Endovia Health Sciences, Inc 8-K, filed May 14, 2021
Endovia Health Sciences, Inc. (EDVA)
About this 8-K
Endovia Health Sciences, Inc filed this 8-K on May 14, 2021, reporting on events of May 13, 2021.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): May 13, 2021
| 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 Ls Olas Blvd, Suit 221 Fort Lauderdale, Florida 33316 |
||
| (Address of Principal Executive Offices) | ||
| (330) 533-1914 | ||
| (Registrant’s Telephone Number, Including Area Code) | ||
| (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 | ||
| NA | NA | NA |
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 13, 2021, Splash Beverage Group, Inc. (the “Company”) issued a press release announcing filling of the Company’s financial results for the quarter ended March 31, 2021 on Form 10-Q. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Current Report, including the exhibits hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document filed by the Company with the Securities and Exchange Commission, whether made before or after the date of this report, regardless of any general incorporation language in such filing (or any reference to this Current Report on Form 8-K generally), except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial statements and Exhibits
(d) Exhibits.
| Exhibit Number | Description | |
| 99.1 | Press Release dated May 13, 2021 |
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: May 14, 2021
| SPLASH BEVERAGE GROUP, INC. | |
| /s/ Robert Nistico | |
Robert Nistico Chief Executive Officer |
Exhibit 99.1
Splash Beverage Group Inc. (SBEV) Announces Filing of its Q1 2021 Quarterly Report on SEC Form 10-Q
Highlights Include Sales Per Quarter Increase
Fort Lauderdale, Florida--(Newsfile Corp. - May 13, 2021) - Splash Beverage Group, Inc. (OTCQB: SBEV) (“The Company”) (https://www.SplashBeverageGroup.com), a holding company of leading portfolio of beverage brands, announces today the filing of its Q1 2021 Report on Form 10-Q, for Period Ending March 31, 2021, with the Securities and Exchange Commission on May 12, 2021 (the “Quarterly Report”).
Highlights from the report include:
| ● | Quarter over Quarter Sales Growth with Increase in Cash Equivalents: |
- ADVERTISEMENT -
The Report demonstrates impactful sales growth Q over Q since Q1 2020 as demonstrated in the linked images below.
Splash Beverage Group Inc. - QoQ Sales Growth
To view an enhanced version of this graphic,
please visit:
https://orders.newsfilecorp.com/files/7319/83881_fd2217c9148a29f6_002full.jpg
As of March 31, 2021, The Company had total cash and cash equivalents of $1,225,406, as compared with $380,000 at December 31, 2020. The increase is primarily due to cash received from its PPM, an offering of 3,636,364 shares of the common stock of the Company, $0.001 value per share at a purchase price of $1.10 per share for aggregate gross proceeds of $4,000,000. As part of the PPM, each purchaser received a warrant to purchase one share for every two shares purchased. The Company completed its PPM by issuing a total of 3,637,065 of shares and warrants with gross proceeds of $4,000,771.
Splash Beverage Group Inc. - QoQ Sales and Increase
To view an enhanced version of this graphic, please visit:
https://orders.newsfilecorp.com/files/7319/83881_fd2217c9148a29f6_003full.jpg
| ● | Year over Year Sales Growth Alongside Reduced Cost of Goods Sold: |
As depicted in the linked image above, revenues for the three months ended March 31, 2021 were $2,417,701 compared to revenues of $112,003 for the three months ended March 31, 2020. The $2,305,698 increase in sales is due to an increase within our vertically integrated B2B and B2C e-commerce distribution platform called Qplash. This platform sells goods on both Amazon and Shopify. In addition, we had increased sales from our single-serve wine business.
Cost of goods sold for the three months ended March 31, 2021 were $1,742,875 compared to cost of goods sold for the three months ended March 31, 2020 of $107,214. The $1,635,661 increase in cost of goods sold for the three-month period ended March 31, 2021 is primarily due to our increased sales, and as our sales increased, our cost of sales for those sales correspondingly increased.
| ● | Successful $9M Capital Raise in February 2021, Opening the door to new opportunities for The Company, and closing the door on equity holders’ ability to convert equity to debt: |
In connection with the merger The Company committed to its previous preferred stock and debt holders to raise $9 million in a secondary IPO or debt, as defined in the agreements. In the original merger agreement it was stated that, if the capital raise were not met, debt holders would have the opportunity to convert their equity back to debt in the Company. In February 2021, The Company successfully raised the $9 million, and said equity holders no longer have the ability to convert the equity to debt.
The full 10-Q Annual Report for OTCQB: SBEV can be found here:
https://bit.ly/3uVoNJ3
Follow Splash Beverage Group on
Twitter: www.twitter.com/SplashBev
Learn more about COPA DI VINO on
Facebook: https://www.facebook.com/CopaDiVino/
Splash Beverage Group Inc.
To view an enhanced version of this graphic, please visit:
https://orders.newsfilecorp.com/files/7319/83881_fd2217c9148a29f6_004full.jpg
Splash Beverage Group Inc. Product Line
To view an enhanced version of this graphic, please visit:
https://orders.newsfilecorp.com/files/7319/83881_fd2217c9148a29f6_005full.jpg
About Splash Beverage Group, Inc.:
Splash Beverage Group specializes in manufacturing, distribution, sales & marketing of various beverages across multiple channels. SBEV operates in both the non-alcoholic and alcoholic beverage segments which they believe leverages efficiencies and dilutes risk.
SBEV believes its business model is unique as it ONLY develops/accelerates brands it perceives to have highly visible pre-existing brand awareness or pure category innovation.
Forward-Looking Statement
This press release includes “forward-looking statements” within the meaning of U.S. federal securities laws. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results and, consequently, you should not rely on these forward-looking statements as predictions of future events. These forward-looking statements and factors that may cause such differences include, without limitation inability to enter into a definitive agreement with respect to the proposed transaction or to complete the transactions contemplated by the non-binding term sheet, matters discovered by the parties as they complete their respective due diligence investigation of the other. Other factors include the possibility that the proposed transaction does not close, including due to the failure to receive required security holder approvals, or the failure of other closing conditions. The foregoing list of factors is not exclusive. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made.
Contact Information:
Splashbeveragegroup.com
info@splashbeveragegroup.com
954-745-5815
SOURCE: Splash Beverage Group, Inc.