To that end, the Company must be able to manage its development efforts effectively and hire, train and integrate additional management, administrative and sales and marketing personnel. A product thousands of years in the making, modern beer is now a basic staple of the global economy. The price per Share of Class C Common Stock in this Offering is $10.00 per Share. 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. The world's largest beer producer and owner of dozens of labels, including Budweiser. They have something for everyone, and their beers are always of the highest quality. 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. The economic interest in the Company of a subscriber to this offering may be less than the percentage of overall Shares of Class C Common Stock to total equity or ownership of the Company. Further, the importance of brand recognition will increase as competition in the market increases. However, the language of any such legends applicable to the Shares and as set out in this Offering Circular, will apply to each Share and shall govern the purchaser and holder of each such Share. The Shares are uncertificated and, as such, will not contain legends, as such would exist on a stock certificate. Our company and mission have been built by an experienced team that combines an award-winning brewmaster, successful veterans of the restaurant and hospitality industry, and military veterans including one of the most. 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. AN OFFERING STATEMENT PURSUANT TO REGULATION A RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. PLEASE REVIEW ALL RISK FACTORS ON PAGE 15 THROUGH PAGE 41 BEFORE MAKING AN INVESTMENT IN THIS COMPANY. 734 S. 7th St. Grand Junction, CO 81501 Phone: 970-242-5050 Email: webmaster . The use of Dwollas balance functionality is solely as a payment service that facilitates faster transfers in the event that the user decides to become an investor by purchasing securities. I mean, I wont be shelling out that much cash for a sticker and a few minor benefits, but Im sure someone might. Invest Now Company Name Armed Forces Brewing Co., Inc Max Offering The Shares may not be offered, sold, transferred, or delivered, directly or indirectly, to any person who (i) is named on the list of specially designated nationals or blocked persons maintained by the U.S. Office of Foreign Assets Control (OFAC) at www.ustreas.gov/offices/enforcement/ofac/sdn or as otherwise published from time to time, (ii) an agency of the government of a Sanctioned Country, (iii) an organization controlled by a Sanctioned Country, or (iv) is a person residing in a Sanctioned Country, to the extent subject to a sanctions program administered by OFAC. Changes in Tax, Environmental and Other Regulations, Government Shutdowns or Failure to Comply with Existing Licensing, Trade or Other Regulations Could Have a Material Adverse Effect on the Companys Financial Condition. Robert is employed by Robert J. ONeill, LLC based in Wilmington, Delaware and has been employed as such from 2013 to the present. Is It Time to Buy? Limitation of Liability and Indemnification of Officers and Directors. Bailey is a network systems engineer who works for theDepartment of Defense. A Review of Special Hops IPA by Armed Forces Brewing. Some of the commodities used by the Company are key ingredients in its beer and may not be easily substituted. The price at which the Shares are being offered has been arbitrarily determined by the Company. 2022 has been a huge year for Armed Forces Brewing Coand we want you to join us as we roll into 2023. Gary Bonadonna Jr. has been brewing up unionization efforts in western New York coffee houses since baristas at a local franchise asked his Workers United Rochester Regional Joint Board for help. Owner of brands such as Coors, Miller, Blue Moon, and dozens of other beers. The Company would also likely have to pay fines, penalties and/or other assessments imposed as a result of any data security breach. 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. In the ordinary course of our business, there are many transactions and calculations where the ultimate tax determination is uncertain. Based upon Dalmore's anticipated limited role in this Offering, it has not and will not conduct extensive due diligence of this Regulation A offering and no investor should rely on Dalmore's involvement in this offering as any basis for a belief that it has done extensive due diligence. As of December 31, 2019, the Company had fixed assets of $2,169. Get the latest in military news, entertainment and gear in your inbox daily. The Company has already incurred debt and will likely incur additional debt (including secured debt) in the future and in the continuing operations of its business. Now, anyone can invest in companies at an early stage before the company is either acquired or holds an IPO, said Almerico. The Company expects to continue to incur significant advertising, marketing and promotional expenditures to enhance its brands. As of December 31, 2020, accumulated depreciation totaled $1,808. Investor suitability standards in certain states may be higher than those described in this Form 1-A and/or Offering Circular. The timing and amounts of such closings will be in the sole and absolute discretion of the Company, who will take into consideration as to when closings will take place such matters as the amount of funds raised in the Offering prior to each such proposed closing, the feedback received from market participants regarding their interest in participating in the Offering and the impact that a closing would have on the continuation of the Offering. Armed Forces Brewing Company appears to be a good investment at this time due to their strong financial position and potential for future growth. THE CONTENTS OF THIS OFFERING CIRCULAR ARE NOT TO BE CONSTRUED AS LEGAL OR TAX ADVICE. Management believes that after the coronavirus pandemic subsides, the demand for alcohol, restaurants and bars in the United States will grow, creating an opportunity for the Company. Armed Forces Brewings philosophy is to brew beer worthy of being a tribute to the