The Shares Of Class C Common Stock Being Offered Are Subject To Drag-Along Rights. Armed Forces Brewing - "Invest in my brewery 'cause I'm an operator and guns are cool" ownarmedforcesbrewingco. 11.7K followers. At present, the Company contract brews all of its beer. It is reasonably possible that changes in estimates will occur in the near term. In part, this alert states that investing using a credit card has several risks including, but not limited to high interest rates, credit risk, transaction fees, credit card abuse, unauthorized charges on your credit card statements and risks related to third-party payment processors. Amounts held in such balances do not indicate a purchase of any security or otherwise commit the funds to be used to purchase securities. Selling broker-dealers and other persons who may participate in the offering may make additional reasonable inquiries in order to verify an investor's suitability for an investment in the Company. An Increase in Energy Costs Could Harm the Companys Financial Results. If you are interested in investing in Armed Forces Brewing Company Inc., please submit the following form. Article XIV of the Companys Bylaws set out various restrictions on transfer that attach to the Shares of Class C Common Stock being sold in this Offering. The Company started deliveries through their contract brewer, Peabody Heights Brewery, to a few local Annapolis, Maryland stores. I mean, I wont be shelling out that much cash for a sticker and a few minor benefits, but Im sure someone might. You will attend a shooting range event with members of our management and advisory staff. Armed Forces Brewing Company is a Military tribute craft brewing companythatpayshomage to our great American Military both active duty and Veterans. When expanded it provides a list of search options that will switch the search inputs to match the current selection. Enforcing a claim that a third party illegally obtained and is using the Company's Existing patent, copyright, trademark and trade secret rights could be expensive and time consuming, and the outcome of such a claim is unpredictable. The tables do not reflect the anticipated dilution that will occur if the Company authorizes additional shares under the Companys Equity Incentive Plan. The U.S. Securities and Exchange Commission (SEC) does not pass upon the merits of, or give its approval to, any of the securities we are offering or the terms of our offering, nor does it pass upon the accuracy or completeness of our offering circular, other selling literature or this website. Amit travels the United States to attend craft beer festivals and new brewery openings. You Will Need To Keep Records Of Your Investment For Tax Purposes. Jeff has been involved with more than 50 openings, remodels, and consultations in his career. All statements other than statements of historical fact or relating to present facts or current conditions included in this Offering Circular, and any documents incorporated by reference are forward-looking statements. These laws and regulations may restrict or prohibit a wide range of pricing, discounting, marketing and promotion, sales commission, customer incentive programs and other business arrangements. The sale of Shares of the same class as those to be offered for the period of distribution will be limited and restricted to those sold through this Offering. The Company intends to continue to develop the Company's business model as the Company's market continues to evolve. There can be no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available from external sources, such as debt or equity financings or other potential sources. In particular, sales, marketing and business arrangements are subject to extensive laws and regulations intended to prevent fraud, misconduct, kickbacks, self-dealing and other abusive practices. This amount represents the proceeds of the Offering to the Company, which will be used as set out in Use of Proceeds., (3) There are no finders fees or other fees being paid to third parties from the proceeds, other than those disclosed above. When equipment is retired or sold, the cost and related accumulated depreciation are eliminated from the balance sheet accounts and the resultant gain or loss is reflected in income. The offering circular explains that Armed Forces Brewing Company, Inc. is offering 750,000 Shares of Non-Voting Class C Common Stock at $10.00 per share with a minimum purchase of 20 Shares ($200.00). For a full description of the voting rights of the Shares offered herein, please review the Certificate of Incorporation (Exhibit 1A-2A) and Bylaws (Exhibit 1A-2B). On or about December 4, 2020, the Company filed a Certificate of Amendment of Certificate of Incorporation with the state of Delaware whereby the Companys name was changed to Armed Forces Brewing Company, Inc. This litigation could result in diversion of resources and could materially adversely affect the Company's operating results. Income taxes are provided for the tax effects of transactions reporting in the financial statements and consist of taxes currently due plus deferred taxes related primarily to differences between the basis of receivables, inventory, property and equipment, intangible assets, and accrued expenses for financial and income tax reporting. The Company uses agricultural commodities in the manufacturing of its beer. In addition, Armed Forces Brewing