|1||Team has won Spirited Awards, received James Beard nominations, been on Anthony Bourdain, and more!|
|2||CEO prev. founded noteworthy bars (No Anchor, Navy Strength, Vinnie’s Wine Shop, NYC's Proletariat).|
|3||Stunning design by award-winning firm SHKS Architects in a beautiful new waterfront building.|
|4||Tourist district: 6.7M visitors to the Seattle waterfront in 2019. Expected to surpass 20M by 2024.|
|5||First mover advantage. $700M waterfront expansion project. Demand for fine beverages is unmet.|
|6||Beer distribution to influential bar & restaurant accounts, a community we've been in for 10+ years.|
Here Today is looking towards the future; the experiences customers will want in 2021, and the potential in this corner of Seattle’s waterfront. They have put together a fully formed, well-reasoned plan. The sky, water, brick and glass combine to make the venue a place to be present in the moment, enjoy a fresh beer and savor tasty bites. The location evokes nostalgia for local residents, and that nostalgia is enhanced by the proposed aesthetic.
The financial projections are achievable and conservative. The opening timeline seems to have ample cushion, and I appreciate that they have been realistic and not overpromised. Nothing is for certain in this time of pandemic, but I feel confident the team has the experience and track record to make it a success. This project has a solid concept in a quality location and is all equity funded. I look forward to a cool beer next summer at Here Today.
The Seattle waterfront is going through a $700MM update, and tourists and locals alike are looking for high-quality craft beer, cocktails, and food. Here Today is a 7-barrel brewpub opening right in the thick of it all operated by one of the most decorated teams in the Seattle bar world.
Despite being a mom & pop operation, our bar programs are nationally known, with a family that includes legendary Seattle classic cocktail bar Rob Roy, two-times James Beard-nominated beer bar & restaurant No Anchor, natural wine shop Vinnie’s, and Navy Strength, our tropical cocktail den which stunned the bar world in 2018 by beating some of the best in the industry in winning Best New American Cocktail bar at the Spirited Awards at Tales of the Cocktail.
We are signing and executing a 10-year lease with a 5-year option in the brand new 10 Clay Building across from the Sculpture Park. The developers are fans of our bars, have offered us a great deal of tenant improvement money, and are themselves personally investing in our brewery.
Mario Cortes has executed every role in the business at a high level, doing so in some of the top breweries in the game. From his early days at Harpoon, Karbach, and Oskar Blues, to head brewer at San Francisco’s Woods Beer & Wine, Mario has demonstrated a tempered hand, an understanding of the current cultural zeitgeist, and a focus on developing Standard Operating Procedures as a way to manage costs and risks in the brewhouse.
We are already leaders in not only the beer scene but the craft cocktail and natural wine scene as well in Seattle. At the end of the day, our goal is not just creating beer although that is our main product--we want everyone who walks in the door to feel like they are in on the joke, that this is their party too.
This is a brand new building and we are hitting right in stride with the work that the city is doing along the waterfront. The unsightly viaduct is down, the new piers and aquarium attractions are underway. The famed designers of New York City’s High Line park have been hired by the City of Seattle to design our waterfront park system, which will connect the gorgeous Sculpture Park with the Pioneer Square neighborhood, right in our front yard!
We have everything ready to rock as soon as we have raised our capital. Our blueprints are done, permitting is done, all we need is you. In five years, we hope to be a household name in the local and regional beer scene as a destination brewery experience. Our number one goal is for people to remember how good they felt when they visited us. Help us make this a reality!
Here Today has financial statements ending December 31 2019. Our cash in hand is $0, as of September 2020. Over the three months prior, revenues averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $0/month.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and the related notes and other financial information included elsewhere in this offering. Some of the information contained in this discussion and analysis, including information regarding the strategy and plans for our business, includes forward-looking statements that involve risks and uncertainties. You should review the "Risk Factors" section for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Here Today is first and foremost a brewery--making beer largely for onsite consumption and a limited amount of canned and bottled beer sold out the door as well as kegs sold to a curated list of influencer bar and restaurant accounts. Second, we are a bar and restaurant--serving lunch and dinner to locals and tourists alike.
In five years we want to be a landmark operation on the waterfront, expanding our brewing production significantly. We want to be a household name in the local and regional beer scene as a destination brewery experience. Our goal, however, is always gentle controlled growth. We want to grow in a way that enables us to stay true to our core values of great liquid and even better hospitality. Our number one goal is for people to remember how good they felt when they visited us!
Given the Company’s limited operating history, the Company cannot reliably estimate how much revenue it will receive in the future, if any.
