Investors name on the Companys wall of investors at the $10,000+ level plus special recognition at each Armed Forces Brewing Company location opened in the future. . the date of qualification by the Securities And Exchange Commission. The Companys independent auditors have raised doubts about the Companys ability to continue as a going concern. You will have a little ability to take part in the management of the Company as a minority Shareholder and will not be represented on any management board of the Company. The Company has not authorized anyone to provide you with information different from that contained in this Form 1-A and Offering Circular. Were releasing three more beers this year and have plans to add even more going forward, Beal said. Investors name on the Companys wall of investors at the $5,000+ level plus special recognition at each Armed Forces Brewing Company location opened in the future. 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. This offering statement has been signed by the following persons in the capacities and on the dates indicated. 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. Potato growers are beginning to prepare seed potatoes. 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. All Rights Reserved. The minimum subscription that will be accepted from an investor is Two Hundred Dollars ($200.00) (the "Minimum Subscription"), however, the Company reserves the right to accept a lower amount in the Companys absolute discretion. The Company intends to purchase or build one or more breweries, and to reduce reliance on contract brewing. Through good times and bad, the beer industry enjoys steady rates of consumer consumption and is one of the top beverages of choice around the world. Beneficial ownership and percentage ownership are determined in accordance with the rules of the Securities and Exchange Commission and include voting or investment power with respect to the shares. Dalmore will refund a portion of the $5,000.00 payment to the extent it is not used, incurred or provided to the Company. The companys beers are distributed throughout Southern California.Armed Forces Brewing Companys beers have been well-received by critics. Those two men wereGallaudet UniversitygraduatesJason BaileyandAmit Rupani. 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. He is an innovative force in the booming development of the Charlotte, NC restaurant and nightlife industry. If you are considering investing in this Offering by using a credit card, you are encouraged to read and review the investor alert at https://www.sec.gov/oiea/investor-alerts-and-bulletins/ia_riskycombination. These forward-looking statements include matters that are not historical facts. Such future fund raising will further dilute the percentage ownership of the Shares sold herein in the Company. The Company is relying on this offering to fund its ongoing business. Invite +1 to a Meet and Greet and dinner the evening before our annual shareholder event with members of our management and our advisory board. 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. Because the Shares being sold are not publicly or otherwise traded, the market for the securities offered is presently stabilized. 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. Necessity of Prospective Shareholders Obtaining Independent Professional Advice. If the total capital raised is $5,625,000: Increase in Net Tangible Book Value per Share Attributable to Shares Offered Hereby (based on 562,500 Shares). For the avoidance of doubt, the warrants will not be exercisable more than five years from the qualification date of this Offering pursuant to FINRA Rule 5110(f)(2)(G)(i). 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. A member of the Democratic Party, he previously served as a Georgia state senator from 1963 to 1967, and as the 76th governor of Georgia from 1971 to 1975.. Carter was born and raised in Plains, Georgia, graduated from the United States Naval . Armed Forces Brewing Company is a privately owned microbrewery that was founded in San Diego, California in 2014. The Company is entitled to rely upon the accuracy of your representations. 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. 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. The Company expects to continue to incur significant advertising, marketing and promotional expenditures to enhance its brands. Remember to stay diversified and focus on the long-term potential for these alcoholic beverage makers. Dalmore is not an underwriter and will not be paid underwriting fees but will be paid service fees. I mean, think about it. The Companys Chief Executive Officer is Alan Beal. 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. Invest better with The Motley Fool. Volatility profiles based on trailing-three-year calculations of the standard deviation of service investment returns. You should carefully consider the following risk factors in addition to any other risks associated with this investment. The Company believes that it has exercised reasonable care in conducting an inquiry into Disqualifying Events by the foregoing persons and is aware of the no such Disqualifying Events. There is no guarantee that it will ever realize any significant operating revenues or that its operations will ever be profitable. PROSPECTIVE INVESTORS ARE NOT TO CONSTRUE THE CONTENTS OF THIS OFFERING CIRCULAR, OR OF ANY PRIOR OR SUBSEQUENT COMMUNICATIONS FROM THE COMPANY OR ANY OF ITS EMPLOYEES, AGENTS OR AFFILIATES, AS INVESTMENT, LEGAL, FINANCIAL OR TAX ADVICE. For sales of securities through Dalmore Group, LLC: (1) The Company shall pay Dalmore Group, LLC (Dalmore) a cash success fee equivalent to 5% of the gross proceeds raised in the Offering. whether as a result of new information, future events or otherwise. 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. Although it's the fifth-largest beer maker in the world, Molson Coors' stock has substantially declined for years. The purchase of the Companys Shares involves substantial risks. 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. Because the Offering is a best efforts (but not a contingent) offering, the Company may close the Offering without sufficient funds for all the intended purposes set out below or even to cover the costs of the Offering. These growth and business strategies include but are not limited to enhancing the Companys operating infrastructure and otherwise responding to competitive pressures. Some of the advisors, consultants and others to whom the Companys ultimate success may be reliant upon have not signed contracts with the Company and may not ever do so. 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. BEFORE INVESTING IN THIS OFFERING, PLEASE REVIEW ALL DOCUMENTS CAREFULLY, ASK ANY QUESTIONS OF THE COMPANYS MANAGEMENT THAT YOU WOULD LIKE ANSWERED AND EACH PROSPECTIVE INVESTOR SHOULD CONSULT WITH HIS OR HER OWN PROFESSIONAL TAX, LEGAL AND INVESTMENT ADVISORS TO ASCERTAIN THE MERITS AND RISKS OF INVESTING IN THE SHARES DESCRIBED IN THIS OFFERING CIRCULAR PRIOR TO SUBSCRIBING TO SECURITIES OF THE COMPANY. Robert is Armed Forces Brewings Military Relations Director, a member of our Board of Directors and our National Brand Ambassador. When you apply to invest in the Company, the funds you tender will in some cases be kept in an escrow account with PrimeTrust, or a holding account set up through one of three payment processing alternatives (Circle, Dwolla or Sila) until the next closing after they are received in said account. Persons who desire information will be directed to either www. Save my name, email, and website in this browser for the next time I comment. Bob will manage Armed Forces Brewings production facility operations. (Exhibit 1A-2B). The Companys tax returns and positions (including positions regarding jurisdictional authority of foreign governments to impose tax) are subject to review and audit by federal, state, local and international taxing authorities. There is also the possibility that the exclusive forum provision may discourage shareholder lawsuits, or limit shareholders ability to bring a claim in a judicial forum that it finds favorable for disputes with the Company and its officers and directors. 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). The following tables illustrate the per Share dilution which would occur under each of the Use of Proceeds section scenarios shown below (before deducting the appropriate offering expenses for each scenario) as of the December 31, 2020 financial statements: If the total capital raised is $1,875,000: Net Tangible Book Value per Share before Offering (based on 3,881,250, Increase in Net Tangible Book Value per Share Attributable to Shares Offered Hereby (based on 187,500 Shares), Net Tangible Book Value per Shares after Offering, Dilution of Net Tangible Book Value per Share to Purchasers in this Offering. The Company believes that the funding to be obtained through this Offering will have a material impact on future operations. 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. By critics to rely upon the accuracy of your representations well-received by critics otherwise traded, market. 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