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. The discussions and information in this Offering Circular may contain both historical and forward-looking statements which can be identified by the use of forward-looking terminology including the terms believes, anticipates, continues, expects, intends, may, will, would, should, or, in each case, their negative or other variations or comparable terminology. Enjoy responsibly. All inquiries regarding this Offering should be. Last year, Walmart committed to invest an additional $350 billion on products made, grown or assembled in theU.S.by 2031. *** Restrictions apply. He is an Armed Forces Brewing Company director instrumental in quality control. Trustees and other fiduciaries of qualified retirement plans or IRAs that are set up as part of a plan sponsored and maintained by an employer, as well as trustees and fiduciaries of Keogh Plans under which employees, in addition to self-employed individuals, are participants (together, ERISA Plans), are governed by the fiduciary responsibility provisions of Title 1 of the Employee Retirement Income Security Act of 1974 (ERISA). Upon acceptance by the Company of a subscription, a confirmation of such acceptance will be sent to the investor. Getting a good grip. The Companys Operating Results and Cash Flow May Be Adversely Affected by Unfavorable Economic, Financial and Societal Market Conditions. 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. Such problems, even when unsubstantiated, could be harmful to the Companys image and the reputation of the Company and its products. The Chinese military is a branch of the People's Republic of China Armed Forces and contains the land, naval, air, and strategic missile forces. As of December 31, 2020, the net tangible book value of the Company was $(1,660) since the Company had generated $12,843 in revenue but had cumulative expenses equal to $58,950 and $215,000 in paid-in-capital. But for those looking for stable growth over time from this large component of the consumer staples sector of the stock market, some beer stocks are worth considering. The company has won several awards for their beers, including a gold medal at the 2014 Great American Beer Festival for their American Pale Ale. Various federal and state laws, including labor laws, govern the Companys relationship with our employees and affect operating costs. If the Company is unable to defend the Company's trade secrets from others use, or if the Company's competitors develop equivalent knowledge, it could have a material adverse effect on the Company's business. He is also a global public speaker, social media influencer, and best-selling author of the book The Operator: Firing the Shots That Killed Osama bin Laden and My Years as a SEAL Team Warrior. Our Chief Executive Officer Alan Beal is a 35-year veteran of the food and beverage industry who has led, operated, and grown profitable multi-unit independent food and beverage groups in the Denver, Kansas City, and Charlotte markets. In order to achieve the Company's near and long-term goals, the Company may need to procure funds in addition to the amount raised in this offering. Furthermore, the effect of certain aspects of the Tax Act on state income tax frameworks is currently unclear, and potential changes to state income tax laws or their interpretation could further increase the Companys income tax expense. Pending each closing, payments for the Shares will be deposited in an escrow account or holding account to be held for the Company. I've already enlisted. The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on its financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. Now, anyone can invest in companies at an early stage before the company is either acquired or holds an IPO, said Almerico. The Company generates revenues by selling beer. Russian investment has been comparably lower and primarily related to military financing, although the oil company Rosneft has spent over $1 billion on oil-field development in Venezuela as well. The Companys Chief Executive Officer may be reached at 410-999-4117 or via e-mail to alan@armedforcesbrewingco.com. THE SHARES ARE OFFERED BY THE COMPANY SUBJECT TO THE COMPANYS RIGHT TO REJECT ANY TENDERED SUBSCRIPTION, IN WHOLE OR IN PART, IN ITS ABSOLUTE DISCRETION, AT ANY TIME PRIOR TO THE ISSUANCE OF THE SHARES. 30 posts. 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. The maximum gross proceeds from the sale of the Shares in this Offering are $7,500,000.00. There is no market for the Company's Class C Common Stock, and it is highly unlikely that any such market will develop subsequent to this offering unless the Company becomes successful and then only under certain circumstances. ARMED FORCES BREWING COMPANY @ArmedForcesBC We celebrate our country, military, and beer! In addition, the laws of some foreign countries do not protect the Company's proprietary rights to the same extent as do the laws of the United States. Dalmore may engage the services of additional FINRA member broker-dealers as part of a selling group, and those additional broker-dealers may be paid additional fees to those disclosed herein. The Company will provide the opportunity to ask questions of and receive answers from the Company's management concerning terms and conditions of the Offering, the Company or any other relevant matters and any additional reasonable information to any prospective investor prior to the consummation of the sale of the Shares. Due to restrictions caused by the COVID-19 global pandemic, the Company reserves the right to not hold such event at all, to hold such events in a virtual or online setting, or to hold such events in a manner otherwise modified as required by laws and restrictions imposed as a result of the pandemic. 