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. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT, AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. Robert is employed by Robert J. ONeill, LLC based in Wilmington, Delaware and has been employed as such from 2013 to the present. Because the Company has been in its start-up phase from January 1, 2018 through December 31, 2020, there has not been substantial revenues generated, and therefore the financial information reported below, and in the accompanying audited financial statements, are not necessarily indicative of future operating results or of future financial condition. The Shares, when issued, will be fully paid and non-assessable. Share only with people of legal drinking age. Property, Plant and Equipment (PP&E) $3,584. As the Company has limited operational history, it is extremely difficult to make accurate predictions and forecasts on our finances. The Company's Employees May Engage In Misconduct Or Improper Activities. Calculated by average return of all stock recommendations since inception of the Stock Advisor service in February of 2002. The company was founded in 2014 by brothers Jack and Joe Lewis, who are both Marine Corps veterans. The Company expenses advertising costs as they are incurred. You are advised that, by law, the Company may be obligated to freeze the account of any purchaser, either by prohibiting additional subscriptions from it, declining any redemption requests and/or segregating the assets in the account in compliance with governmental regulations, and that the Company may also be required to report such action and to disclose such purchasers identity to the OFAC. 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. Necessity of Prospective Shareholders Obtaining Independent Professional Advice. The Company anticipates raising additional funds through public or private financing, securities financing and/or strategic relationships or other arrangements in the near future to support its business operations; however, the Company may not have commitments from third parties for a sufficient amount of additional capital. 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 industries in which the Company participates are intensely competitive and subject to rapid and significant change. The Company does not believe that the cost of fulfilling the shareholder benefits/perks listed above will materially impact the Use of Proceeds from this Offering. If youre considering investing in the company, it seems like a good bet. The Company will undertake one or more closings on a rolling basis as funds are received from investors. Armed Forces Brewing Company is a small, veteran-owned brewery located in San Diego, California. Moreover, the Company's competitors may independently develop equivalent knowledge, methods and know-how. Total Assets: $34,876 . 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 of their beers are brewed in small batches, using only the finest ingredients. For a full description of the rights of the Shares, please see the section of this Offering Circular entitled Securities Being Offered below. The Company has, to date, struggled with product shortages. The Company competes with other beer and beverage companies not only for drinker acceptance and loyalty, but also for shelf, cold box and tap space in retail establishments and for marketing focus by the Companys distributors and their customers, all of which also distribute and sell other beers and alcoholic beverage products. The following table of beneficial ownership sets forth information regarding beneficial ownership of all classes of the Companys shares as of the date of this Offering Circular. Alternatively, if a court were to find this exclusive forum provision inapplicable to, or. He has been involved in contract brewing for several international customers as well as fledgling nano-breweries. In the future, Armed Forces Brewing Company plans to open taprooms and breweries across the country. In addition, such unrelated business taxable income may result in a tax preference, which may be subject to the alternative minimum tax. VIP Treatment and 4 invitations to Companys annual War Games event*, Invite +1 to a Meet and Greet and dinner the evening before the Companys annual War Games event with members of our management and our advisory board, Four Armed Forces Brewing Company beer glasses, Access for 3 to VIP tent/section at one event the Company sponsors, Membership in Companys tasting club where investor has the opportunity taste every new beer before it goes to market**. The consideration to be received by a shareholder who owns any Class C Common Stock shall be the same form and amount of consideration per share of Class C Common Stock to be received by the Drag-Along Seller for its Class A Common Stock (or, if the Drag-Along Seller is given an option as to the form and amount of consideration to be received, the same option shall be given) and the terms and conditions of the sale shall, except as otherwise provided in the immediately succeeding sentence, be the same as those upon which the Drag-Along Seller sells its Class C Common Stock. Armed Forces Brewing Company manufactures beers that tribute the service of our brave warriors in the US Military. Operating Expenses. The Shares of Class C Common Stock Offered Herein Do Not Have Voting Rights. 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. We are Veteran owned, Veteran operated, and we make great American beer for America's Military Heroes, First Responders, and Patriots. As of December 31, 2019, the net tangible book value of the Company was $(35,667) since the Company had generated $12,889 in revenue but had cumulative expenses equal to $27,361 and $115,000 in paid-in-capital. The Companys Insurance Strategy May Not Be Adequate To Protect Us From All Business Risks. When we start brewing beer in our own facilities, we have plans for tap rooms, stand-alone brewpubs and restaurants to support the brand and to drive additional revenues. The Company believes that maintaining and enhancing awareness of the Company's brand and its products is critical to achieving widespread acceptance and success of the Company's business. However, that doesnt mean it couldnt be a good investment for you.If youre looking to invest in a company that supports the armed forces, then this could be a good option for you. As of December 31, 2020, the Company had fixed assets of $3,584. . Depending on where you reside, we may not be able to ship beer to you. 