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Invest in Splash Wines

Membership-based, family-run company, providing curated wines, transparent pricing, and great customer service.

  • $150,362Amount raised
  • $500Minimum
  • $15,000,000Pre-Money valuation

Purchased securities are not currently tradeable. Expect to hold your investment until the company lists on a national exhange or is acquired.

Share:

Splash Wines is offering securities under both Regulation D and Regulation CF through SI Securities, LLC ("SI Securities"). SI Securities is an affiliate of SeedInvest Technology, LLC, a registered broker-dealer, and member FINRA/SIPC. SI Securities will receive cash compensation equal to 7.50% of the value of the securities sold and equity compensation equal to 5.00% of the number of securities sold. Investments made under both Regulation D and Regulation CF involve a high degree of risk and those investors who cannot afford to lose their entire investment should not invest. Furthermore, the contents of the Highlights, Term Sheet sections have been prepared by SI Securities and shall be deemed broker-dealer communications subject to FINRA Rule 2210 (the “Excluded Sections”). With the exception of the Excluded Sections noted above, this profile contains offering materials prepared solely by Splash Wines without the assistance of SI Securities, and not subject to FINRA Rule 2210 (the “Issuer Profile”). The Issuer Profile may contain forward-looking statements and information relating to, among other things, the company, its business plan and strategy, and its industry. Investors should review the risks and disclosures in the offering's draft. The contents of this profile are meant to be a summary of the information found in the company’s Form C. Before making an investment decision, investors should review the company’s Form C for a complete description of its business and offering information, a copy of which may be found both here and below.


Company Highlights

  • 2017 Revenue: $8+ million
  • Customers: 60K+
  • Splash Wines is profitable and generated net income in both 2016 and 2017.
  • Strategic relationships with NextHome, Vin-Go, Groupon, and Rally 4
  • In 2017, consumers spend $2.5+ billion on DtC wine shipments, representing a 15.5% annual growth.
  • 4.5/5 stars on Groupon, with over 9,000 ratings

Fundraise Highlights

  • Total Amount Raised: US $150,362
  • Total Round Size: US $2,000,000
  • Raise Description:  Series A
  • Minimum Investment:  US $500 per investor
  • Security Type:  Preferred Equity
  • Pre-Money Valuation:  US $15,000,000
  • Offering Type:   Side by Side Offering

Revolutionizing the wine industry through transparent pricing, fanatical customer service, and delicious wine.


The direct-to-consumer wine market is growing quickly in the U.S., but it can be difficult for consumers to find reliability. There are thousands of different labels, inconsistent quality, subjective pricing, and a lack of genuine customer service. Splash seeks to be that source of consistency with a few simple concepts.

Launched at the end of December 2014, Splash is a national direct-to-consumer wine marketer focused on cutting through the clutter of a growing, yet confusing market. Splash provides members with transparent pricing, great value, and top quality customer service that they can trust.     

The best part? It's working. Splash has realized early successes and early stage profitability.

Our Success in 2017

  • $8+ million in revenue
  • 60,000+ subscribed customers
  • Average order equates to $95 in revenue
  • Profitable every month of 2017
  • Works with over 25 wine suppliers around the world
  • Finalized partnerships with NextHome and Vin-Go

What Our Customers Say*

"I love Splash Wines and recommend it at every opportunity. I'm delighted to be a Founders Member." -Pauline

"Great Customer Service and Great Wines – what more can we ask for?" -Jessie

"You guys have amazing customer service and even better wines 🍷" -Asja

*The above individuals were not compensated in exchange for their testimonials. In addition, their testimonials should not be construed as and/or considered investment advice.

Product & Service

About Splash Wines

Fantastic Wine

Of course, it has to start with the wine. If you can't get good wine to the consumer, nothing else matters. However, the average brick-and-mortar wine store and many websites can have a daunting customer experience. Thousands of bottles with only labels to guide you... many people share the experience of leaving a wine store convinced they've made the wrong decision. Splash aims to change that. We provide: 

  • A curated selection of fewer than 200 rotating wines from all corners of the globe
  • An ability for customers to build their own case (wines start at $7 per bottle) or choose a rotating selection of seasonal curated cases ranging from $105 to $200 for 15 bottles
  • Transparent Pricing: just 15% above our cost 
Whether it is a California red blend for $7 or a bottle of Champagne for just $25 (seriously), our members are getting value from the Splash membership. 

