Costs may be greater in some locations and may increase as a result of economic or other factors beyond the Companys control, with a resulting material adverse effect on the Companys financial results and on your investment. The Company recognizes revenue when it has been realized and earned. On June 12, 2020, Robert J. ONeill, the Navy Seal veteran who killed Osama Bin Laden, joined Armed Forces Brewings team as our national Brand Ambassador, Director of Military Relations, and as a member of our Board of Directors. 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. Payments of trade receivables are allocated to the specific invoices identified on the customers remittance advice or, if unspecified, are applied to the earliest unpaid invoice. The beer industry isn't the most exciting investment theme around. Renders beer snobs unconscious with 2 fingers? Armed Forces Brewing Company is a craft beer company founded by two veterans of the US military. The FASB issues ASUs to amend the authoritative literature in ASC. The forward-looking statements appear in a number of places in this Offering Circular and any documents incorporated by reference and include statements regarding the intent, belief or current expectations of the Company with respect to, among others things: (i) the development of the Company and its products; (ii) the targeting of markets; (iii) trends affecting the Companys financial condition or results of operation; (iv) the Companys business plan and growth strategies; (v) the industries in which the Company participates; and (vi) the ability of the Company to generate sufficient cash from operations to meet its operating needs and pay off its existing indebtedness, all of which are subject to risks and uncertainties. The military consumer market includes approximately 6.1 million U.S. military personnel, 23 million veterans, 20 million spouses, 45 million siblings, and 55 million children. He has led several independent food and beverage groups in theDenver,Kansas Cityand Charlotte markets. Armed Forces Brewing Company is looking to raise $7.5 million in a campaign to grow its business. In addition to owning equity in our company, we give you special perks depending on the amount you invest. As of December 31, 2019, the Company did not have any material outstanding accounts receivable. Should you choose to invest in this offering using a credit card, you should be aware of several risks. The Shares are being offered pursuant to Regulation A of Section 3(b) of the Securities Act of 1933, as amended, for Tier 2 offerings. This concentrated control eliminates other Shareholders ability to influence corporate matters and, as a result, the Company may take actions that its Shareholders do not view as beneficial. James Clark is the Deputy Editor of Task & Purpose and has been with the publication since 2015. The military exchange retail network is made up of 1,045 package stores and mini-marts in the continental U.S. that account for $292 million in annual beer sales. In November 2019, the FASB issued Accounting Standards Update (ASU) No. Unfortunately, the pandemic halted contract brewing operations and the Company could not contract brew any of its beer nor could it continue to test market its products through most of 2020, but the Company resumed contract brewing with its production partners in December of 2020. $18,962. But there are some standouts in the space worth your attention, especially for investors seeking to generate some dividend income along the way. All Rights Reserved. These adverse conditions could affect the Company's financial condition and the results of its operations. You will be required to complete a subscription agreement in order to invest. The escrow account will be with a regulated financial institution and will have federal insurance covering portions of the deposit, but the insurance may not be enough to cover the total amount of fund held in said account. A sense of national unity and identity was forged as a result of victory in the First Barbary War and the Second Barbary War. Because this is not a contingent offering, and the Company plans to hold its first closing approximately three weeks after the qualification of the Offering, the likelihood of no closing occurring is very slim. This field is for validation purposes and should be left unchanged. Competition may increase further as a result of advances in the commercial applicability of technologies and greater availability of capital for investment in these industries. This Preliminary Offering Circular shall only be qualified upon order of the Commission, unless a subsequent amendment is filed indicating the intention to become qualified by operation of the terms of Regulation A. So if youre looking for a tasty investment, this could be the one for you.Of course, as with any investment, there are no guarantees. The following summary is qualified in its entirety by the more detailed information appearing elsewhere in this Offering Circular and/or incorporated by reference in this Offering Circular. He has a keen finger on the pulse of the craft beer industry nationwide. The offering circular is available to download here for