2023 Report Advancing Eco Agriculture (AEA)

Filed on April 30, 2024

Advancing Eco Agriculture (AEA) annual report

Dear investors,

Hi Friends,

Our first community raise through Wefunder has officially closed. Thanks to all of you, our wonderful regenerative community, we have raised a collective $2,568,121 from 600 individual investors.

Thank you.

Reflecting on the last year, this phase felt like a building period culminating in the opportunity to engage this community. To name a few of the things we accomplished, we:

- Opened our new manufacturing facility in Aurora, Colorado exponentially increasing our manufacturing capacity;

- Invested in leadership and personnel, including:
  > Chief Science Officer, Dr. Laura Kavanaugh;
  > Chief Finance Officer, Mike Gedeon;
  > Chief Sales & Marketing Officer, Lissy Matthews;
  > Sales Director, J Park Brannen;
  > And 21 additional personnel spanning across the company.

- Revolutionized the Research and Development (R&D) Department to support further progress of product development;

- Began scaling our solutions globally with several international opportunities in South America and Eastern Europe in alignment with our mission to impact Agriculture around the world;

- Investment in cutting-edge on-farm testing technology through Croptix;

- Produced an unprecedented amount of content for the top ranking Regenerative Agriculture Podcast;

- Established our Farm Services team, formalizing regions, and roles and responsibilities;

- Launched the Integrity Grown™ verification standard;

- Critically examined what was working and what was not working at a leadership level.

This last year has been foundational and the momentum we’ve created has carried us well into 2024. The energy and enthusiasm on all fronts of the organization are palpable with several new products launching in the next two weeks, the R&D team firing on all cylinders with the successful advent of our 2024 field trials, and our regional Farm Services teams once again able to be in the field partnering with growers and helping them to succeed.

We are grateful for each and every one of you that has joined our team through this community raise. We intend to stay in close contact with you all throughout the year with quarterly newsletter updates and unique communication around successes and opportunities we face in the coming year.

In the meantime, please feel free to reach out to [email protected] should you have questions or need assistance.

To a better world,

John Kempf

We need your help!

“We have lived our lives by the assumption that what was good for us would be good for the world. We have been wrong. We must change our lives so that it will be possible to live by the contrary assumption, that what is good for the world will be good for us. And that requires that we make the effort to know the world and learn what is good for it.” – Wendell Berry, The Long-Legged House

This community raise has always been first and foremost about regeneration. I believe that as a regenerative organization, we must do the work of regenerating relationships – along every stage of the supply chain from the grower to the end consumer. We must move past the temptation of extractive relationships and instead become synergistic, collaborative and symbiotic.

So what can you do for AEA? Please continue to grow, to learn, to lean into regeneration at every opportunity and in every relationship. Please continue to support organizations at every level of the supply chain supporting the work of regeneration and educating others on the importance of the choices we all make day-in and day-out in impacting the world we know is possible.

In addition, if you see an opportunity where you believe AEA can add value to growers and other participants in the food supply web, please reach out and introduce us. We can have greater reach and impact together.


Sincerely,

How did we do this year?

Report Card
A-

☺ The Good

  • Launched new state-of-the-art manufacturing facility in Aurora, Colorado, to enable future growth.
  • Expanded reach to new farms and geographies, building off +10,000 growers and 4 million acres touched globally.
  • Continued thought leadership in regen ag, reaching 3 million views across #1 podcast, webinars, and YouTube.

☹ The Bad

  • Challenging year financially for farmers resulted in flat product sales and reduced total revenue.
  • Tough macroeconomic environment created opportunity for implementation of Entrepreneurial Operating System (EOS).
  • Reduced credit availability from banks offset by renewed confidence and financial support from founding shareholders.

2023 At a Glance

January 1 to December 31

cash register full of money

$18,045,410 [3%]

Revenue

money on fire

-$1,143,679 [176%]

Net Loss

i owe you note

$4,199,510 +23X

Short Term Debt

whiteboard of nonsense

$1,876,775

Raised in 2023

money in wallet

$635,390

Cash on Hand
As of 03/31/24

  • Net Margin: -6%
  • Gross Margin: 50%
  • Return on Assets: -6%
  • Earnings per Share: -$5.37
  • Revenue per Employee: $257,792
  • Cash to Assets: 2%
  • Revenue to Receivables: 979
  • Debt Ratio: 29%

We Our 553 Investors

Thank You For Believing In Us

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Thank You!