The Membership

How is Splash able to offer this value? It's because of our unique membership model (members join on a complimentary basis and migrate to a paid model at a low annual fee) that gives them access to the site with all its benefits. This gives our customer: 

  • Access to our inventory, curated from generational relationships with wineries
  • Transparent pricing just 15% above our cost, making the wines competitive with any other vendor
  • Shipping included with membership orders
  • Membership starts at just $6 per month

Our membership structure builds retention and customer loyalty, including our over 1,000 lifetime Founder members.

Fanatical Customer Service

It is this last point that we often consider our most important point of difference - fanatical customer service. Splash focuses on retaining the customer. We do this through:

  • Weekly team tastings to increase wine knowledge- our employees are advocates for the customer
  • Empowering all team members to solve problems without long hold or wait times
  • Guaranteeing every single bottle we ship meets our customer's satisfaction
  • Providing easy access to our customer service department through phone, email, or LiveChat

Whether it's helping a customer find a wine or case to match their tastes, assisting delivery issues for a customer, or rectifying a bottle that didn't meet a customer's expectations, every Customer Service agent can and will make the customer happy.

It Makes A Difference

We believe these differences work for any customer, but particularly will help appeal to the millennial customer base. The millennial generation will be a crucial segment for the wine business, particularly online, and initial indications are good. Already, millennials are consuming more wine per capita for their age than the previous three generations and the trend is that the consumption of wine only increases as a generation ages. Splash feels that their customer-friendly approach is poised to become a market leader and capture the millennial generation.

Our Business Model

  • Complimentary 6-12 month membership with initial purchase
  • Members pay a $60 annual fee– either in monthly or semi-annual installments
  • 97% margin on membership sales
  • Shipments to existing customers average $100.40 per shipment at a 13.8% margin
We acquire members at a profit (roughly 8%) enabling us to focus on customer retention. Our efforts lead us to impressive customer satisfaction (91% on Groupon). Splash had 55,000 acquisition shipments in 2017 alone!

Media Mentions

Team Story

At Splash, we say, “wine is in our blood.” That speaks to our heritage. Founded by Rob Imeson in 2014, Splash is the culmination of three generations of passion in the wine industry. Robert’s father started the family wine legacy in the 1950’s and the Imesons have continued this tradition. Splash is the brainchild of decades of experience, including being in the Internet direct-to-consumer business as early as the late 1990s. Today, Rob is joined by three of his children, Jessica, Garrett, and Parker who make up the third generation of this pioneering family.

Founders and Officers

Robert Imeson

CEO and Founder

Robert Imeson is an entrepreneur that has never strayed far from the beverage business. He joined Clan Importers. the family wine and spirits business after graduating from Oregon State University in 1976. Robert launched Simpatico Wines in the early 1980's and the company expanded to include Simpatico beer from Mexico later in the decade. Robert managed the family purchase of Dubuque Brewing Company in the early 1990's and formed MicroStar Keg Management with a partner in 1996. In 1998, Robert and his partners formed The Michael Jackson Rare Beer Club which was later merged with Real Beer, one of the  largest Beer portals on the internet. The focus of the company turned to internet beer and wine marketing on a direct to consumer basis. In 2009, Imeson and a partner launched Barclay's Wine, focusing exclusively on direct-to-consumer wine sales, and in 2014, Imeson and other family members left Barclay's to form Splash Wines.   

Robert Imeson

CEO and Founder

Robert Imeson is an entrepreneur that has never strayed far from the beverage business. He joined Clan Importers. the family wine and spirits business after graduating from Oregon State University in 1976. Robert launched Simpatico Wines in the early 1980's and the company expanded to include Simpatico beer from Mexico later in the decade. Robert managed the family purchase of Dubuque Brewing Company in the early 1990's and formed MicroStar Keg Management with a partner in 1996. In 1998, Robert and his partners formed The Michael Jackson Rare Beer Club which was later merged with Real Beer, one of the  largest Beer portals on the internet. The focus of the company turned to internet beer and wine marketing on a direct to consumer basis. In 2009, Imeson and a partner launched Barclay's Wine, focusing exclusively on direct-to-consumer wine sales, and in 2014, Imeson and other family members left Barclay's to form Splash Wines.   

