Three Floyds Brewery Business Plan
Three Floyds Brewery Business Plan
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Confidentiality Agreement
The undersigned reader acknowledges that the information provided by Three Floyds Brewing Co. in this business plan is confidential; therefore, reader agrees not to disclose any information without the exlicit written permission of Three Floyds Brewing Co. It is acknowledged by reader that information to be furnished in this business plan is in all respects confidential in nature, other than information which is in the public domain through other means, and that any disclosure or use of same by reader, may cause serious harm or damage to Three Floyds Brewing Co. & Three Floyds Brewpub. Upon request, this document is to be immediately returned to Nick Floyd. ___________________ Signature ___________________ Name (typed or printed) ___________________ Date
Table of Contents
1.0 Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1.1 Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 1.2 Mission . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Company Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.1 Company Ownership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.1.1 Investor Returns . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.1.2 Pub 3-D . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.2 Start-up Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 3 3 4 5
2.0
3.0
Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 3.1 Beer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 3.2 Cuisine . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 3.3 Floor Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Excellent Location . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.1 Dining in Northwest Indiana . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.2 Why "Not Normal" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.2.1 Pub 3-D . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 13 13 14
4.0
5.0
Marketing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 5.1 Marketing Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 5.2 Sales Strategy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 5.2.1 Projection-Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 5.2.2 Munster Demographics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Management Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 6.1 Personnel Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 Financial Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 7.1 Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 7.2 Fixed Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 7.3 Projected Profit and Loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 7.4 Projected Cash Flow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 7.5 Projected Balance Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 7.5.1 Plan of Distribution and Operating Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 7.5.1.1 Investor Questionnaire . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40
6.0
7.0
1.1 Overview
OVERVIEW Over the last 20 years, a proliferation of beer styles has entered the public domainbrewed principally by small microbreweries, brewpubs, and foreign breweries. Some of these styles like klsch, stout, barley wine and Belgian lambic were long established in the old world, while some newer styles, American Pale Ale and steam beer, for example, began life more recently on this side of the Atlantic. Increased travel between Europe and North America in recent decades has played no small part in this process. These trends in taste, added to the increasing availability of affordable equipment and ingredients, have stimulated interest in home brewing in general, and in small scale commercial brewing in particular. Such trends are evident in the rapid development of the microbrewing industry; the U.S. microbrewing industry has grown from approximately 40 fledgling companies in the early 1980s to over 1500 currently. The age-old pairings of food and drink, notable with wine in southern Europe, have counterparts in the Page 1
Highlights (Planned)
$1,200,000 $1,000,000 $800,000
Sales
$600,000 $400,000 $200,000 $0 2003 2004 2005 2006 2007
1.2 Mission
THREE FLOYDS BUSINESS NICHE Chicagoans have a distinctive attitude towards restaurant concepts. Often the beer and food served at "cookie cutter" single theme establishments and brewpubs evoke a been there done that response. The four existing brewpubs in the region have chosen concepts that evoke a certain "dj vu". Harrisons is a classic example of a suburban cookie cutter brewpub with beautiful "prairie style" motifs selling many macrobrewed products. Duneland, in contrast, is apparently a diner with a brewery addition. Aberdeen is a British style pub replete with brass rails and dark stained wood. Flossmoor Station, however, is quite uniquePage 2
THREE FLOYDS LIMITED LIABILITY COMPANY Based on financial projections, Three Floyds Brewpub will be a very profitable venture. Three Floyds Brewpub will have 2500 total ownership "shares or member units," Three Floyds Brewpub ownership shares will be split 60% by Three Floyds Brewing, LLC (1500 Shares) and 40% by the third party investors (1000 Shares). Three Floyds Brewpubs shares will be available to investors in two forms: Gold status and Silver status. Members will achieve Gold status if they purchase more than 10 shares. Gold status members will have first right to future stock offerings and brewpub expansions. Gold status members will see quick returns of $200(4%) in 2003, $760(15%) in 2004, $1200(24%) in 2005, $1600(32%) in 2006, $2200 (44%) in 2007, $2750 (55%) in 2008 with profit sharing continuing there after. Silver status members will be allowed to buy a share of the brewpub at the cost of $500 per share but not limited to one share, and see returns per shares of $20 in 2003, $76 (15%) in 2004, $120 (24%) in 2005, $160 (32%) in 2006, $220 (44%) in 2007 and $275 (55%) in 2008 with profit sharing continuing thereafter. Investors who purchase over $1000 worth of shares will be entitled to ONE FREE PINT OF BEER A DAY and will be issued a Pub Card, showing they are an accredited investor and entitled to one free pint a day. (Note that free pints do not accumulate) All members will be invited to all brewpub functions: parties, festivals and dinnersplus receive discounts on their own parties.
