas, 31st floor New York, New York 10036 Tel: |
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| April 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 18, 2022 SPLASH BEVERAGE GROUP, INC. |
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| April 19, 2022 |
EXHIBIT 99.1 Splash Beverage Group Names Ron Wall as Chief Financial Officer Previously Directed Financial Strategy for Global Beverage Company Managing over $500 Million in Revenue Fort Lauderdale, Florida, April 19, 2022 - Splash Beverage Group, Inc. (NYSE American: SBEV) (?Splash? or the ?Company?), a portfolio company of leading beverage brands, today announced the appointment of Ron Wall as C |
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| April 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 31, 2022 SPLASH BEVERAGE GROUP, INC. |
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| April 1, 2022 |
Splash Beverage Group Reports 2021 Fourth Quarter and Full Year Financial Results EXHIBIT 99.1 Splash Beverage Group Reports 2021 Fourth Quarter and Full Year Financial Results Fort Lauderdale, Florida, March 31, 2022 - Splash Beverage Group, Inc. (NYSE American: SBEV) (?Splash? or the ?Company?), a portfolio company of leading beverage brands, today reported financial results for the fourth quarter and full year period ended December 31, 2021. Investors are encouraged to read |
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| March 31, 2022 |
EXHIBIT 4.1 |
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| March 31, 2022 |
EXHIBIT 4.3 DESCRIPTION OF CAPITAL STOCK The following summarizes the material terms of the capital stock of Splash Beverage Group, Inc. (?Splash,? ?our Company,? ?we? or ?us?). Splash is a corporation incorporated under the laws of the State of Nevada, and accordingly its internal corporate affairs are governed by Nevada Revised Statutes (NRS) and by its articles of incorporation (our ?articles o |
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| March 31, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-40471 SPLASH BEVERAGE GROUP, INC. (Exact name of r |
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| February 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 17, 2022 SPLASH BEVERAGE GROUP, INC. |
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| February 17, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 14, 2022 SPLASH BEVERAGE GROUP, INC. |
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| February 17, 2022 |
EXHIBIT 99.2 Splash Beverage Group Announces Closing of its Previously Announced $9.2 Million Underwritten Public Offering and Full Exercise of Underwriters? Over-Allotment Option Fort Lauderdale, Florida, Feb. 17, 2022 /GLOBE NEWSWIRE/ - Splash Beverage Group, Inc. (NYSE American: SBEV) (the ?Company? or ?Splash Beverage Group?), a portfolio company of leading beverage brands, today announced the |
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| February 17, 2022 |
Exhibit 1.1 UNDERWRITING AGREEMENT between SPLASH BEVERAGE GROUP, INC. and EF HUTTON, division of Benchmark Investments, LLC, as Representative of the Several Underwriters 1 SPLASH BEVERAGE GROUP, INC. UNDERWRITING AGREEMENT New York, New York February 14, 2022 EF HUTTON, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedule 1 attached hereto 590 Ma |
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| February 17, 2022 |
Splash Beverage Group Announces Pricing of $8 Million Underwritten Public Offering EXHIBIT 99.1 Splash Beverage Group Announces Pricing of $8 Million Underwritten Public Offering Fort Lauderdale, Florida, Feb. 14, 2022 /GLOBE NEWSWIRE/ - Splash Beverage Group, Inc. (NYSE American: SBEV) (the ?Company? or ?Splash Beverage Group?), a portfolio company of leading beverage brands, today announced the pricing of its underwritten public offering of 2,000,000 shares of common stock (th |
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| February 16, 2022 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-259865 PROSPECTUS SUPPLEMENT (to Prospectus dated October 8, 2021) SPLASH BEVERAGE GROUP, INC. 2,000,000 Shares of Common Stock Underwriter Warrants to Purchase up to 80,000 Shares of Common Stock We are offering 2,000,000 shares of our common stock pursuant to this prospectus supplement and the accompanying prospectus. The public offering pric |
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| February 14, 2022 |
424B5 1 e3428424b5.htm FORM 424B5 The information in this preliminary prospectus supplement is not complete and may be changed. A registration statement relating to these securities became effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and we are not soliciting an offer to buy |