Key Team Members

Garrett Imeson

Chief Marketing Officer

Parker Imeson

Chief Operating Officer

Jessica Imeson

Chief Financial Officer

Notable Advisors & Investors

Patrick Imeson

Investor, Board Member

Robert Thomas

Investor, Legal Counsel

Abby Whitridge

Investor, Board Member

Trevor Pettenude

Investor, Board Member

Kim Cunningham

Investor, Business Advisor

Q&A with the Founder

  • Please detail your wine sourcing and distribution process.
    Splash has about 15 wine suppliers (mostly wineries) around the world, some of whom we have been working with for more than 20 years. We add 1-2 a year depending on several factors including demand, exchange rates and competition. Our exclusive importer purchases the product at our request, it is shipped to one of our fulfillment centers (Illinois or California). Consumer orders are packed and shipped the last mile from there.
  • Can you talk a bit about your your customer acquisition and sales strategy?
    The Splash mantra is to acquire customers as cheaply as possible and then spend whatever it takes to keep them. Groupon is currently our largest acquisition channel, but we are expanding with our innovative Real Splash Partnership (a partnership with real estate agents that use Splash Wines as milestone gifts for clients) and we are also testing other channels as well. Once we get “wine in the glass,” we market to our clients via email.
  • How do your strategic partnerships work?
    Splash generally seeks strategic partnerships with companies that have a large email pool of their own clients that fit the demographic. The following are current partnerships:(1) Groupon: We currently have 18 acquisition programs running at Groupon and acquired approximately 40,000 customers (at a profit) through this channel last year. (2) NextHome: NextHome is one of the fastest growing real estate franchises in the U.S. with over 250 offices nationwide. Splash has just executed a partnership agreement and will be rolling out the program with them on a national basis. (3) W4: This LA based agency works with internet publishers and affiliate partners on a national basis. W4 is managing a facebook marketing campaign and is also working on the development of a significant influencer marketing program. (4) Mgive: this Company has a database of nearly 100 million (related to their non-profit fundraising platform) and is launching an email program for Splash with a commitment of 1 million emails a month commencing in February.
  • What do you think your competitive advantages are and barriers to entry for competitors?
    Generational access to some of the best suppliers in the world means we get a consistent supply of great wines at very good prices. Experience in the industry pre-dating the development of direct-to-consumer marketing via the internet is an advantage as well. The guerilla acquisition strategy is creative and focused—our success in that regard has been a key to early stage profitability. The Costco membership concept (small fee for access and great pricing when you get there) requires the confidence of the consumer which takes time to develop. Splash has seen promising traction with this concept and has a 24-36 month head start on competition should they elect to utilize this model.
  • What do you view as your exit opportunity?
    With the next 3-5 years the company will be at a decision point. The industry will still be fragmented but revenues will be in the range of $25 million -$40 million and it will be time to either do a major fundraising designed to acquire competitors and consolidate to become a clear market leader or sell to a competitor or one of several suitors that are interested in the vertical but currently have little or no presence.
  • The Q&A with the Founder is based on due diligence activities conducted by SI Securities, LLC. The verbal and/or written responses transcribed above may have been modified to address grammatical, typographical, or factual errors, or by special request of the company to protect confidential information.

    Term Sheet

    A Side by Side offering refers to a deal that is raising capital under two offering types. If you plan on investing less than US $20,000.00, you will automatically invest under the Regulation CF offering type. If you invest more than US $20,000.00, you must be an accredited investor and invest under the Regulation D offering type.