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Halloween Promotions Thanksgiving Promotions Holiday Parties Profit Sharing From 2003
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Start-up
$500,000 $450,000 $400,000 $350,000 $300,000 $250,000 $200,000 $150,000 $100,000 $50,000 $0 Expenses Assets Investment Loans
3.0 Products
THREE FLOYDS CUISINE, DESIGN AND DECOR Cuisine In the realm of food, multicultural menu choices, which fuse classic European, Asian, African and American flavors, are established in current dining fashions, following a trend that has lasted a decade or more. Though not necessarily "hot," combinations of unusual peppers and spices, among a range of ingredients, will be offered in dishes extending the gastronomic experience with ales and beers, subtle and yet sturdy enough to retain their distinctive taste when combined with the habenero pepper, cardamom and cumin. The term fusion may be pass to some jaded cosmopolitan palates, but recipes that successfully meld classic old world sauces, meats, and fishes with the herbs, ferments, and spices of the globe are enjoying sustained success in a growing number of superior, and not so superior, restaurants. Dishes emerging from this movement offer the brewer as many challenges and opportunities as the chef de cuisine. The brewers at Three Floyds are intrigued by the possibilities of a kitchen that will allow us to present a Saison with Thai spiced mussel soup with leeks and carrot spaghetti or a Marzen beer with roasted pork loin with almond pesto. We will also offer the more conventional staples of the western kitchen that have revered associations with distinct beer styles such as pale ale and steak, bock and veal sausage, porter and seafood/shellfish. All of our beers have the heft to match a range of thin crust pizzas which will be permanent menu fixtures.These pairings are only some of more traditional; Three Floyds extra pale ale obtained national recognition a year ago in combination with shrimp, surely a first for seafood and a English style session ale. Classics of comfort food at Three Floyds Brewpub will include chili, gumbo, roasted onion garlic soup, beer bratwurst on a soft pretzel bun and a fragrant basmati rice with shrimp or chicken. Indianas award winning micro cheeses will be featured as well perhaps inviting combination with our Behemoth Barley wine or Dark Lord Russian Stout.
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3.1 Beer
QUALITY AND UNCOMPROMISING BEERS Three Floyds already offers a diverse range of beers from Russian Imperial Stout, to a Belgian Saison. Once a brewpub has been established, a plethora of styles and brands will evolve. Three Floyds Brewpub will have 20 tap beers available at all times including: 5-6 taps of products offered all year long; 7-10 taps of rotated, seasonal and experimental beers; and, 4-5 taps featuring American and European guest beers. The guest beers will be gathered from the best American microbreweries. In addition, German and Belgian beers will be offered on tap, a first in Northwest Indiana. The reason Three Floyds will be able to host a dozen or more of its own brews is due to its current and projected output capacities. Currently, Three Floyds beer is brewed on a 20-barrel (40 kegs) JVNW brew house, which is an all-grain system that produces 620 gallons per brew. Three Floyds fermentation and secondary tank capacity is capable of 400 barrels (800 kegs) a month, which dwarfs most other brewpubs capacities. Product availability will never be threatened and cannot be hostage to a distant brewery. At present, Three Floyds Brewing, LLC can produce over 4000 barrels (8000 kegs) per annum. Once the brewpub is built, Three Floyds will add smaller fermenters and conditioning tanks to make specialty beers available only at the brewpub. All fermenters in the brew house are clad in high polished stainless steel, and will be visible to patrons through a glass wall at the rear of the restaurant. Customers will be encouraged to view our equipment---weekend brewery tours will continue to be available to patrons.
