Item 1.01 Entry into a Material Definitive Agreement.

From January 29, 2021 through February 1, 2021, Splash Beverage Group, Inc. (the "Company") executed a Subscription Agreements with accredited investors (the "Subscription Agreement"), pursuant to which the Company received gross proceeds of $1,683,520 pursuant to which the Company will issue the investors approximately 1,530,473 of the Company's common stock and warrants (the "Warrants") to purchase 765,237 shares of the Company's common stock. If after six months form the issuance of the Warrant, there is no effective registration statement registering the shares of common stock issuable upon exercise of the Warrant the warrant may be exercised on a cashless basis as set forth in the Warrant.

In connection with the foregoing, the Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, for transactions not involving a public offering.

The foregoing descriptions of the Subscription Agreement and Warrant are qualified by reference to the full text of such documents which are filed as exhibits to this report.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits.



Exhibit Number   Description
  10.1             Form of Subscription Agreement
  10.2             Form of Warrant






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