From the Advancing Eco Agriculture (AEA) Team

John Kempf

John Kempf

Founder and Chief Vision Officer

John is a leading crop health consultant and designer of innovative soil and plant management systems. John is the founder of Advancing Eco Agriculture, and his mission is to provide support to the world’s farmers and our food supply.

Eric Girdler

Eric Girdler

Chief Executive Officer

Eric joined AEA in 2016 after 20 years of operations management and experience in supply chain management, problem solving and budgetary controls. He has a passion for empowering individuals and teams to develop transformational, sustainable change.

Paul Bergman

Paul Bergman

Executive Chairman

Paul leads business and organization development at AEA since 2018, with two decades in the ag/food space. Previously he was with Fertilaqua/ICL and Aqua Capital, founded China's first certified organic ice creamery/bakery, and began his career at Bunge.

Jason Hobson

Jason Hobson

President

Jason joined AEA in 2011 and brings strong data analysis, management, and farming expertise to the organization. He is a passionate agronomist, and a respected crop advisor, with 20 years in agriculture and a dairy farm in Indiana.

Mike Gedeon

Mike Gedeon

Chief Financial Officer

Mike has 25 years of experience leading finance teams in companies ranging from $20 million to $1 billion in annual revenue in the manufacturing, distribution, construction, and health care industries.

Elisabeth Matthews

Elisabeth Matthews

Chief Sales and Marketing Officer

Lissy is an experienced sales and marketing professional with a background in organic agriculture, specialty food and beverage, and international trade. Her role at AEA combines her skill set and dedication to human rights and regenerative agriculture.

Laura Kavanaugh

Laura Kavanaugh

Chief Science Officer

Laura is a Bioinformatics Software Engineer / Scientist with a diverse background. She's had success at organizations like Union Grove Farm, Syngenta Biotechnology, Genome Insights, United Space Alliance, and Duke University where she received her PhD.

Philippe Van Den Bossche

Philippe Van Den Bossche

Chairman of the Board

Philippe is Managing Partner of Zeno Capital Partners, CEO of Rein Morgen Holdings, Chairman of the Board of Advancing Eco Agriculture, and Founder of Crop Health Labs – all innovative social impact companies.

John Ela

John Ela

Communications Manager

Details

The Board of Directors

Director Occupation Joined
John Kempf Founder and Chief Vision Officer @ Advancing Eco Agriculture, Inc. 2011
Paul Bergman @ 2018
Philippe van den Bossche Chairman of the Board @ Zeno Capital Partners 2012

Officers

Officer Title Joined
Michael Gedeon Chief Financial Officer 2022
Jason Hobson President 2011
John Kempf Founder and Chief Vision Officer 2011
Elisabeth Matthews Chief Sales and Marketing Officer 2023
Paul Bergman Executive Chairman 2018
Eric Girdler Chief Executive Officer 2016
Voting Power
Holder Securities Held Voting Power
John Kempf 133,334 Common Stock 66.7%

Past Equity & Loan Fundraises

Date Amount Security Exemption
11/2019 $11,175 Other
03/2021 $36,562 Other
01/2022 $3,300,000 Common Stock Regulation D, Rule 506(b)
03/2022 $35,000 Other
10/2022 $2,000,000 Other
10/2022 $1,337,065 Other
10/2022 $2,000,000 Other
04/2023 $50,391 Other
04/2023 $47,742 Other
10/2023 $199,841 Preferred Stock Regulation D, Rule 506(c)
10/2023 $1,169,060 Preferred Stock Regulation D, Rule 506(c)
10/2023 $199,841 Preferred Stock Regulation D, Rule 506(c)
11/2023 $49,876 Preferred Stock Regulation D, Rule 506(c)
12/2023 $69,876 Preferred Stock Regulation D, Rule 506(c)
12/2023 $90,148 Preferred Stock Regulation D, Rule 506(c)
01/2024 $265,063 Regulation D, Rule 506(c)
01/2024 $10,000 Preferred Stock Regulation D, Rule 506(c)
01/2024 $250,062 Regulation D, Rule 506(c)
02/2024 $199,841 Preferred Stock Regulation D, Rule 506(c)
03/2024 $149,965 Regulation D, Rule 506(c)
03/2024 $45,495 Regulation D, Rule 506(c)
03/2024 $49,876 Preferred Stock Regulation D, Rule 506(c)
03/2024 $99,882 Regulation D, Rule 506(c)
04/2024 $1,373,485 4(a)(6)
The use of proceeds is to fund general operations.

