Item 1.01 Entry into a Material Definitive Agreement.
Splash Beverage Group, Inc. (formerly known as Canfield Medical Supply, Inc."
and referred to herein as the "Company") executed a Subscription Agreement with
one accredited investor (the "Subscription Agreement"), pursuant to which the
Company received gross proceeds of $1,000,000 and issued the investor 909,091
shares of the Company's common stock and warrant (the "Warrant") to purchase
454,546 shares of the Company's common stock. If after April 2, 2021 there is no
effective registration statement registering the shares of common stock issuable
upon exercise of the Warrant the warrant may be exercised on a cashless basis as
set forth in the Warrant.
In connection with the foregoing, the Company relied upon the exemption from
registration provided by Section 4(a)(2) under the Securities Act of 1933, as
amended, for transactions not involving a public offering.
The foregoing descriptions of the Subscription Agreement and Warrant are
qualified by reference to the full text of such documents which are filed as
exhibits to this report.
Item 9.01 Financial Statements and Exhibits.
10.1 Form of Subscription Agreement (incorporated by reference to the
current Report on Form 8-K filed on August 18, 2020)
10.2 Form of Warrant (incorporated by reference to the current Report on
Form 8-K filed on August 18, 2020)
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