M&A
confidence medium
sentiment neutral
materiality 0.70
Splash Beverage signs LOI to merge with Medterra CBD for enterprise value of $37.6M
SPLASH BEVERAGE GROUP, INC.
- Merger would issue ~75.2M shares, including up to 19.99% common stock and two series of convertible preferred.
- Company must raise capital to repay Medterra's ~$10.4M debt as a condition to close.
- Convertible preferred Series X and X-1 have $0.50 conversion price, downside protection, and 110% OID.
- Medterra must deliver minimum $4M net working capital at closing; deal subject to due diligence and definitive agreement.
- Shareholder approval required for change of control; failure to use commercially reasonable efforts triggers $250K liquidated damages.