Outstanding Debts

Lender Issued Amount Oustanding Interest Maturity Current?
HYG Financial
11/19/2019 $11,175 $7,957
5.5% 10/25/2024 Yes
Ally
03/06/2021 $36,562 $12,066
7.79% 03/05/2026 Yes
Hometown Bank
03/04/2022 $35,000 $12,082
3.5% 03/03/2025 Yes
Peoples Bank
10/20/2022 $2,000,000 $1,946,820
7.25% 11/01/2024 Yes
Peoples Bank
10/20/2022 $1,337,065 $1,236,782
9.75% 09/01/2034 Yes
Peoples Bank
10/20/2022 $2,000,000 $1,904,762
7.75% 11/01/2030 Yes
Ford Credit
04/13/2023 $50,391 $40,480
3.9% 04/12/2028 Yes
Ford Credit
04/13/2023 $47,742 $38,500
3.9% 04/12/2028 Yes
Rein Morgen Holdings, LLC
01/16/2024 $265,063 $265,063
10.0% 06/28/2024 Yes
Tree Trunk Light LLC
01/16/2024 $250,062 $250,063
10.0% 06/28/2024 Yes
Tree Trunk Light LLC
03/14/2024 $149,965 $149,965
10.0% 09/16/2024 Yes
Tree Trunk Light LLC
03/22/2024 $45,495 $45,495
10.0% 09/23/2024 Yes
Tree Trunk Light LLC
03/28/2024 $99,882 $99,882
10.0% 09/29/2024 Yes

Related Party Transactions

Company leases its Middlefield, Ohio facility for $5,320 per month from a real estate entity that has some shared ownership. AEA Enterprises, LLC is owned collectively by the majority AEA shareholder and one minority AEA shareholder.

Key Value

Capital Structure

Class of Security Securities
(or Amount)
Authorized
Securities
(or Amount)
Outstanding
Voting
Rights
Common Stock 200,000 200,000 Yes
Series A 1 Preferred Stock 60,000 12,947 No
Securities Reserved for
Issuance upon Exercise or Conversion
Warrants: 6,099
Options: 0

Form C Risks:

Our future success depends on the efforts of a small management team, our founder, officers and directors. The loss of services of our founder, officers, directors or other members of our management team may have an adverse effect on the company. There can be no assurance that we will be successful in attracting and retaining other personnel we require to successfully grow our business.

We need to ensure high quality products and services to our farmer customers as we grow, scaling the business, its operations and organization accordingly.

Weather can impact farmers in negative (and positive) ways. Weather that negatively impacts our farmer customers can negatively impact our business.

Macroeconomic conditions such as depressed prices for agriculture produce and commodities, higher interest rates and higher inflation can impact our farmer customers, which can negatively impact our business.

Competition exists to varying degrees from legacy agriculture input manufacturers and retailers, as well as new players that may enter the plant nutrition or regenerative agriculture services market over time.

The current farmer financing environment largely favors conventional farming practices, making it harder for farmers to obtain financing and crop insurance for employing regenerative agriculture practices, which can impact our ability to onboard and maintain farmer customers.

Future fundraising may affect the rights of investors.

In order to expand, the Company is likely to raise funds again in the future, either by offerings of securities or through borrowing from banks or other sources. The terms of future capital raising, such as loan agreements, may include covenants that give creditors greater rights over the financial resources of the Company. The terms of future offerings of securities may be more advantageous to new investors than to investors in this offering, diluting their interest in the Company.

We may conduct a concurrent offering on different terms and provide different information.

The Company may raise funds under a separate concurrent offering of securities. Investors in that offering may be provided with different or additional information which, if provided to investors in this offering, would cause them to make a different investment decision. The terms of any such offering may be more advantageous than the terms of this offering.

Not all investors have the same rights.

Pursuant to the subscription agreement between the Company and the SPV, Major Investors (investors investing at least $100,000) are granted rights that other investors do not have. These include the right to participate, on a pro rata basis, in new issuances of securities, and the right to be provided with financial information even when such information is not required to be filed with the SEC.