    Fundraising Description

  • Round type:
    Series A

  • Round size:
    US $2,000,000

  • Raised to date:
    US $150,362
    US $134,727 (under Reg CF only)

  • Minimum investment:
    US $500

  • Target Minimum:
    US $200,000

  • Maximum Raise Amount:
    US $1,070,000
  • Key Terms

  • Security Type:
    Preferred Equity

  • Share price:
    US $1.0000

  • Pre-money valuation:
    US $15,000,000

  • Is participating?:
    False

  • Liquidation preference:
    1.2x
  • Additional Terms

  • Investment Management Agreement
    All non-Major Purchasers will be subject to an Investment Management Agreement (“IMA”). The IMA will authorize an investment Manager to act as representative for each non-Major Purchaser and take certain actions for their benefit and on their behalf. Please see a copy of the IMA included with the Company's offering materials for additional details.

  • Closing conditions:
    While Splash Wines has set an overall target minimum of US $200,000 for the round, Splash Wines must raise at least US $25,000 of that amount through the Regulation CF portion of their raise before being able to conduct a close on any investments below $20,000. For further information please refer to Splash Wines's Form C.

  • Regulation CF cap:
    While Splash Wines is offering up to US $2,000,000 worth of securities in its Series A, only up to US $1,070,000 of that amount may be raised through Regulation CF.

  • Transfer restrictions:
    Securities issued through Regulation CF have a one year restriction on transfer from the date of purchase (except to certain qualified parties as specified under Section 4(a)(6) of the Securities Act of 1933), after which they become freely transferable. While securities issued through Regulation D are similarly considered "restricted securities" and investors must hold their securities indefinitely unless they are registered with the SEC and qualified by state authorities, or an exemption from such registration and qualification requirements is available.

  • Use of Proceeds

    Investor Perks

     Investors will receive Splash Cash—which can be used to buy wine in the Splash Store—as follows:


    • 5% of amount invested worth of Splash Cash (for investments $1,000 - $2,499)
    • 10% of amount invested worth of Splash Cash (for investments $2,500 and greater)


    Additionally all investors will receive the following perks:

    • $1,000: 1 year complimentary membership
    • $2,500: 2 year complimentary membership + 3 bottles Champagne
    • $5,000: 3 years complimentary membership + 6 bottles Champagne
    • $10,000: 1 Founders membership + 12 bottle wooden box of Chateau Franc-Cardinal, one of our signature Bordeauxs + quarterly 15 bottle shipment for 1 year (60 bottles total)
    • $25,000: 3 Founders membership + 12 bottle wooden box of CFC + quarterly 15 bottle shipment for 2 years (120 bottles total) + Digital Wine Tasting hosted by Founders (wine provided)
    • $50,000: 5 Founders membership + Dinner/ Winery Tour with Founders in Napa, CA (all-inclusive)

    Membership includes access to our prices, free shipping, 1% cash back on all purchases and exclusive offers for paid members.

    Founder's membership is a $150 retail value and it is a lifetime membership. It includes 5% cash back on all purchasers, exclusive offers, a free annual bottle. 

    It is advised that you consult a tax professional to fully understand any potential tax implications of receiving investor perks before making an investment.

    Prior Rounds

    The graph below illustrates the valuation cap or the pre-money valuation of Splash Wines's prior rounds by year.


    This chart does not represent guarantees of future valuation growth and/or declines.

    Seed

  • Round Size
    US $360,000
  • Closed Date
    Jan 31, 2017
  • Security Type
    Convertible Note
  • Valuation Cap
    US $7,500,000
  • Seed

  • Round Size
    US $200,000
  • Closed Date
    Feb 28, 2015
  • Security Type
    Convertible Note
  • Valuation Cap
    US $2,000,000
  • Financial Discussion

    Operations

    Splash Wines, Inc. sells wine online in the United States. The Company offers red, white, rose, and sparkling wines. The Company incorporated in 2014 and is based in Eagle, Idaho. Splash Wines Inc. was launched at the end of December 2014. Initial pre-seed funding was completed In Q1 2015 for a total of $200,000 in convertible debentures. The company operated at a loss for the first 10 months but became profitable in October 2015. Since that time, the Company has been profitable on a monthly basis. Revenues in 2015 were $4.7 million and total losses were $170,000. In 2016, revenues totaled $7.3 million and the company achieved $166,000 in pre-tax profit. In 2017, revenues exceeded $8 million and pre-tax profits were $262,000. The company launched a seed round of funding in mid-2016 and closed the round in early 2017 for a total of $405,000 in debentures. The Company has projected that 2018 revenues will grow to over $13 million and that pre-tax profit will exceed $630,000.