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. In addition, there are no provisions attached to the Shares in the Offering that would permit you to require the Company to repurchase the Shares in the event of a takeover, recapitalization or similar transaction involving the Company. The Company intends to continue to develop the Company's business model as the Company's market continues to evolve. As is the case with any business, particularly one without a proven business model, it should be expected that certain expenses unforeseeable to management at this juncture will arise in the future. Beer is big business, but it's not a high-growth industry. THE INVESTMENT DESCRIBED IN THIS OFFERING CIRCULAR INVOLVES RISK AND IS OFFERED ONLY TO INDIVIDUALS WHO CAN AFFORD TO ASSUME SUCH RISKS FOR AN INDEFINITE PERIOD OF TIME AND WHO AGREE TO PURCHASE THE SECURITIES THAT ARE BEING OFFERED HEREUNDER ONLY FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TOWARDS A TRANSFER, RESALE, EXCHANGE, OR FURTHER DISTRIBUTION OF SUCH. You should consider carefully whether an investment in the Company is suitable in the light of your personal circumstances and the financial resources available to you. Right now, it contracts with a brewing company, which takes the recipes created by Rupprecht to a brewery inFloridato produce the beers. 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. $12,398. If you decide to add some beer stocks to your portfolio, bear in mind some of these stocks can exhibit volatile price action. This is an industry mostly devoid of small, fast-growing companies -- at least, publicly traded ones for the average investor. Should Passive Income Investors Buy This High-Yield Stock? Every investor must buy at . The Company may extend the Offering for an additional time period unless the Offering is completed or otherwise terminated by the Company. Shares have been rallying lately, but they remain 50% down from all-time highs last reached in 2016. 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. 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. It is anticipated that income and gain from an investment in the Shares will not be taxed as UBTI to tax exempt shareholders, because they are participating only as passive financing sources. Additional mergers and acquisitions in its industry may result in even more resources being concentrated in its competitors. Dalmore is not distributing any securities offering prospectuses in this Regulation A Offering or making any oral representations concerning the securities offering in this Regulation A Offering. Forward-looking statements contained in this Offering Circular, based on past trends or activities, should not be taken as a representation that such trends or activities will continue in the future. The Company believes that the funding to be obtained through this Offering will have a material impact on future operations. As of December 31, 2020 as the Company had no taxable income, the unrecognized tax benefits accrual was zero. The Company Is Not Subject To Sarbanes-Oxley Regulations And Lack The Financial Controls And Safeguards Required Of Public Companies. Founded in 1993 by brothers Tom and David Gardner, The Motley Fool helps millions of people attain financial freedom through our website, podcasts, books, newspaper column, radio show, and premium investing services. Existing patent, copyright, trademark and trade secret laws afford only limited protection. Theres Seawolf Brewing for the Navy, Coast Guard, and Marine Corps; Soldier Brewing for the Army, and Airmen Brewing for the Air Force and Space Force. As the Company has limited operational history, it is extremely difficult to make accurate predictions and forecasts on our finances. Changes in the general economic climate, both in the United States and internationally, could have a detrimental impact on consumer expenditure and therefore on the Companys revenue. Further, the importance of brand recognition will increase as competition in the market increases. Investors will be given an opportunity to review the current status of all material contracts and financials and ask appropriate questions of management prior to subscribing to this offering. Armed Forces Brewing Company is an early-stage company that plans to grow into the biggest and strongest company we can, to make your investment as valuable as possible. The offering circular is available to download here for you to read and review before you invest. While the Company will attempt to invest only in effective advertising, marketing and promotional activities, it is difficult to correlate such investments with sales results, and there is no guarantee that the Companys expenditures will be effective in building brand equity or growing short term or long-term sales. Additional Risks Related to The Companys Involvement In The Beer Industry, The Company Faces Substantial Competition. $12.00. Chief Brewing Officer and Board of Directors Member. Derek Detenber, Chief Marketing and Merchandising Officer at Batteries Plus is a franchise industry veteran with decades of consumer marketing experience at world-class brands such as Wendy's and Massage Envy. The Company anticipates competition among domestic craft brewers will remain strong, as many local craft brewers continue to experience growth. Drag-Along Sale means any transaction or series of related transactions pursuant to which an Independent Purchaser will acquire, whether by merger, liquidation, consolidation, reorganization, combination, recapitalization, or a sale, exchange, or other transfer, (A) all or substantially all of the assets of the Company determined on a consolidated basis, or (B) a majority of the Class A Common Stock (or any securities issued in respect of, or in exchange or substitution for, any of those shares in connection with any stock split, dividend, or combination, or any reclassification, recapitalization, merger, consolidation, exchange, or similar reorganization). The photographs, drawings and graphics on the website and in any marketing materials are for illustrative purposes only. The lists of the OFAC-prohibited countries, territories, individuals and entities can be found on the OFAC website at http://www.treas.gov/ofac. Armed Forces Brewing Company, owned by Military Veterans including former Navy SEAL Robert O'Neill who killed Osama Bin Laden, is known for outrageous videos for its public stock offering,. Shares outstanding after the Offering does not include a number of Shares equivalent to up to 3% of the number of shares of Class C common stock sold in the offering, which will be exercisable by the broker-dealers or their assigns via warrants in the future based on the terms of said warrants. The Company had $30,881 revenue from January 1, 2018 to December 31, 2019. The Equity Incentive Plan is attached as a Material Contract in Exhibit 1A-6 to this Offering Circular. The Market For Beer and Craft Beer Was Slowing Prior To The Pandemic. 