Our financial results may be cyclical.

Investors should be aware that the Company’s results in any period may not be comparable due to the fact that the Company disproportionately recognizes revenues in the North American Spring to Fall seasons.

Lower profitability in 2023 led to negative working capital at December 31, 2023 and non-compliance with the consolidated debt service covenant that supports its bank's revolving line of credit and equipment term loan. As a result, the Company was not able to draw financing on its $1,500,000 leasehold improvement demand line with the bank. This non-compliance gives the bank the option to demand payment on its outstanding debt and to no longer provide working capital for future operations. Furthermore, the Company is significantly reliant on a limited number of customers and vendors, and may also not be able to grow revenues greater than its increases in expenses. This scenario creates going concern risks for the Company.

Description of Securities for Prior Reg CF Raise

Additional issuances of securities. Following the Investor’s investment in the Company, the Company may sell interests to additional investors, which will dilute the percentage interest of the Investor in the Company. The Investor may have the opportunity to increase its investment in the Company in such a transaction, but such opportunity cannot be assured. The amount of additional financing needed by the Company, if any, will depend upon the maturity and objectives of the Company. The declining of an opportunity or the inability of the Investor to make a follow-on investment, or the lack of an opportunity to make such a follow-on investment, may result in substantial dilution of the Investor’s interest in the Company.

Issuer repurchases of securities. The Company may have authority to repurchase its securities from shareholders, which may serve to decrease any liquidity in the market for such securities, decrease the percentage interests held by other similarly situated investors to the Investor, and create pressure on the Investor to sell its securities to the Company concurrently.

A sale of the issuer or of assets of the issuer. As a minority owner of the Company, the Investor will have limited or no ability to influence a potential sale of the Company or a substantial portion of its assets. Thus, the Investor will rely upon the executive management of the Company and the Board of Directors of the Company to manage the Company so as to maximize value for shareholders. Accordingly, the success of the Investor’s investment in the Company will depend in large part upon the skill and expertise of the executive management of the Company and the Board of Directors of the Company. If the Board Of Directors of the Company authorizes a sale of all or a part of the Company, or a disposition of a substantial portion of the Company’s assets, there can be no guarantee that the value received by the Investor, together with the fair market estimate of the value remaining in the Company, will be equal to or exceed the value of the Investor’s initial investment in the Company.

Transactions with related parties. The Investor should be aware that there will be occasions when the Company may encounter potential conflicts of interest in its operations. On any issue involving conflicts of interest, the executive management and Board of Directors of the Company will be guided by their good faith judgement as to the Company’s best interests. The Company may engage in transactions with affiliates, subsidiaries or other related parties, which may be on terms which are not arm’s-length, but will be in all cases consistent with the duties of the management of the Company to its shareholders. By acquiring an interest in the Company, the Investor will be deemed to have acknowledged the existence of any such actual or potential conflicts of interest and to have waived any claim with respect to any liability arising from the existence of any such conflict of interest.

Minority Ownership

An Investor in the Company will likely hold a minority position in the Company, and thus be limited as to its ability to control or influence the governance and operations of the Company.

The marketability and value of the Investor’s interest in the Company will depend upon many factors outside the control of the Investor. The Company will be managed by its officers and be governed in accordance with the strategic direction and decision-making of its Board Of Directors, and the Investor will have no independent right to name or remove an officer or member of the Board Of Directors of the Company.

Following the Investor’s investment in the Company, the Company may sell interests to additional investors, which will dilute the percentage interest of the Investor in the Company. The Investor may have the opportunity to increase its investment in the Company in such a transaction, but such opportunity cannot be assured.

The amount of additional financing needed by the Company, if any, will depend upon the maturity and objectives of the Company. The declining of an opportunity or the inability of the Investor to make a follow-on investment, or the lack of an opportunity to make such a follow-on investment, may result in substantial dilution of the Investor’s interest in the Company.

Exercise of Rights Held by Principal Shareholders

As holders of a majority-in-interest of voting rights in the Company, the shareholders may make decisions with which the Investor disagrees, or that negatively affect the value of the Investor's securities in the Company, and the Investor will have no recourse to change these decisions. The Investor's interests may conflict with those of other investors, and there is no guarantee that the Company will develop in a way that is optimal for or advantageous to the Investor.

