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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/31/22 Splash Beverage Group, Inc. 10-K 12/31/21 81:12M Electro Filings LLC/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 917K
2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 21K
3: EX-4.3 Instrument Defining the Rights of Security Holders HTML 25K
4: EX-23.1 Consent of Expert or Counsel HTML 21K
5: EX-31.1 Certification -- §302 - SOA'02 HTML 25K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 25K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 22K
8: EX-32.2 Certification -- §906 - SOA'02 HTML 22K
14: R1 Cover HTML 93K
15: R2 Consolidated Balance Sheets HTML 164K
16: R3 Consolidated Balance Sheets (Parenthetical) HTML 32K
17: R4 Consolidated Statements of Operations HTML 123K
18: R5 Consolidated Statement of Changes in Deficiency in HTML 57K
Stockholders' Equity
19: R6 Consolidated Statement Cash Flows HTML 120K
20: R7 Consolidated Statement Cash Flows (Parenthetical) HTML 24K
21: R8 Business Organization and Nature of Operations HTML 31K
22: R9 Summary of Significant Accounting Policies HTML 75K
23: R10 Liquidity, Capital Resources and Going Concern HTML 27K
Considerations
24: R11 Notes Payable, Related Party Notes Payable, HTML 90K
Convertible Bridge Loans Payable, Revenue
Financing Arrangements and Bridge Loan Payable
25: R12 Licensing Agreement and Royalty Payable HTML 28K
26: R13 Stockholders? Equity (Deficiency) HTML 107K
27: R14 Related Parties HTML 27K
28: R15 Investment in Salt Tequila USA, LLC HTML 26K
29: R16 Operating Lease Obligations HTML 44K
30: R17 Line of Credit HTML 26K
31: R18 PPP Loan HTML 26K
32: R19 Segment Reporting HTML 44K
33: R20 Commitment and Contingencies HTML 27K
34: R21 Registration Statement HTML 26K
35: R22 Tax Provision HTML 45K
36: R23 Business Combinations HTML 35K
37: R24 Subsequent Events HTML 27K
38: R25 Summary of Significant Accounting Policies HTML 120K
(Policies)
39: R26 Summary of Significant Accounting Policies HTML 41K
(Tables)
40: R27 Notes Payable, Related Party Notes Payable, HTML 88K
Convertible Bridge Loans Payable, Revenue
Financing Arrangements and Bridge Loan Payable
(Tables)
41: R28 Stockholders? Equity (Deficiency) (Tables) HTML 87K
42: R29 Operating Lease Obligations (Tables) HTML 39K
43: R30 Segment Reporting (Tables) HTML 40K
44: R31 Tax Provision (Tables) HTML 42K
45: R32 Business Combinations (Tables) HTML 33K
46: R33 Business Organization and Nature of Operations HTML 33K
(Details Narrative)
47: R34 Summary of Significant Accounting Policies HTML 38K
(Details)
48: R35 Summary of Significant Accounting Policies HTML 31K
(Details 1)
49: R36 Summary of Significant Accounting Policies HTML 50K
(Details Narrative)
50: R37 Liquidity, Capital Resources and Going Concern HTML 28K
Considerations (Details Narrative)
51: R38 Notes Payable, Related Party Notes Payable, HTML 85K
Convertible Bridge Loans Payable, Revenue
Financing Arrangements and Bridge Loan Payable
(Details)
52: R39 Notes Payable, Related Party Notes Payable, HTML 39K
Convertible Bridge Loans Payable, Revenue
Financing Arrangements and Bridge Loan Payable
(Details 1)
53: R40 Notes Payable, Related Party Notes Payable, HTML 31K
Convertible Bridge Loans Payable, Revenue
Financing Arrangements and Bridge Loan Payable
(Details 2)
54: R41 Notes Payable, Related Party Notes Payable, HTML 35K
Convertible Bridge Loans Payable, Revenue
Financing Arrangements and Bridge Loan Payable
(Details Narrative)
55: R42 Licensing Agreement and Royalty Payable (Details HTML 34K
Narrative)
56: R43 Stockholders' Equity (Deficiency) (Details) HTML 33K
57: R44 Stockholders' Equity (Deficiency) (Details 1) HTML 37K
58: R45 Stockholders' Equity (Deficiency) (Details 2) HTML 31K
59: R46 Stockholders' Equity (Deficiency) (Details 3) HTML 48K
60: R47 Stockholders' Equity (Deficiency) (Details 4) HTML 49K
61: R48 Stockholders? Equity (Deficiency) (Details HTML 96K
Narrative)
62: R49 Related Parties (Details Narrative) HTML 26K
63: R50 Investment in Salt Tequila USA, LLC (Details HTML 25K
Narrative)
64: R51 Operating Lease Obligations (Details) HTML 41K
65: R52 Operating Lease Obligations (Details 1) HTML 29K
66: R53 Operating Lease Obligations (Details 2) HTML 28K
67: R54 Operating Lease Obligations (Details Narrative) HTML 36K
68: R55 Line of Credit (Details Narrative) HTML 27K
69: R56 PPP Loan (Details Narrative) HTML 31K
70: R57 Segment Reporting (Details) HTML 40K
71: R58 Registration Statement (Details Narrative) HTML 26K
72: R59 Tax Provision (Details) HTML 33K
73: R60 Tax Provision (Details 1) HTML 40K
74: R61 Tax Provision (Details Narrative) HTML 28K
75: R62 Business Combinations (Details) HTML 49K
76: R63 Subsequent Events (Details Narrative) HTML 27K
79: XML IDEA XML File -- Filing Summary XML 145K
77: XML XBRL Instance -- e3570_10-k_htm XML 1.02M
78: EXCEL IDEA Workbook of Financial Reports XLSX 82K
10: EX-101.CAL XBRL Calculations -- sbev-20211231_cal XML 177K
11: EX-101.DEF XBRL Definitions -- sbev-20211231_def XML 479K
12: EX-101.LAB XBRL Labels -- sbev-20211231_lab XML 905K