great active military warriors of the United States, and those veterans who served our country in the past. The Company may not be able to accomplish these tasks, and its failure to accomplish any of them could prevent us from successfully growing the Company. share) and will, when exercised, provide Dalmore or their assigns with Shares of Class C Common Stock. America Deserves Great Beer. The Company currently has limited marketing organization its brands and the Company. This Preliminary Offering Circular is following the offering circular format described in Part II of Form 1-A. In spite of being squarely aimed at the military market, and being one of the many military-themed beers out there, Armed Forces Brewing prominently features Marines as the only pictured. The Company expects 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. These sales may also make it more difficult for us to sell equity or equity-related securities at a time and price that the Company deems reasonable or appropriate. So, is Armed Forces Brewing Company a good investment? In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management's judgment in their application. The Company was converted to a Delaware corporation after a Certificate of Conversion and a Certificate of Incorporation were filed with the state of Delaware on or about August 21, 2020. If unsuccessful in defending that litigation, the Company might be forced to pay damages and/or change the Company's business practices or pricing structure, any of which could have a material adverse effect on the Company's operating revenues and profitability. Changes In Laws Or Regulations Could Harm The Companys Performance. The image and reputation of the Company and its products may be impacted for various reasons including, but not limited to, lack of success, bad publicity and others. This Offering Circular will be furnished to prospective investors via download 24 hours per day, 7 days per week on the above-referenced websites. Armed Forces Brewing doesn't make any beer at all . Depreciation expenses totaled $723 for the year ended December 31, 2019. famous Navy Seals in the world. Although Dependent Upon Certain Key Personnel, The Company Does Not Have Any Key Man Life Insurance Policies On Any Such People At The Time Of This Offering. *** Restrictions apply. Except with respect to Mr. Almerico, no expert named in this Offering Circular as having prepared or certified any part of this Offering Circular or having given an opinion upon the validity of the securities being registered or upon other legal matters in connection with the Offering of the Shares of Class C Common Stock had, or is to receive, in connection with the offering, a substantial interest, directly or indirectly, in the Company. Workers at Remedy House Coffee in New York City just announced intentions to join. For more information on Armed Forces Brewing Company, visit www.OwnArmedForcesBrewingCo.com and follow the brand on Facebook, Twitter or Instagram. Beer is a top beverage for consumers all over the world and generates ample profits for the major producers and their shareholders. The Company is a Delaware corporation for the general purpose of transacting any or all lawful business for which a corporation may be formed in the State of Delaware. However, they have established themselves as a quality brewery with a loyal following among beer drinkers in San Diego. Generally, no sale may be made to anyone in our offering if the aggregate purchase price you pay is more than 10% of the greater of your annual income or net worth. 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.. Except as stated above, subscribers have no right to a return of their funds unless no closing has. Each investor should consult their tax professional prior to investing. Armed Forces Brewing Company is located in Poway, California, a suburb of San Diego. Proceeds from the stock offering will be used to acquire a brewing facility to maximize production so the company can reach as many Americans as possible. The Shares of Class C Common Stock Offered Herein Do Not Have Voting Rights. When you invest in Armed Forces Brewing Co. for as little as $200, you join an elite team alongside famed Navy SEAL Team 6 Operator Robert J. ONeill and other Special Forces Operators as an owner of our Military tribute brewery, helping employ Veterans to make great American beer. The Company disclaims any obligation, and undertakes no obligation, to update or alter any forward-looking statement, whether as a result of new information, future events/developments or otherwise or to conform these statements to actual results. Because The Company Does Not Have An Audit Or Compensation Committee, Shareholders Will Have To Rely On Management To Perform These Functions. The minimum investment amount for a single investor is $200.00 for 20 Shares unless reduced on a case-by-case basis by the Company. In his current role at Batteries Plus, Detenber Derek Detenber Of Batteries . Therefore, the Company may not be able to protect the Company's proprietary rights against unauthorized third-party use. There may also be earnings dilution, with a reduction in the amount earned per Share, although this typically occurs only if the Company offers dividends, and most early-stage companies like the Company are unlikely to offer dividends, preferring to invest any earnings into the Company. Should such additional broker-dealers be engaged, an amendment or supplement to this Offering Circular will be filed disclosing the additional fees. Launched in 2019, Armed Forces Brewing Company was founded by patriotic experienced veterans of the food and beverage industry and Military Veterans and plans to employ Veterans and Veteran. A Disruption In Brewing Activities Could Have A Material Adverse Effect. If Circle is used, the Holding Account will be a linked bank account through Silvergate Bank or another financial institution within the Circle Internet Financial Limited 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. If you pay for your subscription using a credit card, the payment will be processed by Circle, Dwolla or Sila or another entity affiliated or not affiliated with those companies. Any forward-looking statement made by the Company in this Offering Circular or any documents incorporated by reference herein speak only as of the date of this Offering Circular or any documents incorporated by reference herein. Percentage of beneficial ownership before the offering is based on 3,881,250 shares outstanding which includes 88,206 shares set aside for the Equity Incentive Plan that are not outstanding or have not been issued as of the date of this Offering Circular. | Any of such events or occurrences could have a material adverse effect on the Companys financial results and on your investment. 