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| November 22, 2021 |
SBEV / SPLASH BEVERAGE GROUP INC / L K Family Limited Partnership Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Splash Beverage Group, Inc. (Name of Issuer) Common Stock, $1.76/share (Title of Class of Securities) 84862C203 (CUSIP Number) 09/29/2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to w |
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| November 17, 2021 |
Splash Beverage Group Reports Third Quarter 2021 Results EX-99.1 2 e330399-1.htm EXHIBIT 99.1 Exhibit 99.1 Splash Beverage Group Reports Third Quarter 2021 Results SPLASH BEVERAGE GROUP INC. Tue, November 16, 2021, 8:30 AM·3 min read In this article: SBEV -11.06% Continued Robust Year-over-Year Revenue Growth Fort Lauderdale, Florida, Nov. 16, 2021 (GLOBE NEWSWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) ("Splash" or the "Company"), an innov |
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| November 17, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 16, 2021 SPLASH BEVERAGE GROUP, INC. |
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| November 15, 2021 |
Exhibit 2.2 |
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| November 15, 2021 |
Exhibit 2.3 |
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| November 15, 2021 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (hereinafter called this ?Agreement?), dated as of November 8, 2021 , is entered into between Splash Beverage Group Inc., a Colorado corporation (the ?Splash Colorado?) and Splash Beverage Group Inc., a Nevada corporation and a wholly owned subsidiary of Splash Colorado (?Splash Nevada?). Preliminary Statement Splash Colora |
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| November 15, 2021 |
Exhibit 3.2 BYLAWS OF SPLASH BEVERAGE GROUP, INC. (a Nevada corporation) TABLE OF CONTENTS ARTICLE I ? OFFICES 4 1.1 Business Office 4 1.2 Registered Office 4 ARTICLE II - SHARES AND TRANSFER THEREOF 4 2.1 Regulation 4 2.2 Certificates for Shares 4 2.3 Cancellation of Certificates 5 2.4 Lost, Stolen or Destroyed Certificates 5 2.5 Transfer of Shares 5 2.6 Transfer Agent 5 2.7 Close of Transfer Boo |
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| November 15, 2021 |
Exhibit 3.1 |
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| November 15, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-55114 SPLASH BEVERAGE GROUP, INC. (Exa |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 9, 2021 SPLASH BEVERAGE GROUP, INC. |
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| October 13, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 11, 2021 SPLASH BEVERAGE GROUP, INC. |
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| October 6, 2021 |
CORRESP 1 filename1.htm October 6, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Splash Beverage Group, Inc. Registration Statement on Form S-3 Filed September 28, 2021 File No. 333-259865 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned re |
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| September 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ? ? Filed by a Party other than the Registrant ? Check the appropriate box: ? ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? ? Definitive Proxy S |
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| September 28, 2021 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 28, 2021 S-3 1 e3117s3.htm FORM S-3 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 28, 2021 REGISTRATION NO. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SPLASH BEVERAGE GROUP, INC. (Exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation o |
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| September 24, 2021 |
DEF 14A 1 e3102def-14a.htm FORM DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| August 18, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 17, 2021 SPLASH BEVERAGE GROUP, INC. |
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| August 18, 2021 |
Splash Beverage Group, Inc. Product Line Exhibit 99.1 Splash Beverage Group Reports Second Quarter 2021 Results SPLASH BEVERAGE GROUP INC. Tue, August 17, 2021, 8:00 AM Robust Revenue Growth Q-over-Q and Year-over-Year $SBEV - Splash Beverage Group, Inc. Splash Beverage Group, Inc. Product Line $SBEV - Splash Beverage Group, Inc. Splash Beverage Group, Inc. Q-o-Q Revenue Growth Splash Beverage Group, Inc. Q-o-Q Revenue Growth Fort Lauder |
