Gaucho Group Holdings, Inc. announced a private placement to issue 6,666,666 class b shares at an issue price of $0.60 per share for the gross proceeds of $3,999,999.6 on November 27, 2023. The transaction will include participation from certain investor. Each investor in the Private Placement will be afforded certain anti-dilution protections for a period of 18 months following each closing of the Private Placement, pending approval by the stockholders at the Company?s Special Meeting of Stockholders scheduled for December 28, 2023.

The Private Placement will be conducted pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the ?Securities Act?) and/or Rule 506(b) of Regulation D promulgated under the Securities Act. The shares will only be offered to a small select group of accredited investors, as defined in Rule 501 of Regulation D, all of whom have a substantial pre-existing relationship with the Company. The shares will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and other applicable securities laws.

The shares constitute ?restricted securities? and shall bear a restrictive legend. The Company anticipates that the Private Placement will be completed within a month from date of commencement.