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. AB InBev is by far the world's largest beer company. America Deserves Great Beer. An Increase in Energy Costs Could Harm the Companys Financial Results. Coast Guard installations, 114 U.S. Army installations, 21 U.S. Marine Corp installations and 185 U.S. Air Force installations. If a sale does occur, gain or loss realized on the sale of all or a portion of the Shares of Class C Common Stock by a Shareholder may be subject to taxation on capital gain or loss. Denver Today, Colorado U.S. Any infringement of the Company's proprietary rights could result in significant litigation costs, and any failure to adequately protect the Company's proprietary rights could result in the Company's competitors offering similar products, potentially resulting in loss of a competitive advantage and decreased revenue. Fees in the charts above only reflect the cash fees and do not reflect the warrants, which are also not represented in the table of beneficial ownership herein. This discussion contains forward-looking statements reflecting the Companys current expectations that involve risks and uncertainties. Money laundering is the process of disguising illegally obtained money so that the funds appear to come from legitimate sources or activities. This field is for validation purposes and should be left unchanged. The holders of the Class A Common Stock, Class B Common Stock and Class C Common Stock have equal rights provided by law of the state of Delaware for stockholders of a Delaware corporation and the shares of Class A Common Stock, Class B Common Stock and Class C Common Stock are identical in all respects, except that the holders of Shares of Class C Common Stock have no voting rights, except where expressly required by Delaware law. 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. Amounts held in such balances do not indicate a purchase of any security or otherwise commit the funds to be used to purchase securities. You Should Be Aware Of The Long-Term Nature Of This Investment. The company is also in the process of establishing the AFBC Veterans Foundation, a non-profit to support Veterans in transition from active duty to civilian life. He is an Afghanistan War veteran and served in the Marine Corps as a combat correspondent. When the Company indicates that the Offering will hold a closing and the Investors subscription is to be accepted (either in whole or part), then the Holding Account shall disburse such Investors subscription proceeds in its possession to the account of the Company. The Company Is Dependent Upon Its Management, Founders, Key Personnel and Consultants to Execute the Business Plan, And Some Of Them Will Have Concurrent Responsibilities At Other Companies. $0. The Company had $30,881 revenue from January 1, 2018 to December 31, 2019. The Company also notes that some of the perks above involve the possible attendance at events. Armed Forces Brewing Company is a veteran-owned and operated craft brewery based in San Diego, California. The Company established an Equity Incentive Plan, effective as of September 10, 2020, for the benefit of certain individuals. Your date of birth and social security number or other national ID number. Lack of additional funding could force us to curtail substantially our growth plans. Programs which are deemed to be operating companies or which do not issue more than 25% of their equity interests to ERISA Plans are exempt from being designated as holding plan assets. Management anticipates that we would clearly be characterized as an operating for the purposes of the regulations, and that it would therefore not be deemed to be holding plan assets.. The Company May Be Unable To Manage Its Growth Or Implement Its Expansion Strategy, The Company may not be able to expand the Company's markets or implement the other features of the Company's business strategy at the rate or to the extent presently planned. Engineering Academy launched to meet skills needs in Cumbria AN INNOVATIVE Engineering Academy has been launched by Lakes College to deliver You Will Need To Keep Records Of Your Investment For Tax Purposes. This experienced management team will lead the charge into our bar and restaurant operations in the future which will help to further establish our brands. See Voting Rights section of Securities Being Offered below for details. The securities we are offering are offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered in our offering circular and in our offering are exempt from registration. Before making any representation that your investment does not exceed applicable thresholds, we encourage you to review Rule 251(d)(2)(i)(c) of Regulation A. The Company will brew and package a small batch of the beer, give the investor two cases, and the Company will sell the beer in some stores and online***, A personalized, autographed copy of Robert ONeills book The Operator. See "Plan of Distribution. Some or all of the Companys breweries, planned restaurants and bars, and contract brewers could lose their licenses to sell alcoholic beverages or have their hours of operation curtailed as a result of hearings of the licensing boards in jurisdictions where they are located or as a result of any changes in legislation governing licensed premises in the various jurisdictions in which they are located or may be located, with a material adverse effect on the Companys financial results and on your investment. The warrants shall comply with transfer restrictions pursuant to FINRA Rule 5110(g)(2)(A)(ii). Updated Sep 30, 2021 11:07 AM EDT. The market for Armed Forces Brewing Company is ever-growing. Dalmore does not expressly or impliedly affirm the completeness or accuracy of the Form 1-A and/or Offering Circular presented to investors by the Company. 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. Increasing the amount of additional equity that the Company will have to seek in the future will further dilute those investors participating in this Offering. Potato growers are beginning to prepare seed potatoes. He has led, operated, and grown profitable multi-unit independent food & beverage groups in the Denver, Kansas City, and Charlotte markets. During the period from January 1, 2018 to December 31, 2019 the Company received funding consisting of $135,916 which was used to cover the operating expenses. But honestly, I dont really give a shit about the commercial, and I dont think you should either. Changes in Public Attitudes and Tastes Could Harm the Companys Business and Regulatory Changes in Response to Public Attitudes and Tastes Could Adversely Affect the Companys Business. The Company believes that it has strong economic prospects by virtue of the following dynamics of the industry, the success of its founders in their related business endeavors, and other reasons: 1.Management believes that after the coronavirus pandemic subsides, trends for growth in the alcohol, restaurant and bar industries in the United States will be favorable. According to the United States State Department, one recent estimate puts the amount of worldwide money laundering activity at $1 trillion a year. A portion of all proceeds from sales goes towards helping veterans and active duty service members through organizations like The Mission Continues and Team Rubicon. This Offering Circular and this section do not purport to give a complete description of all rights related to the Shares of Class C Common Stock, and both are qualified in their entirety by the provisions of the Companys Certificate of Incorporation (Exhibit 1A-2A) and its Bylaws (Exhibit 1A-2B), copies of which have been attached as Exhibits to this Offering Circular. There is beneficial ownership of the Companys shares at the time of this Offering by its directors or executive officers as set out below in the table. 4631250, Shares of Class A Common Stock Outstanding, Shares of Class B Common Stock Outstanding, Shares of Class C Common Stock Outstanding, Shares of Class A Common Stock in this Offering (1), Shares of Class B Common Stock in this Offering (1), Shares of Class C Common Stock in this Offering (1), Total shares to be outstanding after the Offering (2). #Veteranjobs #serviceleavers #jobboard While these distribution agreements will likely contain provisions giving the Company enforcement and termination rights, some state laws will likely prohibit the Company from exercising these contractual rights. A portion of all proceeds from the sale of their beer goes towards helping veterans and active-duty military members. . So far, the brewery has donated over $50,000 to various organizations such as the Navy SEAL Foundation, Wounded Warrior Project, and Operation Homefront.The company has seen rapid growth since its inception. As of December 31, 2020, the Company had $18,962 in cash and cash equivalents. The Company may appoint an independent director(s) to its board of directors in the future, particularly to serve on appropriate committees should they be established. The Company has agreed to pay Dalmore a fee equivalent to 5% of all capital raised in the Offering and 3% cashless exercise warrants based on the number of shares of Class C Common Stock sold in the offering, exercisable for up to 5 years. The Company, like any business, is exposed to the risk of employee fraud or other misconduct. The Company Currently Has Limited Marketing In Place. $12.00. There are now more than 8,000 breweries in operation up from approximately 1,500 breweries in 2009. See Page 68 below for further details. 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