13: EX-101.PRE XBRL Presentations -- sbev-20211231_pre XML 738K
9: EX-101.SCH XBRL Schema -- sbev-20211231 XSD 170K
80: JSON XBRL Instance as JSON Data -- MetaLinks 360± 483K
81: ZIP XBRL Zipped Folder -- 0001731122-22-000639-xbrl Zip 240K
EXHIBIT 4.3
DESCRIPTION OF CAPITAL STOCK
The following summarizes the material terms of the capital stock of Splash Beverage Group, Inc. (“Splash,” “our Company,” “we” or “us”). Splash is a corporation incorporated under the laws of the State of Nevada, and accordingly its internal corporate affairs are governed by Nevada Revised Statutes (NRS) and by its articles of incorporation (our “articles of incorporation”) and its by-laws, which are filed as exhibits to our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission and available at www.sec.gov. The following summary is qualified in its entirety by reference to the applicable provisions of Nevada law and our articles of incorporation and by-laws, which are subject to future amendment in accordance with the provisions thereof. Our common stock is the only class of our securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Authorized Capital Stock
Our authorized capital stock consists of 150,000,000 shares of common stock, par value $0.001 per share, and 5,000,000 shares of preferred stock, par value $0.001 per share. The number of shares of our common stock and preferred stock issued and outstanding as of the date provided on the cover page of the Annual Report is 33,586,234 and 0, respectively.
Common Stock
Voting Rights. Each outstanding share is entitled to one vote upon each matter submitted to a vote at a meeting of shareholders, and each fractional share is entitled to a corresponding fractional vote on each such matter. Cumulative voting of shares of stock of the Company is not allowed or authorized in the election of the Board of Directors of the Company.
Dividends. Dividends in cash, property or shares may be paid upon the stock, as and when declared by our Board of Directors, out of funds of the Company to the extent and in the manner permitted by law.
Other Rights. The holders of our common stock have no preemptive rights and no rights to convert their common stock into any other securities, and our common stock is not subject to any redemption or sinking fund provisions.
Preferred Stock
Under our articles of incorporation and subject to the limitations prescribed by law, our Board of Directors may have such classes and preference of shares of preferred stock as the Board of Directors may determine from time to time.
When and if we issue additional shares of preferred stock, we will establish the applicable preemptive rights, dividend rights, voting rights, conversion privileges, redemption rights, sinking fund rights, rights upon voluntary or involuntary liquidation, dissolution or winding up and any other relative rights, preferences and limitations for the particular preferred stock series.
Anti-Takeover Effects of Provisions of Nevada Law, Our Articles of Incorporation and By-Laws
Nevada common law includes certain provisions, which may have the effect of delaying or deterring a change in control or in our management or encouraging persons considering unsolicited tender offers or other unilateral takeover proposals to negotiate with our board of directors rather than pursue non-negotiated takeover attempts. These provisions include authorized blank check preferred stock, restrictions on business combinations, and the availability of authorized but unissued Common Stock.
Options and Warrants
As of the date provided on the cover page of the Annual Report, the Company had 1,065,000 options outstanding and 10,098,834 warrants outstanding.
Listing
Our common stock trades on the NYSE American under the symbol “SBEV”.
Transfer Agent and Registrar
Equiniti Shareowner Services is serving as our transfer agent and registrar. They are located at 1110 Centre Point Curve #101; Mendota, MN 55120.
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/29/24 Splash Beverage Group, Inc. 10-K 12/31/23 78:18M Electro Filings LLC/FA 3/31/23 Splash Beverage Group, Inc. 10-K 12/31/22 69:5.6M Electro Filings LLC/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/17/22 Splash Beverage Group, Inc. 8-K:1,8,9 2/14/22 15:1.4M Electro Filings LLC/FA 11/15/21 Splash Beverage Group, Inc. 8-K:1,5,9 11/09/21 16:11M Electro Filings LLC/FA 6/15/21 Splash Beverage Group, Inc. 8-K:1,5,7,9 6/10/21 8:2.8M Electro Filings LLC/FA 3/08/21 Splash Beverage Group, Inc. 10-K 12/31/20 82:4.7M Electro Filings LLC/FA 2/02/21 Splash Beverage Group, Inc. 8-K:1,3,9 1/29/21 3:255K Electro Filings LLC/FA 1/21/21 Splash Beverage Group, Inc. 8-K:1,3,9 1/15/21 3:390K Electro Filings LLC/FA 12/31/20 Splash Beverage Group, Inc. 8-K:1,2,5,912/24/20 7:2.8M Electro Filings LLC/FA 10/07/20 Splash Beverage Group, Inc. 8-K:1,9 9/29/20 4:109K Electro Filings LLC/FA 8/18/20 Splash Beverage Group, Inc. 8-K:1,2,3,7 8/13/20 5:312K Electro Filings LLC/FA 4/06/20 Splash Beverage Group, Inc. 8-K:2,3,5,7 3/31/20 8:1M Electro Filings LLC/FA 1/07/20 Splash Beverage Group, Inc. 8-K:1,9 12/31/19 2:345K Genesis Filings LLC/FA |