8-K: Splash Beverage Warrants Face NYSE Delisting Over Low Trading Price

Splash Beverage Group's publicly traded warrants are set for delisting from NYSE American due to their low trading price, though common stock listing remains unaffected.

Summary

• Splash Beverage Group, Inc. (SBEV) received notice from NYSE Regulation on July 23, 2025, regarding the commencement of delisting proceedings for its publicly traded warrants (SBEV-WT).
• The delisting is due to the warrants' low trading price, deemed unsuitable for continued listing under Section 1001 of the NYSE American Company Guide.
• Trading in the Public Warrants was suspended immediately on July 23, 2025.
• The Company does not intend to appeal NYSE Regulation's determination, with the appeal deadline set for July 30, 2025.
• The delisting will not impact the listing or trading of the Company's common stock (SBEV), which will remain on NYSE American.
• Business operations and ongoing SEC reporting obligations will also remain unaffected by the warrant delisting.
• Following delisting, the Public Warrants may be eligible for quotation on an over-the-counter market, such as the OTC Pink tier, but there is no assurance of such trading commencing or being sustained.
• The warrants were issued to purchase common stock for $1.84 per share.
• Splash Beverage Group has 1,552,693 shares issued and outstanding, with a float of 1,381,427 shares.

Sentiment

Score: 3

Explanation: The sentiment is negative due to the delisting of a class of securities and the immediate suspension of trading. While the common stock and business operations are stated to be unaffected, the delisting of any security from a major exchange is generally perceived as a negative signal regarding the company's market standing or the specific security's viability.

Positives

• The delisting of the warrants will not impact the listing or trading of the Company's common stock, which remains listed on NYSE American.
• The Company's business operations and ongoing SEC reporting obligations will not be affected by the warrant delisting.

Negatives

• Publicly traded warrants (SBEV-WT) are being delisted from NYSE American due to low trading price.
• Trading in the Public Warrants was suspended immediately on July 23, 2025.
• The Company does not intend to appeal the delisting decision, indicating acceptance of the outcome.
• There is no assurance that the delisted warrants will be quoted or actively traded on an over-the-counter market.

Risks

• The Public Warrants may not be eligible for quotation on an over-the-counter market, or any such trading may not commence or be sustained, leading to a lack of liquidity for warrant holders.
• Actual results may differ materially from forward-looking statements due to various factors, including risks disclosed in the Company's SEC filings.

Future Outlook

The Company's forward-looking statements reflect management's current expectations and assumptions regarding future events and performance, acknowledging inherent risks and uncertainties. Actual results may differ materially from those expressed or implied. The Company undertakes no obligation to update these statements, except as required by law.

Management Comments

• Robert Nistico, Chief Executive Officer, signed the report on behalf of Splash Beverage Group, Inc.

Industry Context

This announcement is specific to Splash Beverage Group's capital structure and listing status for a particular security (warrants). While the Company operates in the alcoholic and non-alcoholic beverage brand sector, the delisting event itself is a company-specific regulatory action related to security performance rather than a direct reflection of broader industry trends or competitive dynamics within the beverage market.

Comparison to Industry Standards

• The delisting of a security due to low trading price is a company-specific event and not typically assessed against global industry performance benchmarks for beverage companies.
• This situation reflects the specific market valuation and liquidity of Splash Beverage Group's warrants, rather than its operational performance compared to competitors like Constellation Brands, Diageo, or Boston Beer Company.

Stakeholder Impact

• Warrant holders (SBEV-WT) will experience a loss of liquidity and exchange trading for their securities due to the delisting.
• Shareholders of common stock (SBEV) are explicitly stated to be unaffected regarding the listing and trading of their shares.
• The Company's ongoing reporting obligations under SEC rules remain unchanged.

Next Steps

• NYSE Regulation will apply to the U.S. Securities and Exchange Commission (SEC) to delist the Public Warrants upon completion of all applicable procedures.
• The Public Warrants may be eligible for quotation on an over-the-counter market, such as the OTC Pink tier of OTC Markets Group Inc., if a market maker applies for and obtains approval from FINRA to quote the securities.

Key Dates

Recommendation

The filing indicates a negative event for the warrants, but explicitly states no impact on the common stock's listing, trading, business operations, or SEC reporting obligations. For a seasoned investor, this suggests that the core business and primary equity vehicle (common stock) are not directly impaired by this specific warrant delisting. While it's a minor reputational negative, it doesn't present new fundamental information that would warrant a 'sell' for the common stock based solely on this filing. A 'hold' recommendation is appropriate to observe future operational performance and market sentiment.

Keywords

Splash Beverage Group, SBEV, Warrants, Delisting, NYSE American, OTC Markets, Beverage Brands, SEC Filing, Corporate Governance