Attached files
| file | filename |
|---|---|
| EX-23.1 - EXHIBIT 23.1 - SPLASH BEVERAGE GROUP, INC. | e2361_ex23-1.htm |
| EX-99.3 - EXHIBIT 99.3 - SPLASH BEVERAGE GROUP, INC. | e2361_ex99-3.htm |
| EX-99.2 - EXHIBIT 99.2 - SPLASH BEVERAGE GROUP, INC. | e2361_ex99-2.htm |
| EX-99.1 - EXHIBIT 99.1 - SPLASH BEVERAGE GROUP, INC. | e2361_ex99-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
AMENDMENT NO. 1 FORM 8-K/A
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 24, 2020
| SPLASH BEVERAGE GROUP, INC. |
| (Exact Name of Registrant as Specified in Its Charter) |
| Colorado |
| (State or Other Jurisdiction of Incorporation) |
| 000-55114 | 34-1720075 | |
| (Commission File Number) | (IRS Employer Identification No.) |
|
1314 East Las Olas Blvd, Suite 221 Fort Lauderdale, Florida 33301 |
||
| (Address of Principal Executive Offices) | ||
| (954) 745-5815 | ||
| (Registrant’s Telephone Number, Including Area Code) | ||
|
Not Applicable | ||
| (Former Name or Former Address, if Changed Since Last Report) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| N/A | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Explanatory Note
On December 31, 2020, Splash Beverage Group, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) relating to, among other things, the Company’s purchase of certain assets of Copa di Vino Corporation, an Oregon company (“Copa”).This amendment (the “Amendment”) to the Original Form 8-K is being filed for the purpose of satisfying the Company’s undertaking to file the financial statements and pro forma financial statements required by Item 9.01 of Form 8-K, and this Amendment should be read in conjunction with the Original 8-K. Except as set forth herein, no modifications have been made to information contained in the Original 8-K, and the Company has not updated any information contained therein to reflect events that have occurred since the date of the Original 8-K. The other items to the Original 8-K remain unchanged and are not amended hereby.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired
The audited financial statements of Copa as of and for the years ended December 31, 2019 and December 31, 2018, and the notes related thereto, are included as Exhibit 99.1 to this Amendment and the unaudited interim condensed financial statements as of and for the nine months ended September 30, 2020, and the notes related thereto, are included as Exhibit 99.2 to this Amendment, each incorporated herein by reference.
(b) Pro-Forma Financial Information
The unaudited pro forma combined financial information of the Company and Copa is included as Exhibit 99.3 to this Amendment and is incorporated herein by reference.
(d) Exhibits.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 12, 2021
| SPLASH BEVERAGE GROUP, INC. | |
| /s/ Dean Huge | |
|
Dean Huge Chief Financial Officer |
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