For example, the shareholders may change the terms of the Articles of Incorporation for the company, change the terms of securities issued by the Company, change the management of the Company, and even force out minority holders of securities. The shareholders may make changes that affect the tax treatment of the Company in ways that are unfavorable to you but favorable to them. They may also vote to engage in new offerings and/or to register certain of the Company's securities in a way that negatively affects the value of the securities the Investor owns. Other holders of securities of the Company may also have access to more information than the Investor, leaving the Investor at a disadvantage with respect to any decisions regarding the securities he or she owns. The shareholders have the right to redeem their securities at any time. Shareholders could decide to force the Company to redeem their securities at a time that is not favorable to the Investor and is damaging to the Company. Investors' exit may affect the value of the Company and/or its viability. In cases where the rights of holders of convertible debt, SAFES, or other outstanding options or warrants are exercised, or if new awards are granted under our equity compensation plans, an Investor's interests in the Company may be diluted. This means that the pro-rata portion of the Company represented by the Investor's securities will decrease, which could also diminish the Investor's voting and/or economic rights. In addition, as discussed above, if a majority-in-interest of holders of securities with voting rights cause the Company to issue additional stock, an Investor's interest will typically also be diluted.

Based on the risks described above, the Investor could lose all or part of his or her investment in the securities in this offering, and may never see positive returns.

Restrictions on Transfer

The securities offered via Regulation Crowdfunding may not be transferred by any purchaser of such securities during the one year period beginning when the securities were issued, unless such securities are transferred:

  • to the issuer;
  • to an accredited investor
    ;
  • as part of an offering registered with the U.S. Securities and Exchange Commission; or
  • to a member of the family of the purchaser or the equivalent, to a trust controlled by the purchaser, to a trust created for the benefit of a member of the family of the purchaser or the equivalent, or in connection with the death or divorce of the purchaser or other similar circumstance.

Valuation Methodology for Prior Reg CF Raise

The offering price for the securities offered pursuant to this Form C has been determined arbitrarily by the Company, and does not necessarily bear any relationship to the Company's book value, assets, earnings or other generally accepted valuation criteria. In determining the offering price, the Company did not employ investment banking firms or other outside organizations to make an independent appraisal or evaluation. Accordingly, the offering price should not be considered to be indicative of the actual value of the securities offered hereby.

In the future, we will perform valuations of our common stock that take into account factors such as the following:

  1. unrelated third party valuations of our common stock;
  2. the price at which we sell other securities, such as convertible debt or preferred Stock, in light of the rights, preferences and privileges of our those securities relative to those of our common stock;
  3. our results of operations, financial position and capital resources;
  4. current business conditions and projections;
  5. the lack of marketability of our common stock;
  6. the hiring of key personnel and the experience of our management;
  7. the introduction of new products;
  8. the risk inherent in the development and expansion of our products;
  9. our stage of development and material risks related to our business;
  10. the likelihood of achieving a liquidity event, such as an initial public offering or a sale of our company given the prevailing market conditions and the nature and history of our business;
  11. industry trends and competitive environment;
  12. trends in consumer spending, including consumer confidence;
  13. overall economic indicators, including gross domestic product, employment, inflation and interest rates; and
  14. the general economic outlook.

We will analyze factors such as those described above using a combination of financial and market-based methodologies to determine our business enterprise value. For example, we may use methodologies that assume that businesses operating in the same industry will share similar characteristics and that the Company's value will correlate to those characteristics, and/or methodologies that compare transactions in similar securities issued by us that were conducted in the market.

Company

Advancing Eco Agriculture, Inc.
  • Delaware Corporation
  • Organized October 2008
  • 70 employees

Middlefield OH https://www.advancingecoag.com/

Business Description

Refer to the Advancing Eco Agriculture (AEA) profile.

EDGAR Filing

The Securities and Exchange Commission hosts the official version of this annual report on their EDGAR web site. It looks like it was built in 1989.

Compliance with Prior Annual Reports

Advancing Eco Agriculture (AEA) is current with all reporting requirements under Rule 202 of Regulation Crowdfunding.

All prior investor updates

You can refer to the company's updates page to view all updates to date. Updates are for investors only and will require you to log in to the Wefunder account used to make the investment.