Here Today Brewing, LLC was formed in the State of Washington in June 2019.
Since then, we have:
- Partnered with an experienced marketing and operations director and head brewer
- Secured a prime waterfront location with a 10-year lease that includes a 5-year option
- Designed a gorgeous interior with SHKS architects
Historical Results of Operations
Our company was organized in June 2019 and has limited operations upon which prospective investors may base an evaluation of its performance.
Related Party Transaction
Refer to Question 26 of this Form C for disclosure of all related party transactions.
Liquidity & Capital Resources
To-date, the company has been financed with $5,060 in debt.
After the conclusion of this Offering, should we hit our minimum funding target, our projected runway is 8 months before we need to raise further capital.
We plan to use the proceeds as set forth in this Form C under "Use of Funds". We don’t have any other sources of capital in the immediate future.
We will likely require additional financing in excess of the proceeds from the Offering in order to perform operations over the lifetime of the Company. We plan to raise capital in 6 months. Except as otherwise described in this Form C, we do not have additional sources of capital other than the proceeds from the offering. Because of the complexities and uncertainties in establishing a new business strategy, it is not possible to adequately project whether the proceeds of this offering will be sufficient to enable us to implement our strategy. This complexity and uncertainty will be increased if less than the maximum amount of securities offered in this offering is sold. The Company intends to raise additional capital in the future from investors. Although capital may be available for early-stage companies, there is no guarantee that the Company will receive any investments from investors.
Runway & Short/Mid Term Expenses
Here Today Brewing, LLC cash in hand is $0, as of September 2020. Over the last three months, revenues have averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $0/month, for an average burn rate of $0 per month. Our intent is to be profitable in 12 months.
We have had no changes in our revenues as we have not opened for business yet, but we have utilized legal and architectural services necessary to get us to this point which will be accounted for in 2020 filings.
We will not have any revenues until we begin doing business, which we want to happen in June 2021, assuming we can start building in January/February of 2021. Our expenses are all opening related and can be seen detailed in our business plan.
We expect to need a total of $1M to open doors and generate revenues by June 2021. If we do not raise that full amount, we will continue to raise from investors in our network. Six months after the raise, we hope to have generate $136,381 in revenue and incur $81,588 in expenses.
We do not have additional sources of capital to rely on outside of this offering. If we need to find additional capital contributions we would do an additional raise or potentially secure a loan for our equipment.
In addition to the risk that have been identified in Here Today Brewing, LLC’s Subscription Agreement and related company documents, the following risk factors exist:
Limited operating history.
Our operating history is limited and there can be no assurance that we will be able to undertake our business plan for the long term, or that we would become consistently profitable, or that the results so far of our bar group are indicative of the results that we may be able to achieve in the future with this brewery.
Small management team.
We were founded by Chris Elford, our CEO. Our success is heavily dependent upon the continued involvement of Chris Elford as well as our operations team of Mario Cortes, our head brewer, and Dave Riddile, head of operations and marketing. Loss of the services of either of these individuals, or any other key personnel, could have a material adverse effect upon our business, financial condition or results of operations. Additionally, our success depends on our ability to recruit, hire, train and retain other highly qualified technical and managerial personnel. Competition for qualified employees in our industry is intense, and the loss of any of such persons - or an inability to attract, retain, and motivate any additional highly skilled employees required for our activities - could have a materially adverse effect on the company.
Competition from other breweries.
According to the Brewers Association, a not-for-profit trade association dedicated to small and independent American brewers, between 2012 and 2017, the number of craft breweries in operation in the U.S. grew from 2,475 to 6,372. While we are content with brewing small batches with limited distributions, we still compete for market share. Should we be unable to set ourselves apart from this competition, our financial results may be negatively impacted.
Competition from a number of large and small companies, some of which have greater resources than we do.
In many cases, our competitors in the craft beer industry have longer operating histories, established ties to the market and consumers, greater brand awareness, and greater financial, technical and marketing resources. Our ability to compete depends, in part, upon a number of factors outside our control, including the ability of our competitors to develop alternatives that consumers prefer. If we fail to successfully compete in our markets, or if we incur significant expenses in order to compete, our financial results would be negatively impacted.
Ability to maintain and enhance our product image.
Due to the intense competition of our industry, it is critically important for us to maintain and enhance the image of our existing and new products. We want customers to come visit our locations because they associate us with good products, or pick our products out of a crowded store shelf because they know they will get a product they like. The image and reputation of our products may be impacted for various reasons including litigation, complaints from regulatory bodies or consumers resulting from quality failure, illness or other health concerns. Such concerns, even when unsubstantiated, could be harmful to our image and the reputation of our products.