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| August 16, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-55114 SPLASH BEVERAGE GROUP, INC. (Exact na |
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| August 13, 2021 |
PRE 14A 1 e3021pre14a.htm FORM PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| July 1, 2021 |
INVESTOR PRESENTATION June 2021 INVESTOR PRESENTATION June 2021 FORWARD - LOOKING STATEMENTS This presentation contains forward - looking statements . |
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| July 1, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 30, 2021 SPLASH BEVERAGE GROUP, INC. |
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| June 15, 2021 |
Exhibit 4.2 Form of Representative?s Warrant Agreement THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGH |
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| June 15, 2021 |
Exhibit 99.2 Splash Beverage Group Inc. Announces Closing of $15.0 Million Public Offering and Uplisting to NYSE American June 15, 2021 16:15 ET | Source: SPLASH BEVERAGE GROUP INC. Fort Lauderdale, Florida, June 15, 2021 (GLOBE NEWSWIRE) - Splash Beverage Group, Inc. (NYSE American: SBEV) (the ?Company?) (https://www.SplashBeverageGroup.com), a portfolio company of leading beverage brands, today |
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| June 15, 2021 |
Exhibit 10.1 WARRANT AGENT AGREEMENT WARRANT AGENT AGREEMENT (this ?Warrant Agreement?) dated as of June 15, 2021 (the ?Issuance Date?) between Splash Beverage Group, Inc., a Colorado corporation (the ?Company?), and Equiniti Trust Company (the ?Warrant Agent?). WHEREAS, pursuant to the terms of that certain Underwriting Agreement (?Underwriting Agreement?), dated June 10, 2021, by and between the |
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| June 15, 2021 |
Certificate of Amendment to Articles of Incorporation of Splash Beverage Group Exhibit 3.1 |
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| June 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 10, 2021 SPLASH BEVERAGE GROUP, INC. |
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| June 15, 2021 |
Exhibit 4.1 [FORM OF CERTIFICATED WARRANT] THE NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF PURSUANT TO SECTION 1(d) OF THIS WARRANT. SPLASH BEVERAGE GROUP, INC. WARRANT TO PURCHASE COMMON STOCK Warrant No.: Date of Issuance: June 15, 2021 (?Issuance Date?) Splash Beverage Group, Inc., a Colorado corporation (the |
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| June 15, 2021 |
Exhibit 99.1 UPDATE: Splash Beverage Group Inc. Announces Pricing of $15.0 Million Public Offering and Uplisting to NYSE American June 10, 2021 19:34 ET | Source: Splash Beverage Group Inc. FORT LAUDERDALE, Fla , June 10, 2021 (GLOBE NEWSWIRE) - via InvestorWire ? Splash Beverage Group, Inc. (NYSE American: SBEV) (the ?Company?) (https://www.SplashBeverageGroup.com), a portfolio company of leading |
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| June 15, 2021 |
Exhibit 1.1 UNDERWRITING AGREEMENT between SPLASH BEVERAGE GROUP, INC. and KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, LLC, as Representative of the Several Underwriters SPLASH BEVERAGE GROUP, INC. UNDERWRITING AGREEMENT New York, New York June 10, 2021 Kingswood Capital Markets, division of Benchmark Investments, LLC as Representative of the several Underwriters named on Schedul |
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| June 14, 2021 |
424B4 1 e2840424b4.htm 424B4 Filed Pursuant to Rule 424(b)(4) Registration No. 333-255091 PROSPECTUS SPLASH BEVERAGE GROUP, INC. 3,750,000 Shares of Common Stock and 3,750,000 Warrants to purchase Shares of Common Stock Splash Beverage Group, Inc. is offering shares of our common stock and an accompanying warrant to purchase one share of our common stock (and the shares issuable from time to time |
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| June 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 SPLASH BEVERAGE GROUP, INC. (Exact name of registrant as specified in its charter) Colorado 34-1720075 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1314 East Ls O |
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| June 8, 2021 |
June 8, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street N. |
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| June 8, 2021 |
June 8, 2021 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jeffrey Gordon, Staff Attorney Re: Splash Beverage Group, Inc. Registration Statement on Form S-1 (File No. 333-255091) Request for Acceleration of Effective Date Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the |