you to read and review before you invest. As of December 31, 2020, the Company had fixed assets of $3,584. Plan will cause dilution to all Shareholders. Investments in Armed Forces Brewing Company begin at $200, at $10 a share and come in different tiers with their own perks. The Company Has Made Assumptions In Its Projections and In Forward-Looking Statements That May Not Be Accurate. An increase in number of shares outstanding could also result from a share offering (such as an initial public offering, an equity crowdfunding round, a venture capital round, or an angel investment), employees or others exercising stock options, vesting of stock options or by conversion of certain instruments such as convertible bonds, other classes of stock or warrants into stock or other equity. Although the Company believes that our tax estimates will be reasonable: (i) there is no assurance that the final determination of tax audits or tax disputes will not be different from what is reflected in our income tax provisions, expense amounts for non-income based taxes and accruals and (ii) any material differences could have an adverse effect on our financial position and results of operations in the period or periods for which determination is made. Growing up in a military family inNebraskaandNorth Carolina, Beal always felt a sense of gratitude to the men and women who served at home and abroad. $0. Securities to be issued pursuant to this Offering will be Shares of Class C Common Stock. If The Maximum Offering Is Not Raised, It May Increase The Amount Of Long-Term Debt Or The Amount Of Additional Equity It Needs To Raise. This button displays the currently selected search type. Foam & Folly Brewing 330 S. 2nd Street and Moon Mountain Rock Shop 338 S. 2nd Street . If such a finding were made, the Company may lose its ability to rely upon exemptions under Regulation A, and, depending on the circumstances, may be required to register the Offering of the Companys Shares with the SEC and under applicable state securities laws or to conduct a rescission offer with respect to the securities sold in the Offering. In August 2018, amendments to existing accounting guidance were issued through Accounting Standards Update 2018-15 to clarify the accounting for implementation costs for cloud computing arrangements. When you invest, you receive real stock in our company one share of Class C Non-Voting Common Stock for every $10.00 you invest. Check out our State of the Company video to learn how were expanding distribution and working hard to get our American-made beers on store shelves across this great nation. Direct and indirect energy costs change unpredictably. Kirin is Japan's second-largest beer label, just behind Asahi Group Holdings (OTC:ASBRF), and it's one of the largest consumer staples companies in the country. These potential increases in the number and availability of competing brands, the costs to compete, reductions in contract brewing capacity and decreases in distribution support and opportunities may have a material adverse effect on the Companys business and financial results, as well as your investment. Shares of stock or notes which the Company sells could be sold into any market that develops, which could adversely affect the market price. Jason is also instrumental in the development of Armed Forces Brewing Brewerys beer products and quality control. Actual results and the timing of events may differ materially from those contained in these forward-looking statements due to a number of factors, including those discussed in the section entitled Risk Factors and elsewhere in this Offering Circular. Armed Forces Brewing is distributed in Texas, Maryland, Virginia and Rhode Island and is about to expand to Florida and Alabama. Armed Forces Brewing Company also offers a variety of other beers, including an IPA, a stout, and a wheat beer. Mr. Almericos law firm, Kendall A. Almerico, P.A., is counsel named in this Offering Circular as having prepared this Offering Circular. The Company may find it necessary or advisable to reallocate portions of the net proceeds reserved for one category to another, or to add additional categories, and the Company will have broad discretion in doing so. If the Company fails to hold a closing prior to the termination date, investor subscriptions will be returned without interest or deduction. Amit is a co-founder of Armed Forces Brewing. The company is planning to go public, and there are several reasons why it could be a wise investment.For one, the company has a strong focus on quality. The risk of unauthorized circumvention of such security measures has been heightened by advances in computer capabilities and the increasing sophistication of hackers. In response to these issues, the Company may need to significantly increase its packaging capabilities and tank capacity and add personnel to address these challenges. Stock options or a significant equity ownership position in the Company may be utilized by the Company in the future to attract one or more new key senior executives or others to manage and facilitate the Companys growth. Charge to Retained Earnings for pre-inception costs was $42,675. Misconduct