    Liquidity and Capital Resources

    The proceeds from the Offering are essential to our operations. We plan to use the proceeds as set forth above under "Use of Proceeds", which is an indispensable element of our business strategy. The Offering proceeds will have a beneficial effect on our liquidity, as we have approximately $15,000 in cash on hand as of December 31, 2017 which will be augmented by the Offering proceeds and used to execute our business strategy.

    In addition to the proceeds from the Combined Offerings, the Company currently has access to a revolving line of credit. The Company has currently drawn $1.8 million on this line of credit. Repaying this credit line constitutes a major expense for the Company and may typically result in a cash position of approximately $5,000 at any given point in time. If the Company loses access to this line of credit, it may not be able to finance inventory purchases to meet demand.

    Capital Expenditures and Other Obligations

    The Company does not intend to make any material capital expenditures in the future.

    Trends and Uncertainties

    After reviewing the above discussion of the steps the Company intends to take, potential Purchasers should consider whether achievement of each step within the estimated time frame is realistic in their judgment. Potential Purchasers should also assess the consequences to the Company of any delays in taking these steps and whether the Company will need additional financing to accomplish them.

    The financial statements are an important part of this Form C and should be reviewed in their entirety. The financial statements of the Company are attached to the Form C as Exhibit B.

    Market Landscape

    Annual Revenue of the Direct to Consumer Wine Industry per the 2018 Direct to Consumer Wine Shipping Report


    The U.S. is currently the largest wine market in the world. It has experienced over 25 years of uninterrupted growth, but per capita consumption still lags far behind many other industrialized countries, suggesting that there is still an opportunity for expansive growth.

    The direct-to-consumer market, fueled by the expansion of the internet into our homes, is relatively young but has experienced double digit growth and in 2017 topped 10% of the market for nearly of $2.7 billion in sales. At the same time, the millennial generation surpassed the baby boomers as the largest consumers of wine, further suggesting healthy growth for the wine market, as they will continue to be around a long time and are very active purchasing online.

    Numerous players have been attracted to the industry as a result of the recent growth of the online direct-to-consumer business. The market is fractured with no clear market leader. Most companies have found profit in the online wine market to be elusive, and Splash achieving profitability after only 10 months is an outlier. The company has done it by controlling the cost of acquisition through creative and inexpensive "wine in the glass " strategies while at the same time maintaining strict controls over operating costs. 

    Other companies have embarked upon expensive acquisition strategies and expanded their administrative structure which ensured rapid top-line growth but has made a path to profitability difficult. The Splash model required patience but has shown returns, While top-line revenue growth is more moderate, not only has the company been profitable, but the company has also been in a position to grow lifetime values and, on this basis, we believe the company will be able to expand the channels in 2018 which will not only accelerate growth (revenue projection for 2018 jumps to $13 million) but profitability (Projected 2018 profit is $632,000) at the same time.

    Risks and Disclosures

    The Company is heavily dependent upon a line of credit to finance operations and inventory purchases. The Company has currently drawn $1.8 million on this line of credit. Repaying this credit line constitutes a major expense for the Company and may typically result in a cash position of approximately $5,000 at any given point in time. If the Company loses access to this line of credit, it may not be able to finance inventory purchases to meet demand.

    Splash Wines faces competition from other companies in the online wine distribution space. We face competition with respect to any products that we may seek to develop or commercialize in the future. Our competitors include major companies worldwide. Many of our competitors have significantly greater financial, technical and human resources than we have and superior expertise in research and development and marketing approved products and services and thus may be better equipped than us to develop and commercialize products and services. These competitors also compete with us in recruiting and retaining qualified personnel and acquiring technologies. Smaller or early stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large and established companies. Accordingly, our competitors may commercialize products more rapidly or effectively than we are able to, which would adversely affect our competitive position, the likelihood that our products and services will achieve initial market acceptance and our ability to generate meaningful additional revenues from our products. Existing companies that engage in the online wine distribution business or are within the alcohol distribution space could introduce new or enhance existing products. If Splash Wines is able to establish a market around its product, it may find that larger, better funded companies may enter the market, which could negatively impact Splash Wines’ growth.