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3.2 Cuisine
NOT NORMAL MENU Three Floyds Brewpub kitchen consultant will be Simon Floyd. Simon has worked in two of Northwest Indianas finest restaurants, Caf Venezia and Venezia Bar and Grill.Simon started as an assistant chef in 1990 and worked his way to sous chef, line cook and then head chef in 1999. Caf Venezia is known for its fine authentic Italian cuisine. Simon was responsible for kitchen build out and design as well as the new menu and recipe formulations at Venezia Bar and Grill. At Three Floyds Brewpub, Simon plans to combine hearty American Bistro with Caribbean, Cajun, Indian, Californian, Mexican, and classic European-style foods in a truly great pub menu. These foods will feature fresh flavors of herbs, infused oils and enriched sauces. Many food items will be designed with Three Floyds world-renowned ales and lagers in mind, both as ingredients and to accompany meals. Our menu will be strategically tailored for metropolitan and regional market pricing which has concluded that patrons tend to have greater price sensitivity towards lunch items rather than dinner items. Three Floyds menu will be a moderate 20-30 item list at most. This smaller menu will allow Three Floyds chefs to concentrate on superior taste and consistency-the creation and sustained delivery of a limited number of flawless menu choices is in keeping with our core brewing concept. The following is just a sample menu of Three Floyds Brewpub menusome items will change depending on the season, but favorites will be kept year round. Quality wood burning oven pizza will be a focus of the Three Floyds Brewpub menu, since it has the lowest food cost and the best profit margin.
TEXAS CHILI -a hot steak, chipotle, cumin, barley wine and onion stew
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NOT NORMAL PRICES Fundamentally, Three Floyds believes prices should be competitive but not outrageous. The entre prices will range from $6-$12 for dinner, $4-$7 for lunch, with a target beer price of $2.50 for "beer of the week," $3 for high gravity pints, and experimental/guest beer prices ranging from $3.50 -$6. This range of food and beer pricing is extremely attractive taking into consideration the quality of the products.
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EXCELLENT LOCATION Three Floyds Brewpub is ideally situated just south of Interstate 80/94 and is only minutes from I-55, I-57, I65, I-90 and I-294, not to mention minutes from U.S. 30 and U.S. 41, nearly two thirds of the United States population is within a days drive. Three Floyds base of operations, the town of Munster, Indiana, is located in the northwest corner of the state, on the Illinois/Indiana state line. The town of Munster is about 15 miles south of Lake Michigan and 20 miles south east of Chicagos Loop, a mere 30 minute drive. This means Munster is centrally located to Three Floyds Brewpubs targeted brewpub market, from Orland to the west to Merrillville and Valparaiso in the east. Munster, Indiana and the six communities surrounding it are home to over 200,000 residents alone, with Munster residents having one of the higher disposable incomes per capita. Three Floyds location will also benefit from lower taxes than surrounding states, building costs are 22% lower than Chicago, electric and gas costs are 10%-15% lower than Commonwealth Edison in Chicago. Salaries in Indiana average over $5000 less than the rest of the Chicagoland area, which will allow the brewpub a fixed cost advantage. Three Floyds Brewpub is located right off Calumet Avenue, one of Northwest Indianas busiest thoroughfares. This street will soon be extended to U.S. 30 bringing tens of thousands past Three Floyds Brewpub daily!
DINING IN NORTHWEST INDIANA The Northwest Indiana region, unlike Chicago, lacks a variety of quality dining establishments. The Northwest Indiana region is top heavy with fast food, or dining chains such as Bennigans and Applebees. This leaves the region ripe for an independently owned brewpub, offering exciting, innovative pub cuisine. Three Floyds funky, "not normal" brewpub menu will appeal to urban sophisticates, as well as the suburban community. Three Floyds will provide an environment that is comfortable and enjoyable for all demographics. The menu will specifically complement the beer selectionbeer brands and styles will be paired with each dish in order to augment and focus flavor. Three Floyds motif will be substantially different from other chain restaurants. The comfort and "not normal" atmosphere will be unique in comparison to establishments that typify the region. However, the principal emphasis will remain on the beer. From its inception, Three Floyds Brewing Co. intends the brewpub to be a definitively superior venue where our beers, fresh and unbruised by distribution, could be enjoyed at their peak with pristine beer lines.