Companys beers are currently available in 14 states across the country. The warrants may be exercised by Dalmore or their assigns for no cost ($0.00 per share) and will, when exercised, provide Dalmore or their assigns with shares of Class C common stock. THESE SECURITIES HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. If such an extension of the Offering is to occur, an appropriate filing will be made with the SEC to provide notification of the extension. Existing patent, copyright, trademark and trade secret laws afford only limited protection. Attract and retain qualified personnel, as well as develop, train and manage management-level and other employees. Terms Of Subsequent Financing, If Any, May Adversely Impact Your Investment. You can read a more detailed breakdown of the perks, here. 2023 Stars and Stripes. James Clark Patents, trademarks and copyrights that have been or may be obtained by the Company may be challenged by others, or enforcement of the patents, trademarks and copyrights may be required. The company donates a portion of their proceeds to various veterans charities, so you can rest assured that your money is going to a good cause.In terms of the beer itself, reviewers have generally given Armed Forces Brewing Companys products high marks. Any infringement of the Company's patent, trademark, copyright or trade secret rights could result in significant litigation costs, and any failure to adequately protect the Company's trade secret rights could result in the Company's competitors offering similar products, potentially resulting in loss of a competitive advantage and decreased revenues. Earned the Bar Explorer badge! . BAGHDAD -. Reliance on Company-Owned Production Facilities, Reduced Availability of Breweries Owned by Others, and Inability to Leverage Investment in the Company-Owned Breweries Could Have A Material Adverse Effect on the Companys Operations or Financial Results. He has corporate level multi-state, multi-unit experience in managing all F&B operations for. There is no guarantee the Company will be able to raise such funds on acceptable terms or at all. Marines shut down elite scout sniper platoons in favor of all-weather, info-gathering units, Senator says Japan reneged on deal to release Navy officer from Yokosuka prison, Maverick or Goose?: Caroline Kennedy goes supersonic in Australian Super Hornet, Military, VA provide troops, vets more gun safety options to help reduce suicides, Pentagon tells service members to stop displaying giant US flags at major events, K-Town Now features the latest news from the Kaiserslautern Military Community. The actual effects of the spread of coronavirus or of another pandemic are difficult to assess as the actual effects will depend on many factors beyond the control and knowledge of the Company. The Company reviews the carrying value of property and equipment for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. The Company initially will use its existing website, www.armedforcesbrewingco.com, to provide notification of the Offering. If all of the Shares in this Offering are fully subscribed and sold, the Shares offered herein will constitute approximately 16.19% of the total outstanding shares of the Company. The directors and executive officers of the Company as of the date of this Offering Circular are as follows: Chief Executive Officer, Chief Financial Officer and Board of Directors Member. Armed Forces Brewing has successfully completed a test market run and is ready to expand to national and global distribution. Accordingly, the Company's initial business model may not be successful and may need to be changed. In selecting third party breweries for brewing services arrangements, the Company intends to carefully weigh abrewerys capability of utilizing traditional brewing, fermenting and finishing methods, its quality control capabilities throughout the production process and automated packaging capability. is anticipated that the account balances in the Companys account may exceed those limits at times. The Company has limited disability and workers compensation insurance. Alan Beal is a 35-year veteran of the food & beverage industry and has a passion for craft beer and the military. (2) The Offering Expenses are estimated at a total of $200,000 in the chart above but may vary from that total. But theres more. Whether youre looking for a refreshing lager to drink on a hot day, or a hearty ale to warm you up on a cold night, Armed Forces Brewing Company has the perfect beer for you. Enjoy responsibly. EACH PROSPECTIVE INVESTOR IS ENCOURAGED TO CAREFULLY ANALYZE THE RISKS AND MERITS OF AN INVESTMENT IN THE SHARES AND SHOULD TAKE INTO CONSIDERATION WHEN MAKING SUCH ANALYSIS, AMONG OTHER FACTORS, THE RISK FACTORS DISCUSSED ABOVE, AS WELL AS OTHERS NOT DISCUSSED ABOVE. He has a keen finger on the pulse of the craft beer industry nationwide. Armed Forces Brewing will create jobs for veterans and their family members. The companys onsite roster lists a number of other military veterans, from fellow Navy SEALs to former Army Special Forces. Since the creation of the new entity in 2008, shares are only up about 50%, compared to 380% for the S&P 500. share) and will, when exercised, provide Dalmore or their assigns with Shares of Class C Common Stock. Operating expenses for the period from January 1, 2020 to December 31, 2020 were $58,950. Additionally, their rapid growth could