We need to increase brand awareness.
If we fail to successfully promote our brand name or if we incur significant expenses promoting and maintaining our brand name, our financial results may be negatively impacted.
Any disruption in brewing activities could have a material adverse effect on our financial results.
A major disruption to our facilities could have a material adverse effect on our ability to supply our products to our restaurants and distributors. If such an event were to occur, we could experience a material adverse effect on our financial results.
We have preferred suppliers and any interruption in their operations could impact our operations.
We have relationships with suppliers for such things as beverage containers, malts, and hops—essential ingredients for making and distributing beer. While we would be able to find alternative suppliers if required, any disruption in the operations of our current suppliers could negatively impact our operations.
We could experience licensing, legal, or regulatory problems.
If we experience the loss of any licenses, or have the terms of our licenses changed by legislation, our financial results may be negatively impacted.
We are subject to federal regulation of our products.
In the U.S., there is an extensive body of law and regulation covering alcoholic beverages. Among other things, these regulations control the alcohol content of our beers and the labels we use on our packaging. Should we violate any of these provisions, we could incur fines or other penalties that would negatively impact our financial results. Additionally, in the event of government shutdowns, we may not receive timely approval for packaging labels, potentially delaying the release of new and seasonal products.
We could experience increased expenses without a corresponding increase in revenues.
As with many businesses, there are operational and financing expenses we encounter that are not tied to generating revenue. Factors which could increase those operating and financing 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. Should our expenses increase as a result of any of these factors, our financial results could be negatively impacted as we may not experience a corresponding increase in revenues.
Changes in employment laws or regulations could harm our performance.
Changes in federal or state laws impacting our relationships with our employees could adversely affect our operating results, including changes to minimum wage requirements, overtime pay, healthcare reform and the implementation of various federal and state healthcare laws, unemployment tax rates, workers' compensation rates, citizenship requirements, union membership, etc.
We, like any business, are exposed to the risk of employee fraud or other misconduct. Misconduct by employees could include intentional or negligent failures to comply with laws or regulations, provide accurate information to regulators, comply with applicable standards, report financial information or data accurately or disclose unauthorized activities to management.
Changes in the general economic climate could have a detrimental impact on discretionary consumer spending and on our revenue. If the economy experiences recessionary pressures, many consumers are likely to reduce spending on alcoholic beverages, especially craft beers which sell at a premium price. Such an occurrence could have a material adverse effect on our financial results.
You will not have any influence on the management of the company.
The day to day management, as well as big picture decisions, will be made exclusively by our executive officers and directors. You will have no right to vote on issues of company management and will not have the right or power to take part in the management of the company and will not be represented on the board of directors of the company. Accordingly, no person should purchase our units unless he or she is willing to entrust all aspects of management to our executive officers and directors.
An investment in our shares is speculative and there can be no assurance of any return on investment.
Investors will be subject to substantial risks involved in an investment in the company, including the risk of losing their entire investment. An investment in our units is speculative and may not result in a positive return. Investors should only invest an amount that they are willing to lose entirely.
Our management has broad discretion with regards to the use of proceeds in this offering.
Our management is entrusted to make decisions in the best interest of the company. That includes using their discretion when applying the proceeds of this offering to our operations. While we state what our intended uses might be, changed circumstances and the emergence of opportunities may result in uses of proceeds that differ from what is disclosed here.
There is no trading market for our units.At present, there is no active trading market for our units and we cannot assure that a trading market will ever develop.
We are not subject to Sarbanes-Oxley regulations and lack the financial controls and safeguards required of large public companies.
We do not have the internal infrastructure necessary, and are not required, to complete an attestation about our financial controls that would be required under Section 404 of the Sarbanes-Oxley Act of 2002. There can be no assurances that there are no significant deficiencies or material weaknesses in the quality of our financial controls. We expect that 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, we will incur additional expenses and diversion of management's time.
A shift in the U.S. and international political climate could make it more challenging to sell our products in various markets and/or obtain the materials needed to create our products.
A portion of our future success depends on tourism on the Seattle waterfront. Construction projects and other factors may reduce the level of tourism-based foot traffic and perhaps have an adverse effect on the company.
Our future success depends on the efforts of a small management team. The loss of services of the members of the 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.
An earthquake, flood, or other natural disaster could occur that would destroy our entire facility.
A pandemic could cause a shut down of businesses, causing an unavoidable loss of business.
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