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. As of February 27, 2023, snowpack in Colorado was 123 percent measured as percent . ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. Your name on our online wall of investors (and later in our physical locations) at the $5,000+ level plus special recognition at each Armed Forces Brewing Company location opened in the future. Furthermore, the issuance by us of any additional securities pursuant to any future fundraising activities undertaken by us would dilute the ownership of existing Shareholders and may reduce the price of the Shares. Brewery. The Company maintains the right to accept subscriptions below the minimum investment amount or minimum per share investment amount in its discretion. 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 the event that any of Companys banks should fail, the Company may not be able to recover all amounts deposited in these bank accounts. Armed Forces Brewing Company appears to be a good investment at this time due to their strong financial position and potential for future growth. Consequently, this is an uncommon growth stock in the alcohol investment world. Since then, what started asSeawolf Breweryhas morphed intoArmed Forces Brewing Company, so as not to overlook any branches of service. There are a few things to consider before investing in Armed Forces Brewing Company. The indemnification provisions of the Companys Bylaws contain additional rights and obligations related to this subject. Further, the Company will require substantial additional funds, even beyond those raised in this Offering, in order to fully implement its business plan and to seek to become profitable. 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. The Company's success is heavily dependent upon the continued active participation of the Company's current executive officers, as well as other key personnel and contractors. The purchase of the Companys Shares involves substantial risks. the updated standard will have on the financial statements and related disclosures. The Companys present business and planned business are speculative and subject to numerous risks and uncertainties. In the event of a dissolution, however, the Company might be required to liquidate all or a portion of its assets during a limited period of time. In many cases, the Companys competitors have longer operating histories, established ties to the market and consumers, greater brand awareness, and greater financial, technical and marketing resources. All funds received shall be held only in a non-interest-bearing escrow account or holding account. You should thoroughly read and understand the significance of these restrictions and seek the opinion of your investment advisors before purchasing the Shares being offered. A prolonged disruption to brewing activities (e.g., due to fire, industrial action, health concerns or any other cause) at the Companys brewing site or those of its contract brewers could have a material adverse effect on the Companys ability to brew its products. Securities to be issued pursuant to this Offering will be Shares of Class C Common Stock. The Shares of Class C Common Stock are an investment in equity. The Shares of Class C Common Stock being offered in this Offering Circular are subject to drag-along rights. $12.00. Should one or more of these risks or uncertainties materialize, or should any of these assumptions prove incorrect or change, the Company's actual operating and financial performance may vary in material respects from the performance projected in these forward-looking statements. These could result in unexpected costs to the Company and, in the case of a costly product recall, potentially serious damage to the Companys reputation for product quality, as well as product liability claims. 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. Thanks for reading skymagzines, Hey dear.. Membership in Companys tasting club where you have the opportunity taste every new beer before it goes to market**, You and our brewing team will develop a beer together and you will name it. Since leaving active duty, ONeill is also the founder of the Special Operators Transition Foundation, which provides individualized transition support for special operations heroes and their families. Further, even if these efforts are successful, they may not be cost-effective. 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. China's military assets are vast and include land-based attacks . Such funds will be deposited into the Escrow Account, bank account or holding account and released to the Company at each closing. Naval Academy, but we have no intention of being a local craft beer. Government-sponsored campaigns and campaigns by other third parties against excessive drinking, licensing reforms relating to the sale of alcoholic beverages and changes in drunk driving laws and other laws may reduce demand for the Companys products and any change in the brewing legislation and other legislation could have an impact upon present and future products which the Company may produce, which could have a material adverse effect on the Companys financial results and on your investment. If consumption of the Companys products in general were to come into disfavor among domestic drinkers, or if the domestic beer industry were subjected to significant additional societal pressure or governmental regulations, the Companys business could be materially adversely affected. That brings us to the present day. Although it isn't the small business it once was, Boston Beer still represents a sliver of North American beer consumption. Alan Beal is a 35-year veteran of the food & beverage industry and has a passion