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| June 8, 2021 |
Splash Beverage Group Inc. Announces Uplist to NYSE American Exchange Exhibit 99.1 Splash Beverage Group Inc. Announces Uplist to NYSE American Exchange Fort Lauderdale, Fla-(June 8, 2021) - Splash Beverage Group, Inc. (OTCQB: SBEV) (the ?Company?) (https://www.SplashBeverageGroup.com), a portfolio company of leading beverage brands, announces today that, subject to meeting all requirements (including the price requirement) at the time of listing, the Company has be |
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| June 8, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 e28328-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 8, 2021 SPLASH BEVERAGE GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Colorado (State or Other Jurisdiction of Incorporation) 000-55114 |
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| June 7, 2021 |
As filed with the U.S. Securities and Exchange Commission on June 7, 2021 Registration No. 333-255091 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 2) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Splash Beverage Group, Inc. (Exact Name of Registrant as Specified in its Charter) Colorado 2080 34-1720075 (State or other jurisdiction of i |
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| June 7, 2021 |
Form of Representative’s Warrant EX-4 6 e2825ex4-3.htm EX-4 Exhibit 4.3 Form of Representative’s Warrant Agreement THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A |
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| June 7, 2021 |
Form of Underwriting Agreement EX-1 5 e2825ex1-1.htm EX-1 Exhibit 1.1 UNDERWRITING AGREEMENT between SPLASH BEVERAGE GROUP, INC. and KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, Inc., as Representative of the Several Underwriters SPLASH BEVERAGE GROUP, INC. UNDERWRITING AGREEMENT New York, New York [●], 2021 Kingswood Capital Markets, division of Benchmark Investments, Inc. as Representative of the several Unde |
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| May 27, 2021 |
Compensation Committee Charter EX-99.2 13 e2782ex99-2.htm EX-99.2 Exhibit 99.2 SPLASH BEVERAGE GROUP, INC. CHARTER OF THE COMPENSATION AND MANAGEMENT RESOURCES COMMITTEE I. PURPOSE The purpose of the Compensation and Management Resources Committee (the “Committee”) of the Board of Directors (the “Board”) of Splash Beverage Group, Inc. (the “Company”) is to discharge the Board’s responsibilities relating to executive compensatio |
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| May 27, 2021 |
Certificate of Amendment of Articles of Incorporation of Canfield Medical Supply, Inc.* Exhibit 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF SPLASH BEVERAGE GROUP, INC. Robert Nistico hereby certifies that: 1. He is the Chairman of the Board and Chief Executive Officer of Canfield Medical Supply, Inc. (the ?Corporation?), a Colorado corporation. 2. Article I of the Articles of Incorporation of this Corporation is hereby amended to read in its entirety as follows: ?The |
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| May 27, 2021 |
EX-99.1 12 e2782ex99-1.htm EX-99.1 Exhibit 99.1 SPLASH BEVERAGE GROUP, INC. AUDIT COMMITTEE CHARTER Organization There shall be a committee of the board of directors (the “Board”) of Splash Beverage Group, Inc. (the “Company”) to be known as the audit committee (the “Audit Committee”), the purpose of which shall be to oversee the accounting and financial reporting processes of the corporation and |
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| May 27, 2021 |
Form of Common Stock Certificate Exhibit 4.1 |
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| May 27, 2021 |
As filed with the U.S. Securities and Exchange Commission on May 27, 2021 Registration No. 333-255091 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 /A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Splash Beverage Group, Inc. (Exact Name of Registrant as Specified in its Charter) Colorado 2080 34-1720075 (State or other jurisdiction of |
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| May 27, 2021 |
Nominating and Corporate governance Charter EX-99.3 14 e2782ex99-3.htm EX-99.3 Exhibit 99.3 SPLASH BEVERAGE GROUP, INC. Charter of Nominating and Corporate Governance Committee I. PURPOSE The purpose of the Nominating and Corporate Governance Committee (the “Committee”) of the Board of Directors (the “Board”) of SPLASH BEVERAGE GROUP, INC. (the “Company’’) is to assist the Board in fulfilling its responsibility to oversee appropriate and ef |
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| May 27, 2021 |