WHY "NOT NORMAL"? Nick, Simon, and Mike Floyd established Three Floyds in 1996. The facilities were located in a small, garage warehouse in Hammond, Indiana. "Not normal" became Three Floyds motto, by default. The location and other aspects of the business diverged from the "norm." The Brewing vessels were "not normal"four 10 barrel, open fermenters ("Hammond Squares" formerly Swiss cheese tanks and old Canfields cola tanks) were employed in conjunction with a 5 barrel Horeca brew house fired directly with wok burners. The beer, of course, was "not normal," due to its over-the-top hoppy West Coast style, as opposed to the blander, malty, Midwestern style traditions. Page 13
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THE MARKETING PLAN Printed, televised, and guerilla marketing will be an integral part of Three Floyds Brewpubs publicity. While construction is underway, events and beer fests will provide opportunities to promote the anticipated brewpub. Nearing construction completion, we will hold opening events to gain media attention. Additionally, a publicist will be placed on retainer in order to maximize media coverage. Three Floyds will purchase advertisements in several print-publications: the Chicago Tribune, the Chicago Sun-Times, the South Town, the Times, the Post-Tribune, the Reader, the Great Lakes Brewing News, and the Cream City Suds. Print advertisements will contain food specials, beer news, upcoming events, and directions to the establishment. Three Floyds will use cable access advertisements for the first time for brewpub promotion. Cable access advertisements are low in cost, and may expand the brewpubs customer base considerably without costand time-intensive marketing strategies. It is important to vary the time and channel the advertisements are shown in order as to maximize viewing by different groups of people. Marketing during this first year will be vastly important. In addition to advertisements, participation in beer festivals will aid publicity by expanding public awareness. These events, usually advertised independently, offer another route for marketing. Currently, Three Floyds participates in numerous beer festivals, including the Great Taste of the Midwest, the Real Ale Festival, the Chicago Brew Pub Shoot Out, the Lafayette Strong Ale Fest, the Great British Beer Fest, and the Great American Beer Festival. A comprehensive line of accessory products will be added to existing Three Floyds products, emphasizing the brewpub. Wearable products are the most popular items available at brewpubs. This fact in mind, we will be offering hats, t-shirts, long sleeve shirts, and sweatshirts, both hooded and regular, in various styles and sizes that depict beer, brewpub, company, or related graphics in all major sizes. The beneficial side effect will be the publicity gained from customers wearing the apparel, in other words, a "walking billboard" (free advertising). Glasses and mugs will be sold as well as other items such as tap handles, bar towels, and golf-relate merchandise are all being considered once the brewpub has established itself.
THE PROSPECTIVE CLIENTELE The microbrew customer averages 23 to 55 years of age, typically male. However, female interest in microbrewing is growing two-fold faster in comparison to the male. The microbrew purchaser has an average income of $48,000 (home brewers averaging $55,000). People averaging such earnings dine out approximately two to three times a week (excluding fast food purchases). In Chicago, 300,000-400,000 people dine out every day. Increasingly, the smaller, more intimate restaurant tends to be the preferred choice of contemporary consumers. Seating for a hundred or less affords a casual and comfortable atmosphere, along with offering a small but choice menu, the new restaurant/ bar is rapidly becoming alternative to home dining. These establishments can deliver a comparable sense of intimacy, and superior cuisine while sidestepping the hassle home dining often presents. Page 15
5.2.1 Projection-Revenues
PROJECTED REVENUES Two primary financial drivers for developing revenue projections for a brewpub operation are customer count and average check total per customer. Customer count is based on the number of seats/tables available and the rate of the turnover of these tables. Taking these projections into account, Three Floyds Brewpub will provide comfortable seating for 80 people - 50 in the dining area and 30 plus in the bar area. The bar area could, during peak hours, hold up to 50 people elbow to elbow, bumping up maximum capacity to one hundred-plus patrons. Based on conservative seating we have assumed weekly average customer counts and made annual projections for the last two fiscal quarters of 2003 through the year 2008. The second factor in developing projected revenues is the average food and drink check total by customer. We have assumed an average lunch check of $6, an average dinner check of $14, and $9 for an average bar check. The average price for a pint of beer will be $3 with national brewpub averages at one drink for lunch customers, two for dinner customers, and three for bar customers. Averaging all these factors gives us a mean count of $14 per person for food and drink. This means if 3825 people patronize Three Floyds Brewpub in October of 2003, the pub can expect to make $53550 gross revenue for that month alone. August 2003 is Three Floyds Brewpub target date for opening its doors. The revenue projections for August are very conservative in anticipation of R&D being performed by the kitchen (taste testing, refinement of recipes, and experimentation with preparation, presentation, and beer-food pairings). It would be ideal to have a "soft opening" of the brewpub in early August in order to get the kitchen and bar "dialed in" for the brisk business that is to follow in the months ahead. Projected Growth 2003-2008 2003: First year projections show a 5 month steadily increasing customer count averaging just under 550 a week. 2004: Three Floyds Brewpub First full year has projections seasonally increasing 25% over the previous year with a 34,139 customer count 2005 Projects further growth over 2004 at 28% growth with a 46778 customer count 2006 Projected growth continues as marketing, sponsorship of special events and advertising keep growth sustained with a 58006-customer count 2007 Shows continued steady growth as restaurant gets as much recognition as the beers with a 72119customer count 2008 Brewpub matures doing 3-4 turns a day and business is brisk with a 83231customer count Page 16
Table: Sales Forecast (Planned) Sales Forecast Sales Food & Beer Sales Other Total Sales Direct Cost of Sales Food & Beer Sales Other Subtotal Direct Cost of Sales
2006 2007 $812,012 $1,009,666 $0 $0 $812,012 $1,009,666 2006 $142,104 $0 $142,104 2007 $176,682 $0 $176,682
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$1,200,000 $1,000,000 $800,000 $600,000 $400,000 $200,000 $0 2003 2004 2005 2006 2007
NOTE: Data based on a sample except in P3, P4, H3, and H4. For information on confidentiality protection, sampling error, nonsampling error, and definitions see http://factfinder.census.gov/home/en/datanotes/expsf3.htm.
