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International Spirits and Beverage Co

ISW Holdings Eliminates $702K of Debt in Deal with Major Noteholders

Las Vegas, NV - (NewMediaWire) - December 9, 2020 - ISW Holdings, Inc. (OTC: ISWH) (“ISW Holdings” or the “Company”), a global brand management holdings company, is pleased to announce that the Company and its largest noteholders have reached an agreement (the “Agreement”) whereby about 50% of the current convertible debt owed by the Company will be exchanged for restricted preferred equity, eliminating a significant portion of the dilution potential from convertible debentures now carried in the Company’s books.

Specifically, the Company and its largest noteholder have agreed to exchange convertible debentures (principal and interest) with an aggregate value of $602K for restricted Preferred B equity, thereby reducing total debt and significantly curtailing dilution potential over the coming months and years.

“The Preferred B Shares will be restricted for a period of one year,” said Alonzo Pierce, President and Chairman of ISW Holdings, Inc. “After one year, the Preferred B Shares can only be converted at a maximum 12.5% per quarter of the original common share issuance (a total of 4.5 million common shares). So basically, no more than 562,500 common shares will hit the market in any given quarter.”

Management notes that the Agreement forms the basic template the Company will use in future financing rounds to prevent dilution risk from re-emerging.

“This move really shows the confidence of the debt holders that a strong upward trajectory for the company and its stock price is imminent,” added Pierce. “This action, of course, follows record revenue gains recorded in Q3 from the Home and Telehealth Healthcare segment, with over $769K in revenues in the first nine months of this year, growing at over 140%. Now, we are eliminating dilution risk proactively and driving major strength on the balance sheet.”

About ISW Holdings

ISW Holdings, Inc. (ISWH), based in Nevada, is a diversified portfolio company comprised of essential business lines that serve consumer product demands. Our expertise lies in strategic brand development, early growth facilitation, as well as brand identity through our proprietary procurement process. Together, with our partners, we seek to provide a structure that meets large scalability demands, as well as anticipated marketplace needs. We are able to meet these needs through a variety of strategic innovative processes. ISWH is creating and managing brands across a spectrum of disruptive industries. It maneuvers its proprietary companies through critical stages of market development, which includes conceptualization, go-to-market strategies, engineering, product integration, and distribution efficiency. The company has also partnered with a well-known software development and consulting company, Bengala Technologies LLC, which is developing significant enhancements in the supply chain management space; and the partnership has a vitally needed patent now pending.

Forward Looking Statements

This press release may contain forward-looking statements that involve risks and uncertainties. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology including "could", "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "potential" and the negative of these terms or other comparable terminology. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested in this report. Except as required by applicable law, we do not intend to update any of the forward-looking statements so as to conform these statements to actual results. Investors should refer to the risks disclosed in the Company's reports filed from time to time with OTC Markets (www.otcmarkets.com).

For more information, visit www.iswholdings.com

Company Contact:

Investor Relations

info@ISWHoldings.com