Warrant Agent Agreement (form of Certificated Warrant) Exhibit 4.2 WARRANT AGENT AGREEMENT WARRANT AGENT AGREEMENT (this ?Warrant Agreement?) dated as of May , 2021 (the ?Issuance Date?) between Splash Beverage Group, Inc., a Colorado corporation (the ?Company?), and Equiniti Trust Company (the ?Warrant Agent?). WHEREAS, pursuant to the terms of that certain Underwriting Agreement (?Underwriting Agreement?), dated May , 2021, by and among the Company |
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| May 27, 2021 |
Form of Underwriting Agreement EX-1.1 5 e2782ex1-1.htm EX-1.1 Exhibit 1.1 UNDERWRITING AGREEMENT between SPLASH BEVERAGE GROUP, INC. and KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, Inc., as Representative of the Several Underwriters SPLASH BEVERAGE GROUP, INC. UNDERWRITING AGREEMENT New York, New York [●], 2021 Kingswood Capital Markets, division of Benchmark Investments, Inc. as Representative of the several |
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| May 26, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) 10-Q/A 1 e280210-qa.htm 10-Q/A U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 11, 2021 SPLASH BEVERAGE GROUP, INC. |
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| May 14, 2021 |
EX-99 2 e2763ex99-1.htm EX-99 Exhibit 99.1 Splash Beverage Group Inc. (SBEV) Announces Filing of its Q1 2021 Quarterly Report on SEC Form 10-Q Highlights Include Sales Per Quarter Increase Fort Lauderdale, Florida-(Newsfile Corp. - May 13, 2021) - Splash Beverage Group, Inc. (OTCQB: SBEV) (“The Company”) (https://www.SplashBeverageGroup.com), a holding company of leading portfolio of beverage bran |
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| May 14, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 13, 2021 SPLASH BEVERAGE GROUP, INC. |
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| May 12, 2021 |
10-Q 1 e266110q.htm 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-55114 SPLASH BEVE |
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| May 3, 2021 |
1,17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ? Definitive Information Statement SPLASH BEVERAGE GROUP, INC. (Na |
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| April 23, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 21, 2021 SPLASH BEVERAGE GROUP, INC. |
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| April 22, 2021 |
1,17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ? Definitive Information Statement SPLASH BEVERAGE GROUP, INC. (Na |
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| April 7, 2021 |
Certificate of Amendment of Articles of Incorporation of Canfield Medical Supply, Inc. EX-3.3 2 e2574ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF CANFIELD MEDICAL SUPPLY, INC. Robert Nistico hereby certifies that: 1. He is the Chairman of the Board and Chief Executive Officer of Canfield Medical Supply, Inc. (the “Corporation”), a Colorado corporation. 2. Article I of the Articles of Incorporation of this Corporation is hereby amended to |
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| April 7, 2021 |
Registration Statement - FORM S-1 As filed with the U.S. Securities and Exchange Commission on April 7, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Splash Beverage Group, Inc. (Exact Name of Registrant as Specified in its Charter) Colorado 2080 34-1720075 (State or other jurisdiction of incorporation or organizat |
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| March 8, 2021 |
EX-21.1 4 e2408ex21-1.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries of the Registrant Name Jurisdiction Splash Beverage Group, Inc. Nevada Splash Beverage Holdings LLC Nevada Canfield Medical Supply and Services LLC Ohio |
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| March 8, 2021 |
Certificate of Amendment of Articles of Incorporation of Canfield Medical Supply, Inc. EX-3.3 2 e2408ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 CERTIFICATE OF AMENDMENT OF ARTICLES OF INCORPORATION OF CANFIELD MEDICAL SUPPLY, INC. Robert Nistico hereby certifies that: 1. He is the Chairman of the Board and Chief Executive Officer of Canfield Medical Supply, Inc. (the “Corporation”), a Colorado corporation. 2. Article I of the Articles of Incorporation of this Corporation is hereby amended to |
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| March 8, 2021 |