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. The offering circular is available to download here for you to read and review before you invest. Investors should pay careful attention to the number of convertible notes that a company has issued and may issue in the future, and the terms of those notes. The Market For Beer and Craft Beer Was Slowing Prior To The Pandemic. 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 Company has engaged Dalmore Group, LLC (Dalmore), a broker-dealer registered with the SEC and members of the Financial Industry Regulatory Authority (FINRA), to perform the following functions in connection with this Offering, but not for underwriting or placement agent services: 1.Review investor information, including KYC (Know Your Customer) data, perform AML (Anti-Money Laundering) and other compliance background checks, and provide a recommendation to Company whether or not to accept investor as an investor of the Company; 2.Review each investors subscription agreement to confirm such investors participation in the offering, and provide a determination to Company whether or not to accept the use of the subscription agreement for the investors participation; 3. The Company Needs to Increase Brand Awareness, Due to a variety of factors, the Company's opportunity to achieve and maintain a significant market may be limited. 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. Each investor must represent in writing that he/she meets the applicable requirements set forth above and in the Subscription Agreement, including, among other things, that (i) he/she is purchasing the Shares for his/her own account and (ii) he/she has such knowledge and experience in financial and business matters that he/she is capable of evaluating without outside assistance the merits and risks of investing in the Shares, or he/she and his/her purchaser representative together have such knowledge and experience that they are capable of evaluating the merits and risks of investing in the Shares. It. He has corporate level multi-state, multi-unit experience in managing all F&B operations for. I highly recommend Benjah Raphael to you all, before meeting him I have been scammed many times but I never give up an I have gained back my money. 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. 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. However, upon closer review, I realize its spot on. 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. There is no minimum subscription amount required (other than a per investor minimum purchase) to distribute funds to the Company. (Exhibit 1A-2A). Deterioration in the brand equity (brand image, reputation and product quality) of the Company or its products may have a material adverse effect on its financial results as well as your investment. The Company had net cash of $18,962 on December 31, 2020. 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. Federal regulations and Executive Orders administered by the OFAC prohibit, among other things, the engagement in transactions with, and the provision of services to, certain foreign countries, territories, entities and individuals. The Company urges you to carefully consider these matters, and the risk factors described in this Offering Circular, prior to making an investment in its Shares. 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,. Launched in 2019, Armed Forces Brewing Company was founded by experienced veterans of the food and beverage industry, an award-winning brewmaster, and U.S. Military Veterans including famed SEAL. Specifically, this one. Classification of our assets of as plan assets could adversely affect both the plan fiduciary and management. There is not now, and likely will not be in the near future, a public market for the Shares. The Companys planned sources of revenue include: (1) wholesale beer sales, (2) retail beer sales, (3) food and beverage sales in taprooms and restaurants and (4) merchandise. The company donates a portion of its proceeds to organizations that support the military community, such as the Wounded Warrior Project and Operation Homefront. In February 2019, FASB issued ASU No. Funds tendered by investors will be kept in the escrow, holding or banking account until the next closing after they are received in the account. The extent to which the coronavirus impacts our business will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions to contain the coronavirus or treat its impact, among others. senior foreign political figure2, or any immediate family3 member or close associate4 of a senior foreign political figure, as such terms are defined in the footnotes below; and. None of the Shares being sold in this Offering are being sold by existing securities holders. Your date of birth and social security number or other national ID number. 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. Launched in 2019, Armed Forces Brewing Company was founded by experienced veterans of the food and beverage industry, an award-winning brewmaster, and U.S. Military Veterans including famed SEAL Team 6 Operator Robert J. ONeill. Armed Forces Brewing Company is owned by Military Veterans and is known for great tasting beers as well as its outrageous and patriotic videos for its public stock offering, which has. Our three brands Seawolf, Soldier and Airmen are already poised for distribution into Military Exchange stores across America and export overseas. Beal comes from a family with a history of extensive Military service. 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. This could have a material adverse effect on the Companys financial results and on your investment. But as the company grows, Beal said he is confident thanks to the team he has around him. Should a market develop, and the Companys Shareholders sell, substantial amounts of the Companys Shares in the public market, Shares sold may cause the price to decrease below the current value of the Shares. It is reasonably possible that changes in estimates will occur in the near term. 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