    Splash Wines’ operations and revenue experience some seasonality in that the winter months tend to have busier sales. Cyclical and seasonal fluctuations in the economy, in internet usage, and in customer behavior may have an effect on our business. Quarterly results may vary, and are not necessarily an indication of future performance. Additionally, seasonal trends may cause fluctuations in our quarterly results, including fluctuations in revenues. The seasonality of Splash Wines’ revenue and operations could exacerbate fluctuations due to other factors, including costs of expansion, upgrades to systems and infrastructure, or changes in business or macroeconomic conditions. Seasonality in our business can also be impacted by introductions of new or enhanced products and services, including the costs associated with such introductions.

    In general, demand for our products and services is highly correlated with general economic conditions. A substantial portion of our revenue is derived from discretionary spending by individuals, which typically falls during times of economic instability. Declines in economic conditions in the U.S. or in other countries in which we operate may adversely impact our consolidated financial results. Because such declines in demand are difficult to predict, we or the industry may have increased excess capacity as a result. An increase in excess capacity may result in declines in prices for our products and services.

    The Company could be harmed if it is unable to accurately forecast demand for its products and to adequately manage its product inventory. Its suppliers may not be able to deliver the product with sufficient quality or timeliness to meet its requirements. The Company may overestimate demand and have excess inventory it cannot liquidate. A shortage of a popular product could materially and adversely affect its brand, its seller relationships, and the acquisition of additional sellers.

    Failure by our transportation providers to deliver our products on time or at all could result in lost sales. We currently rely upon third-party transportation providers for a significant portion of our product shipments. Our utilization of delivery services for shipments is subject to risks, including increases in fuel prices, which would increase our shipping costs, and employee strikes and inclement weather, which may impact the ability of providers to provide delivery services that adequately meet our shipping needs. We may, from time to time, change third-party transportation providers, and we could therefore face logistical difficulties that could adversely affect deliveries.

    Industry consolidation may result in increased competition, which could result in a loss of customers or a reduction in revenue. Some of our competitors have made or may make acquisitions or may enter into partnerships or other strategic relationships to offer more comprehensive services than they individually had offered or achieve greater economies of scale. In addition, new entrants not currently considered to be competitors may enter our market through acquisitions, partnerships or strategic relationships. We expect these trends to continue as companies attempt to strengthen or maintain their market positions. The potential entrants may have competitive advantages over us, such as greater name recognition, longer operating histories, more varied services and larger marketing budgets, as well as greater financial, technical and other resources. The companies resulting from combinations or that expand or vertically integrate their business to include the market that we address may create more compelling service offerings and may offer greater pricing flexibility than we can or may engage in business practices that make it more difficult for us to compete effectively, including on the basis of price, sales and marketing programs, technology or service functionality. These pressures could result in a substantial loss of our customers or a reduction in our revenue.

    We have not prepared any audited financial statements. Therefore, you have no audited financial information regarding the Company’s capitalization or assets or liabilities on which to make your investment decision. If you feel the information provided is insufficient, you should not invest in the Company.

    We are not subject to Sarbanes-Oxley regulations and lack the financial controls and safeguards required of public companies. We do not have the internal infrastructure necessary, and are not required, to complete an attestation about our financial controls that would be required under Section 404 of the Sarbanes-Oxley Act of 2002. There can be no assurance that there are no significant deficiencies or material weaknesses in the quality of our financial controls. We expect to incur additional expenses and diversion of management’s time if and when it becomes necessary to perform the system and process evaluation, testing and remediation required in order to comply with the management certification and auditor attestation requirements.