by employees could include intentional failures to comply with laws or regulations, provide accurate information to regulators, comply with applicable standards, report financial information or data accurately or disclose unauthorized activities to the Company. The Company is, in addition to the risks set out below, subject to all the same risks that all companies in its business, and all companies in the economy, are exposed to. If you are interested in investing in Armed Forces Brewing Company Inc., please submit the following form. The new standard for nonpublic entities will be effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years, and early application is permitted. Investments in Armed Forces Brewing Company begin at $200, at $10 a share and come in different tiers with their own perks. Investors will be notified by the Company via e-mail or another form of written communication when a closing occurs involving their subscription and will be notified that their Shares have been issued at that time. The Company is offering up to $7,500,000.00 of its Shares of Class C Common Stock to investors in this Offering. 21 See more Follow us on social media: Instagram: armedforcesbrewingcompany Twitter: @ArmedForcesBC Parler: @ArmedForcesBrewingCompany 78,244 people like this 80,203 people follow this $12.00. The total number of Shares of Class C Common Stock (750,000) in the chart assumes that the maximum number of Shares are sold in this Offering. At each closing, with respect to subscriptions accepted by the Company, funds held in the escrow account or holding account will be distributed to the Company, entitling the investor to receive the Shares when they are later issued as set out herein. If Sila is used, the Holding Account will be a linked bank account through Evolve Bank & Trust or another financial institution within the Sila Inc. payment infrastructure which is set up to hold funds paid by Investors into the Company's Offering pending the acceptance by the Company or the Broker-Dealer, and a closing of the Offering for which the funds were paid. Armed Forces Brewing will create jobs for veterans and their family members. Armed Forces Brewing - "Invest in my brewery 'cause I'm an operator and guns are cool" ownarmedforcesbrewingco. An investment in the Companys Shares is speculative and there is no assurance that investors will obtain any return on their investment. have a material adverse effect on its business. The Company is relying on this offering to fund its ongoing business. The Company may reallocate the estimated use of proceeds among the various categories or for other uses if management deems such a reallocation to be appropriate. Before joining Armed Forces Brewing, Bob was the brewmaster for DuClaw Brewing Company in Rosedale, Maryland from 2014-2017. Musk is the co-founder of the electric car company Tesla Motors, in addition to leading several other companies including SpaceX. The Company uses agricultural commodities in the manufacturing of its beer. Additionally, convertible notes may have a price cap on the conversion price, which effectively acts as a share price ceiling. If so, further dilution will occur, but these shares that may be converted are not reflected in the two tables and are not included in any dilution calculations in this Offering Circular. Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Offering Circular and has duly caused this offering statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Annapolis, State of Maryland on July 9, 2021. Reply . Certain states are considering or have passed laws and regulations that allow the sale and distribution of marijuana. Integral Transfer Agency USA Inc. will serve as transfer agent to maintain shareholder information. The company was founded in 2013 by two veterans of the United States Marine Corps, Adam Firestone and David Walker. The Company maintains the right to accept or reject subscriptions in whole or in part for any reason or for no reason. These privacy and data protection-related laws and regulations are evolving, with new or modified laws and regulations proposed and implemented frequently and existing laws and regulations subject to new or different interpretations. Perks will be fulfilled when this public stock offering has ended. Forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. CompensationStock Compensation (Topic718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements Share-Based Consideration Payable to a Customer, which simplifies and increases comparability of accounting for nonemployee share-based payments, specifically those made to customers ASU No. You can read a more detailed breakdown of the perks, here. If you purchase the Shares of Class C Common Stock offered, you will effectively have no voting rights and no control over management of the Company. Also, existing breweries are building more capacity, adding additional local tap rooms, expanding geographically and adding more SKUs and styles. The Companys payments are generally collected at a later date due to the nature of the royalty account arrangement with its third-party logistics provide, which may be collected at various times through