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 field is for validation purposes and should be left unchanged. Draft. Launched in 2019, Armed Forces Brewing Company was founded by experienced veterans of the food and beverage industry, U.S. Military Veterans including former SEAL Team 6 Operator Robert J. ONeill and an award-winning brewmaster, Bob Rupprecht. An unanticipated delay or unexpected costs in obtaining or renewing such licenses, or unanticipated hurdles which have to be overcome or expenses which have to be paid, could result in a material adverse effect on the Companys business plan and financial results and on your investment. Navykicked the crap out ofVirginia.. Shares of stock or notes which the Company sells could be sold into any market that develops, which could adversely affect the market price. 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. The valuation was arbitrarily determined by the Company, and not by an independent third party applying a specified valuation criteria. FEDERAL LAW AND STATE SECURITIES LAWS LIMIT THE RESALE OF SUCH SECURITIES AND IT IS THEREFORE URGED THAT EACH POTENTIAL INVESTOR SEEK COUNSEL CONCERNING SUCH LIMITATIONS. This could have a material adverse effect on the Companys financial results and on your investment. As stated in the Companys Bylaws, the holder or holders of at least a majority of the outstanding Class A Common Stock (the Drag-Along Seller) have the right to seek and approve a drag-along sale of the corporation. $0. In addition to the fees above, the Company shall grant to Dalmore (or their designees and assignees) cashless warrants equivalent to 3% of the number of shares of Class C common stock sold in the offering, at no cost ($0.00 per share). Armed Forces Brewing Company is dedicated to producing high-quality, handcrafted beers that honor the service and sacrifice of the men and women of the United States Armed Forces.The companys flagship beer is its West Coast IPA, which is a tribute to the Marines 3rd Battalion, 5th Marine Regiment, also known as The Darkhorse Battalion. The Darkhorse Battalion has a long history of distinguished service, dating back to World War II. Funds tendered by investors will be kept in an escrow account or holding account until the next closing after they are received by the bank. 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. Their goal is to become one of the largest craft breweries in California within the next five years.As the company continues to grow, they will likely face increased competition from other craft breweries in California. The risk of unauthorized circumvention of such security measures has been heightened by advances in computer capabilities and the increasing sophistication of hackers. All stock, options or vesting stock granted under this Equity Incentive. As an investor, we hope you understand that following these rules is very important to all of us at Armed Forces Brewing Company to make sure we can grow into the company we all want to be, with you along for the ride, and without any problems from governmental authorities. Armed Forces Brewing Company reserves the right to reject certain names and beer ingredients in their absolute discretion. About This Form 1-A and Offering Circular, In making an investment decision, you should rely only on the information contained in this Form 1-A and Offering Circular. $7,500,000.00 The Company will not accept investments greater than the Maximum Offering amount. The Company's business model is unproven and is likely to continue to evolve. I have a grandfather who served in World War II. To find a location where the beer can be purchased, go to. The company was founded in 2014 by two former Navy SEALs, Chrisf active military members, reservists, and veterans.The brewerys mission is to create world-class craft beer that celebrates the brave men and women of the United States Armed Forces.A portion of the proceeds from every sale goes towards supporting military charities. Our Employees, Executive Officers, Directors And Insider Shareholders Beneficially Own Or Control A Substantial Portion Of Our Outstanding Shares, Our employees, executive officers, directors and insider shareholders beneficially own or control a substantial portion of our outstanding stock, which may limit your ability and the ability of our other Shareholders, whether acting alone or together, to propose or direct the management or overall direction of our company. After retiring from the Army, George decided to pursue his passion for brewing and started Armed Forces Brewing Company.The company is based out of San Diego, California, and all of their beers are brewed in small batches using only the highest quality ingredients. Commodity markets are volatile and unexpected changes in commodity prices can reduce the Companys profit margin and make budgeting difficult. It is not currently contemplated that registration under the Securities Act or other securities laws will be affected. The text on this website is a summary but does not contain all of the terms of our securities offering. To help you understand these efforts, the Company wants to provide you with some information about money laundering and the Companys efforts to help implement the USA Patriot Act. For general information on investing, we encourage you to refer to www.investor.gov. Bob will manage Armed Forces Brewings production facility operations. 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is armed forces brewing company, a good investment