lead to some growing pains, and they may not be able to maintain the same level of quality as they expand. #Veteranjobs #serviceleavers #jobboard Sales Of The Companys Shares By Insiders Under Rule 144 Or Otherwise Could Reduce The Price Of The Shares, If A Trading Market Should Develop. Limitation on Director, Officer and Others Liability. For general information on investing, we encourage you to refer to www.investor.gov. According to their site, their beer is only available at locations in Maryland, Virginia, and Rhode Island and appears to be for sale at some military exchanges and at certain retailers. In addition to owning equity in our company, we give you special perks depending on the amount you invest. The Company has also paid a one-time payment for out-of-pocket expenses of $5,000.00 to Dalmore to cover expenses such a preparing the FINRA filing, due diligence expenses, and any other services necessary and required prior to the qualification of this Offering. The Company has been operating at a loss since the Company's inception, and the Company expects to continue to incur losses for the foreseeable future. The Company's ability to compete depends, in part, upon a number of factors outside the Company's control, including the ability of the Company's competitors to develop alternatives that are superior. The Shares that Dalmore or their assigns will receive upon exercising their warrants will be restricted securities meaning they are not fully liquid, free trading shares unless the restrictions are lifted in accordance with applicable law. They offer growlers and kegs to-go from their tasting room located in the Point Loma neighborhood of San Diego. Encryption software and the other technologies used to provide security for storage, processing and transmission of confidential customer and other information may not be effective to protect against data security breaches by third parties. Armed Forces Brewings unique corporate mission and marketing have already created national and global buzz and demand. Consequently, investors must rely on sales of their Shares after price appreciation, which may never occur, as the only way to realize any gains on their investment. The USA Patriot Act is designed to detect, deter and punish terrorists in the United States and abroad. Armed Forces Brewing Companys mission is to brew beers that honor those who have served.The companys flagship beer is their American Pale Ale, which is brewed with hops from the Pacific Northwest. If the Drag-Along Seller approves a Drag-Along Sale (an Approved Sale), the Drag-Along Seller shall deliver a written notice (a Drag-Along Notice) to the Company and each shareholder no more than 10 days after the execution and delivery by all of the parties thereto of the definitive agreement entered into with respect to the Approved Sale and, in any event, no later than 20 days before the closing date of the Approved Sale. Before investing in our offering, please review our offering circular carefully, ask any questions of the companys management that you would like answered and consult your own counsel, accountant and other professional advisors as to legal, tax and other related matters concerning this investment. The Companys team that is present will hand sign the investors target after the shooting event. Investors should pay careful attention to the number of convertible notes that a company has issued and may issue in the future, and the terms of those notes. We plan to use your investment to brew great beer and grow our brand and distribution. Except as required by Delaware law or any designation with respect to any class of stock of the corporation, the entire shareholder voting power of the Company is vested solely and exclusively in the holders of the Class A Common Stock. The Company is permitted to issue preferred stock pursuant to the terms of our Company documents, preferred stock could be issued in series from time to time with such designation, rights, preferences, and limitations as needed to raise capital. The minimum investment is $200. The text on this website is a summary but does not contain all of the terms of our securities offering. $0. A Sanctioned Country means a country subject to a sanctions program identified on the list maintained by OFAC and available at www.ustreas.gov/offices/enforcement/ofac/sdn or as otherwise published from time to time. NEITHER THE DELIVERY OF THIS OFFERING CIRCULAR NOR ANY SALE HEREUNDER SHALL UNDER ANY CIRCUMSTANCES CREATE THE IMPLICATION THERE HAS BEEN NO CHANGE IN THE INFORMATION CONTAINED HEREIN SUBSEQUENT TO THE DATE HEREOF. The Companys website and marketing materials are not incorporated into this Offering Circular. Chief Brewing Officer and Board of Directors Member. There can be no assurance that the Company will effectively manage such increasing complexity without experiencing future planning failures, operating inefficiencies, insufficient employee training, control deficiencies or other issues that could have a material adverse effect on the Companys business and financial results, The Company may continue to avail itself of contract brewing at third-party breweries. The Shares of Class C Common Stock being offered in this Offering Circular are subject to drag-along rights. It is important that the Company maintains and enhances its image and the image of its products. 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