the year. The Company is required to exercise reasonable care in conducting an inquiry to determine whether any such persons have been subject to such Disqualifying Events and is required to disclose any Disqualifying Events that occurred prior to September 23, 2013 to investors in the Company. Although the Company believes its forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect its actual operating and financial performance and cause its performance to differ materially from the performance anticipated in the forward-looking statements. Increasing the amount of debt will increase the Companys debt service obligations and make less cash available for distribution to the Companys Shareholders. The Company Faces Competition In The Company's Markets From Various Large And Small Companies, Some Of Which Have Greater Financial, Research And Development, Production And Other Resources Than Does The Company. Lack of additional funding could force the Company to curtail substantially the Companys growth plans. The amendments specify that existing guidance for capitalizing implementation costs incurred to develop or obtain internal-use software also applies to implementation costs incurred in a hosting arrangement that is a service contract. Chief Executive Officer (Principal Executive Officer) Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) and Director. The Tiananmen Square protests, known in Chinese as the June Fourth Incident [1] [2] ( Chinese: ; pinyin: lis shjin ), were student-led demonstrations held in Tiananmen Square, Beijing, during 1989. If the Companys securities ever publicly trade, they may be relegated to the OTC Pink Sheets. . The Client will pay a one-time consulting fee of $5,000.00 which will be due and payable immediately after FINRA issues a No Objection Letter. To manage growth effectively, the Company will need to: Establish definitive business strategies, goals and objectives; Maintain a system of management controls; and. 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. Either way, the holders of the convertible notes get more shares for their money than would new investors in that subsequent round. In addition to the veteran and spouse, two or more persons who intend to hold title may be placed on the mortgage with the veteran. There have been a number of ASUs to date, including those above, that amend the original text of ASC. The industry in which the Company participates is highly speculative and extremely risky. The Company discloses important factors that could cause its actual results to differ materially from its expectations under the caption Risk Factors below. The company is a product of the merger between U.S.. Chief Brewing Officer and Board of Directors Member. GOVERNMENT WARNS TECH COMPANIES TO KEEP YOUR AI CLAIMS IN CHECK, YouTubes new leader teases AI tools that can virtually swap creators outfits and locations, Snapchat is releasing its own AI chatbot powered by ChatGPT, What are the benefits of cloud storage with disadvantages Pro Tips. Factors or events that could cause the Companys actual operating and financial performance to differ may emerge from time to time, and it is not possible for the Company to predict all of them. Armed Forces Brewing Company is one such brewery. As of December 31, 2019, the Company had recorded a balance of deferred offering costs of $0. He has been involved in Maryland craft beer legislation and testified before the Maryland House Economic Matters Committee on several pieces of legislation affecting Marylands craft beer industry and deaf business owners. It is reasonably possible that changes in estimates will occur in the near term. 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. PREAMBLE | WE THE PEOPLE T-SHIRT. The average effective cash contribution for Shares acquired by investors in transactions during the past year prior to December 31, 2020 was $0 per Share, whereas the public contribution under this Offering will be $10.00 per Share. This would represent a significant increase from the 2,500 barrels they produced in 2017.The company has been profitable since 2015 and generated $1.5 million in revenue in 2017. As of December 31, 2019, the Company had fixed assets of $2,169. Brewery. Furthermore, while the Company will furnish to you information to enable you to file the federal, state and local income tax returns for which you may be liable, preparation and filing of such forms shall be your responsibility. An investment in the First Barbary War and the results of its operations Brewing, Bob was the brewmaster DuClaw. Future events and circumstances as of December 31, 2019, the Company 's Financial and. You are interested in investing in armed Forces Brewing will create jobs for veterans and their family members tap,. To leading several other companies including SpaceX service obligations and make less cash available for to... Left unchanged grow its business merger between U.S.. Chief Brewing Officer and Principal Accounting Officer ) Chief Financial and! Text of ASC ; Folly Brewing 330 S. 2nd Street read a more detailed of... 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is armed forces brewing company, a good investment