    General Risks and Disclosures

    Start-up investing is risky. Investing in startups is very risky, highly speculative, and should not be made by anyone who cannot afford to lose their entire investment. Unlike an investment in a mature business where there is a track record of revenue and income, the success of a startup or early-stage venture often relies on the development of a new product or service that may or may not find a market. Before investing, you should carefully consider the specific risks and disclosures related to both this offering type and the company which can be found in this company profile and the documents in the data room below.

    Your shares are not easily transferable. You should not plan on being able to readily transfer and/or resell your security. Currently there is no market or liquidity for these shares and the company does not have any plans to list these shares on an exchange or other secondary market. At some point the company may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when the company either lists their shares on an exchange, is acquired, or goes bankrupt.

    The Company may not pay dividends for the foreseeable future. Unless otherwise specified in the offering documents and subject to state law, you are not entitled to receive any dividends on your interest in the Company. Accordingly, any potential investor who anticipates the need for current dividends or income from an investment should not purchase any of the securities offered on the Site.

    Valuation and capitalization. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private companies, especially startups, is difficult to assess and you may risk overpaying for your investment. In addition, there may be additional classes of equity with rights that are superior to the class of equity being sold.

    You may only receive limited disclosure. While the company must disclose certain information, since the company is at an early-stage they may only be able to provide limited information about its business plan and operations because it does not have fully developed operations or a long history. The company may also only obligated to file information periodically regarding its business, including financial statements. A publicly listed company, in contrast, is required to file annual and quarterly reports and promptly disclose certain events — through continuing disclosure that you can use to evaluate the status of your investment.

    Investment in personnel. An early-stage investment is also an investment in the entrepreneur or management of the company. Being able to execute on the business plan is often an important factor in whether the business is viable and successful. You should be aware that a portion of your investment may fund the compensation of the company’s employees, including its management. You should carefully review any disclosure regarding the company’s use of proceeds.

    Possibility of fraud. In light of the relative ease with which early-stage companies can raise funds, it may be the case that certain opportunities turn out to be money-losing fraudulent schemes. As with other investments, there is no guarantee that investments will be immune from fraud.

    Lack of professional guidance. Many successful companies partially attribute their early success to the guidance of professional early-stage investors (e.g., angel investors and venture capital firms). These investors often negotiate for seats on the company’s board of directors and play an important role through their resources, contacts and experience in assisting early-stage companies in executing on their business plans. An early-stage company may not have the benefit of such professional investors.

    Splash Wines's Form C

    The Form C is a document the company must file with the Securities and Exchange Commission, which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.

    Download Splash Wines's  Form C

    Frequently Asked Questions

    About Side by Side Offerings
    What is Side by Side?

    A Side by Side offering refers to a deal that is raising capital under two offering types. This Side by Side offering is raising under Regulation CF and Rule 506(c) of Regulation D.


    What is a Form C?

    The Form C is a document the company must file with the Securities and Exchange Commission (“SEC”) which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.

    Before making any investment decision, it is highly recommended that prospective investors review the Form C filed with the SEC (included in the company's profile) before making any investment decision.


    What is Rule 506(c) under Regulation D?

    Rule 506(c) under Regulation D is a type of offering with no limits on how much a company may raise. The company may generally solicit their offering, but the company must verify each investor’s status as an accredited investor prior to closing and accepting funds. To learn more about Rule 506(c) under Regulation D and other offering types check out our blog and academy.


    What is Reg CF?

    Title III of the JOBS Act outlines Reg CF, a type of offering allowing private companies to raise up to $1 million from all Americans. Prior capital raising options limited private companies to raising money only from accredited investors, historically the wealthiest ~2% of Americans. Like a Kickstarter campaign, Reg CF allows companies to raise funds online from their early adopters and the crowd. However, instead of providing investors a reward such as a t-shirt or a card, investors receive securities, typically equity, in the startups they back. To learn more about Reg CF and other offering types check out our blog and academy.


    Making an Investment in Splash Wines
    How does investing work?

    When you complete your investment on SeedInvest, your money will be transferred to an escrow account where an independent escrow agent will watch over your investment until it is accepted by Splash Wines. Once Splash Wines accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to Splash Wines in exchange for your securities. At that point, you will be a proud owner in Splash Wines.


