Splash Beverage Group entered into a letter of intent with Medterra for a potential business combination valuing Medterra at USD 37.6 million. The terms contemplate issuing about 75.2 million shares, assuming repayment of about USD 10.4 million of Medterra debt. At closing, Medterra investors would receive up to 19.99% of Splash’s then-outstanding common stock, with the remaining consideration issued as Series X and Series X-1 convertible preferred stock. The preferred stock is expected to convert at USD 0.50 per share, subject to adjustments and shareholder approval. The transaction contemplates a minimum Medterra working capital of USD 4 million at closing.

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