Exhibit 4.1 DESCRIPTION OF SECURITIES The following is a summary of the material provisions of our common stock, and our certificate of incorporation, and bylaws. You should also refer to our certificate of incorporation, and bylaws, which have been filed with the SEC as exhibits to this Report on Form 10-K. Capital Stock Our authorized capital stock consists of 100,000,000 shares of common stock, |
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| March 8, 2021 |
10-K 1 e240810-k.htm FORM 10-K U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-55114 SPLASH BEVERA |
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| March 2, 2021 |
8-K 1 e24838-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 26, 2021 SPLASH BEVERAGE GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Colorado (State or Other Jurisdiction of Incorporation) |
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| February 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 10, 2021 SPLASH BEVERAGE GROUP, INC. |
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| February 12, 2021 |
UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.3 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS The following unaudited pro forma condensed consolidated financial statements give effect to the Purchase Agreement transaction (the ?Purchase Agreement?) between Copa di Vino Corporation (?Copa?) and Splash Beverage Group to, Inc. (?SBG?). The purchase price consists of $500,000 in cash, a $2,000,000 Promissory Note to the seller, |
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| February 12, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 AMENDMENT NO. |
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| February 12, 2021 |
Copa di Vino Corporation Condensed Financial Statements September 30, 2020 Exhibit 99.2 Copa di Vino Corporation Condensed Financial Statements September 30, 2020 (Unaudited) F-1 Copa di Vino Corporation Condensed Balance Sheets (Unaudited) September 30, 2020 December 31, 2019 ASSETS CURRENT ASSETS Cash $ 145,415 $ 62,898 Accounts receivable, net 191,981 402,443 Inventory 563,989 499,741 Prepaid expenses 81,651 71,599 Total current assets 983,036 1,036,681 Property and e |
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| February 12, 2021 |
Exhibit 99.1 Report of Independent Auditors The Stockholders of Copa di Vino Corporation Report on the Financial Statements We have audited the accompanying financial statements of Copa di Vino Corporation (the Company), which comprise the balance sheets as of December 31, 2019 and 2018, and the related statements of operations, stockholders? equity (deficit), and cash flows for the years then end |
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| February 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 29, 2021 SPLASH BEVERAGE GROUP, INC. |
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| February 2, 2021 |
EX-10.2 3 e240310-2.htm EXHIBIT 10.2 Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD E |
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| February 2, 2021 |
Exhibit 10.1 SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Agreement”) is being delivered by the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with Subscriber’s investment in the offering (“Offering”) by Splash Beverage Group, Inc., a Colorado (the “Company”) of a maximum of Four Million Dollars ($4,000,000) (the “Maximum Offering Amount) |
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| January 21, 2021 |
EX-10.2 3 e2372ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD |
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| January 21, 2021 |
8-K 1 e23728-k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 15, 2021 SPLASH BEVERAGE GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Colorado (State or Other Jurisdiction of Incorporation) 0 |
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| January 21, 2021 |
Exhibit 10.1 SUBSCRIPTION AGREEMENT Splash Beverage Group, Inc. 1314 E Olas Blvd, Suite 221 Fort Lauderdale, Florida 33316 Ladies and Gentlemen: The undersigned (the “Investor”) hereby confirms its agreement with Splash Beverage Group, Inc., a Colorado corporation (the “Company”), as follows: 1. This Subscription Agreement, including the Terms and Conditions for Purchase of Securities, the Represe |
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| December 31, 2020 |
Exhibit 10.4 AGREEMENT REGARDING OTHER ACCOUNTS PAYABLE This Agreement Regarding Other Accounts Payable (“Agreement”) is entered into on December 24, 2020 by and between Copa di Vino Corporation, an Oregon corporation (“Seller”), on the one hand, and Copa di Vino Wine Group, Inc., a Nevada corporation (“Buyer”), Splash Beverage Group, Inc., a Nevada corporation (“Splash Nevada”), and Splash Bevera |