Subject Number Percent
SCHOOL ENROLLMENT Population 3 years and over enrolled in school Nursery school, preschool Kindergarten Elementary school (grades 1-8) High school (grades 9-12) College or graduate school EDUCATIONAL ATTAINMENT Population 25 years and over Less than 9th grade 9th to 12th grade, no diploma High school graduate (includes equivalency) Some college, no degree Associate degree Bachelor's degree Graduate or professional degree Percent high school graduate or higher Percent bachelor's degree or higher MARITAL STATUS Population 15 years and over
15,068 405 657 4,137 3,225 744 3,461 2,439 93.0 39.2
100.0 2.7 4.4 27.5 21.4 4.9 23.0 16.2 (X) (X)
17,382
100.0
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Never married Now married, except separated Separated Widowed Female Divorced Female GRANDPARENTS AS CAREGIVERS Grandparent living in household with one or more own grandchildren under 18 years Grandparent responsible for grandchildren VETERAN STATUS Civilian population 18 years and over Civilian veterans DISABILITY STATUS OF THE CIVILIAN NONINSTITUTIONALIZED POPULATION Population 5 to 20 years With a disability Population 21 to 64 years With a disability Percent employed No disability Percent employed Population 65 years and over With a disability RESIDENCE IN 1995 Population 5 years and over Same house in 1995 Different house in the U.S. in 1995 Same county Different county Same state Different state Elsewhere in 1995 NATIVITY AND PLACE OF BIRTH Total population Native Born in United States State of residence Different state Born outside United States Foreign born Entered 1990 to March 2000 Naturalized citizen Not a citizen REGION OF BIRTH OF FOREIGN BORN Total (excluding born at sea) Europe Asia Africa Oceania Latin America Northern America LANGUAGE SPOKEN AT HOME Population 5 years and over English only Language other than English Speak English less than "very well" Spanish Speak English less than "very well" Other Indo-European languages Speak English less than "very well" Asian and Pacific Island languages Speak English less than "very well" ANCESTRY (single or multiple) Total population Total ancestries reported Arab
309 103
100.0 33.3
16,317 2,165
100.0 13.3
21,511 19,811 19,697 11,421 8,276 114 1,700 505 1,028 672
100.0 92.1 91.6 53.1 38.5 0.5 7.9 2.3 4.8 3.1
20,501 17,579 2,922 908 613 180 1,793 490 440 194
100.0 85.7 14.3 4.4 3.0 0.9 8.7 2.4 2.1 0.9
21,511 25,825 14
100.0 120.1
(X) Not applicable. 1 The data represent a combination of two ancestries shown separately in Summary File 3. Czech includes Czechoslovakian. French includes Alsatian. French Canadian includes Acadian/Cajun. Irish includes Celtic. Ancestry Code List (PDF 35KB) Place of Birth Code List (PDF 74KB) Language Code List (PDF 17KB) Source: U.S. Census Bureau, Census 2000 Summary File 3, Matrices P18, P19, P21, P22, P24, P36, P37, P39, P42, PCT8, PCT16, PCT17, and PCT19 DP-1: Profile of General Demographic Characteristics: 2000 Data Set: Census 2000 Summary File 1 (SF 1) 100-Percent Data Geographic Area: Munster town, Indiana
NOTE: For information on confidentiality protection, nonsampling error, and definitions, see http://factfinder.census.gov/home/en/datanotes/expsf1u.htm.