    What will I need to complete my investment?

    To make an investment, you will need the following information readily available:

    1. Personal information such as your current address and phone number
    2. Employment and employer information
    3. Net worth and income information
    4. Social Security Number or government-issued identification
    5. ABA bank routing number and checking account number (typically found on a personal check or bank statement)

    If you are investing under Rule 506(c) of Regulation D, your status as an Accredited Investor will also need to be verified and you will be asked to provide documentation supporting your income, net worth, revenue, or net assets or a letter from a qualified advisor such as a Registered Investment Advisor, Registered Broker Dealer, Lawyer, or CPA.


    How much can I invest?

    An investor is limited in the amount that he or she may invest in a Reg CF offering during any 12-month period:

    • If either the annual income or the net worth of the investor is less than $100,000, the investor is limited to the greater of $2,000 or 5% of the lesser of his or her annual income or net worth.
    • If the annual income and net worth of the investor are both greater than $100,000, the investor is limited to 10% of the lesser of his or her annual income or net worth, to a maximum of $100,000.

    Separately, Splash Wines has set a minimum investment amount of US $500.

    Accredited investors investing $20,000 or over do not have investment limits.


    After My Investment
    What is my ongoing relationship with the Issuer?

    You are a partial owner of the company, you do own securities after all! But more importantly, companies which have raised money via Regulation CF must file information with the SEC and post it on their websites on an annual basis. Receiving regular company updates is important to keep shareholders educated and informed about the progress of the company and their investment. This annual report includes information similar to a company’s initial Reg CF filing and key information that a company will want to share with its investors to foster a dynamic and healthy relationship.

    In certain circumstances a company may terminate its ongoing reporting requirement if:

    1. The company becomes a fully-reporting registrant with the SEC
    2. The company has filed at least one annual report, but has no more than 300 shareholders of record
    3. The company has filed at least three annual reports, and has no more than $10 million in assets
    4. The company or another party purchases or repurchases all the securities sold in reliance on Section 4(a)(6)
    5. The company ceases to do business

    However, regardless of whether a company has terminated its ongoing reporting requirement per SEC rules, SeedInvest works with all companies on its platform to ensure that investors are provided quarterly updates. These quarterly reports will include information such as: (i) quarterly net sales, (ii) quarterly change in cash and cash on hand, (iii) material updates on the business, (iv) fundraising updates (any plans for next round, current round status, etc.), and (v) any notable press and news.


    How can I sell my securities in the future?

    Currently there is no market or liquidity for these securities. Right now Splash Wines does not plan to list these securities on a national exchange or another secondary market. At some point Splash Wines may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when Splash Wines either lists their securities on an exchange, is acquired, or goes bankrupt.


    How do I keep track of this investment?

    You can return to SeedInvest at any time to view your portfolio of investments and obtain a summary statement. If invested under Regulation CF you may also receive periodic updates from the company about their business, in addition to monthly account statements.


    Other General Questions
    What is this page about?

    This is Splash Wines's fundraising profile page, where you can find information that may be helpful for you to make an investment decision in their company. The information on this page includes the company overview, team bios, and the risks and disclosures related to this investment opportunity. If the company runs a side by side offering that includes an offering under Regulation CF, you may also find a copy of the Splash Wines's Form C. The Form C includes important details about Splash Wines's fundraise that you should review before investing.


    How can I (or the company) cancel my investment under Regulation CF?

    For offerings made under Regulation CF, you may cancel your investment at any time up to 48 hours before a closing occurs or an earlier date set by the company. You will be sent a reminder notification approximately five days before the closing or set date giving you an opportunity to cancel your investment if you had not already done so. Once a closing occurs, and if you have not canceled your investment, you will receive an email notifying you that your securities have been issued. If you have already funded your investment, your funds will be promptly refunded to you upon cancellation. To cancel your investment, you may go to your portfolio page


    What if I change my mind about investing?

    If you invest under any other offering type, you may cancel your investment at any time, for any reason until a closing occurs. You will receive an email when the closing occurs and your securities have been issued. If you have already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To cancel your investment, please go to your portfolio page.