for craft beer and the military. Terms Of Subsequent Financing, If Any, May Adversely Impact Your Investment. Despite this, should the Company provide such indemnification, it could have a material adverse effect on the Company. You will be required to represent that you are purchasing the securities for your own account, for investment purposes and not with a view to resale or distribution thereof. A Review of Special Hops IPA by Armed Forces Brewing. The Shares are uncertificated and, as such, will not contain legends, as such would exist on a stock certificate. There is no minimum number of Shares of Class C Common Stock that need to be sold in order for funds to be released to the Company and for this Offering to close; therefore, there is no assurance the Company will receive funds sufficient to further its business. In addition, any delays in federal or state government required approvals caused by federal or state government shutdowns could prevent new brands or innovations from getting to market on time or at all. Factors which could increase operating and other expenses include, but are not limited to (1) increases in the rate of inflation, (2) increases in taxes and other statutory charges, (3) changes in laws, regulations or government policies which increase the costs of compliance with such laws, regulations or policies, (4) significant increases in insurance premiums, (5) increases in borrowing costs, and (5) unexpected increases in costs of supplies, goods, materials, construction, equipment or distribution. Any such sales would generate gains and losses as measured by the difference between the amount of sale proceeds and the adjusted basis of the assets sold. In summary, the Bylaws state that the Class C Common Stock Shares sold in this Offering are subject to a Right of First Refusal. The Shares are being offered and sold by Armed Forces Brewing Company, Inc., a Delaware Corporation (Armed Forces Brewing, we, our or the Company). Armed Forces Brewings unique corporate mission and marketing have already created national and global buzz and demand. 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. The West Coast IPA is brewed with Cascade, Chinook, and Simcoe hops, and has a 6.8% ABV.In addition to its West Coast IPA, Armed Forces Brewing Company also brews a rotating selection of seasonal and limited release beers. Profitability (as measured by free cash flow) is making a comeback in the wake of the pandemic and helps to support this top dividend-paying beer investment. If the Company engages one or more additional commissioned sales agents or underwriters, the Company will supplement this Form 1-A and Offering Circular to describe the arrangement. Armed Forces Brewing Co. - Bad Ass Beer Deserves Bad Ass Gear. For this reason, you should read this Offering Circular and all exhibits and referenced materials carefully and should consult with your own attorney and business advisor prior to making any investment decision. the merits and risks of investing in the Shares. It is impractical to comment on all aspects of federal, state and local, and foreign tax laws that may affect the tax consequences of participation in the Company. There is no pending litigation or proceeding involving any of the Companys directors or officers as to which indemnification is required or permitted, and the Company is not aware of any threatened litigation or proceeding that may result in a claim for indemnification. The Company had $12,843 in revenue from January 1, 2020 to December 31, 2020. But as the company grows, Beal said he is confident thanks to the team he has around him. The Company does not expect there to be any market makers to develop a trading market in the Shares. As the beer industry continues to consolidate and the Company grows, the capacity and willingness of breweries owned by others where the Company could brew, ferment or package some of its products, if necessary, may become a more significant concern and, thus, there is no guarantee that the Companys needs will be uniformly met. NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS CONCERNING THE COMPANY OTHER THAN THOSE CONTAINED IN THIS OFFERING CIRCULAR, AND IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON. 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 isa Network Systems Engineer and Team Leader for the U.S. Department of Defense in Ft. Meade Maryland and has been in that role since 2009. James Earl Carter Jr. (born October 1, 1924) is an American retired politician who served as the 39th president of the United States from 1977 to 1981. You will participate in a military-based planned activity with members of our management and advisors. The Shares of Class C Common Stock Offered Herein Do Not Have Voting Rights. 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. (Name, address, including zip code, and telephone number, including area code, of agent for service), (Primary Standard Industrial Classification Code Number). In February 2019, FASB issued ASU No. But there are some standouts in the space worth your attention, especially for investors seeking to generate some dividend income along the way. The tables do not reflect the anticipated dilution that will occur if the Company authorizes additional shares under the Companys Equity Incentive Plan. After the Offering Circular has been qualified by the Securities and Exchange Commission (the SEC), the Company will accept tenders of funds to purchase the Shares. The minimum investment is $200. FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS DOCUMENT. Things started out well for the mega-beer experiment, but rapid changes in consumer preferences and sluggish major beer label growth have hurt AB InBev shareholders in recent years. 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. Litigation may be necessary in the future to enforce the Company's intellectual property rights, to protect the Company's trade secrets or to determine the validity and scope of the proprietary rights of others. To this Offering will be Shares of Class C Common Stock is either acquired or holds an IPO, Almerico. 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