Splash Beverage Group, Inc. announced that it has entered into a securities purchase agreement with certain accredited investors to issue 12% Senior Secured Convertible Promissory Notes for the gross proceeds of $1,850,000, 925,000 shares of Common Stock and 4,625,000 warrants additional shares of Common Stock at an exercise price of $0.85 per Warrant Share on May 1, 2024. The conversion price of the Notes is $0.40 per share, subject to adjustments as provided in the Notes. The maturity date of the Notes is eighteen months from the issuance date of the Notes.

Interest on the unpaid principal balance of the Notes accrues at 12% per annum, payable in arrears for on the first calendar day of each calendar month. Subject to the conversion of the Notes, any accrued interest outstanding is payable in full on the maturity date of the Notes. The Warrants are exercisable at any time after the six month and one day anniversary of the date of issuance until May 1, 2029, at an exercise price of $0.85 per Warrant Share, subject to adjustments as provided in the Warrants.

The Warrants are exercisable for cash only, provided there is an effective Registration Statement registering the shares exercisable upon exercise of the Warrant. The Investor and the Purchasers, to the Company, including that they are an ?accredited investor? as defined under Rule 501(a) of Regulation D, the shares of Common Stock issuable under the Purchase Agreement, upon conversion of the Notes or upon exercise of the Warrant, will be exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended.

The company has received $1,850,000 from 3 investors pursuant to exemption provided under Regulation D. The company has paid placement agent fee $166,500 in the transaction.