Subject Number Percent
Total population SEX AND AGE Male Female Under 5 years 5 to 9 years 10 to 14 years 15 to 19 years 20 to 24 years 25 to 34 years 35 to 44 years 45 to 54 years 55 to 59 years
21,511
100.0
10,300 11,211 1,056 1,460 1,643 1,488 768 1,799 3,354 3,504 1,333
47.9 52.1 4.9 6.8 7.6 6.9 3.6 8.4 15.6 16.3 6.2
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21,292 19,851 222 13 965 487 121 146 25 113 8 65 4 2 0 0 2 237 219
99.0 92.3 1.0 0.1 4.5 2.3 0.6 0.7 0.1 0.5 0.0 0.3 0.0 0.0 0.0 0.0 0.0 1.1 1.0
21,511 21,176 8,091 5,303 6,716 4,991 697 194 369 168 335 311 24
100.0 98.4 37.6 24.7 31.2 23.2 3.2 0.9 1.7 0.8 1.6 1.4 0.1
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(X) Not applicable 1 Other Asian alone, or two or more Asian categories. 2 Other Pacific Islander alone, or two or more Native Hawaiian and Other Pacific Islander categories. 3 In combination with one or more other races listed. The six numbers may add to more than the total population and the six percentages may add to more than 100 percent because individuals may report more than one race. Source: U.S. Census Bureau, Census 2000 Summary File 1, Matrices P1, P3, P4, P8, P9, P12, P13, P,17, P18, P19, P20, P23, P27, P28, P33, PCT5, PCT8, PCT11, PCT15, H1, H3, H4, H5, H11, and H12. DP-3: Profile of Selected Economic Characteristics: 2000 Data Set: Census 2000 Summary File 3 (SF 3) - Sample Data Geographic Area: Munster town, Indiana
NOTE: Data based on a sample except in P3, P4, H3, and H4. For information on confidentiality protection, sampling error, nonsampling error, and definitions see http://factfinder.census.gov/home/en/datanotes/expsf3.htm.
Subject Number Percent
EMPLOYMENT STATUS Population 16 years and over In labor force Civilian labor force Employed Unemployed Percent of civilian labor force Armed Forces Not in labor force Females 16 years and over In labor force Civilian labor force Employed Own children under 6 years All parents in family in labor force
17,028 10,606 10,606 10,296 310 2.9 0 6,422 9,004 4,837 4,837 4,697 1,136 480
100.0 62.3 62.3 60.5 1.8 (X) 0.0 37.7 100.0 53.7 53.7 52.2 100.0 42.3
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COMMUTING TO WORK Workers 16 years and over Car, truck, or van -- drove alone Car, truck, or van -- carpooled Public transportation (including taxicab) Walked Other means Worked at home Mean travel time to work (minutes) Employed civilian population 16 years and over OCCUPATION Management, professional, and related occupations Service occupations Sales and office occupations Farming, fishing, and forestry occupations Construction, extraction, and maintenance occupations Production, transportation, and material moving occupations INDUSTRY Agriculture, forestry, fishing and hunting, and mining Construction Manufacturing Wholesale trade Retail trade Transportation and warehousing, and utilities Information Finance, insurance, real estate, and rental and leasing Professional, scientific, management, administrative, and waste management services Educational, health and social services Arts, entertainment, recreation, accommodation and food services Other services (except public administration) Public administration CLASS OF WORKER Private wage and salary workers Government workers Self-employed workers in own not incorporated business Unpaid family workers INCOME IN 1999 Households Less than $10,000 $10,000 to $14,999 $15,000 to $24,999 $25,000 to $34,999 $35,000 to $49,999 $50,000 to $74,999 $75,000 to $99,999 $100,000 to $149,999 $150,000 to $199,999 $200,000 or more Median household income (dollars) With earnings Mean earnings (dollars) With Social Security income Mean Social Security income (dollars) With Supplemental Security Income Mean Supplemental Security Income (dollars) With public assistance income Mean public assistance income (dollars) With retirement income Mean retirement income (dollars) Families Less than $10,000 $10,000 to $14,999 $15,000 to $24,999 $25,000 to $34,999 $35,000 to $49,999 $50,000 to $74,999
10,148 8,442 664 443 157 55 387 26.2 10,296 4,763 938 2,510 30 753 1,302
100.0 83.2 6.5 4.4 1.5 0.5 3.8 (X) 100.0 46.3 9.1 24.4 0.3 7.3 12.6
14 641 1,626 331 1,189 551 242 724 1,011 2,647 599 483 238
0.1 6.2 15.8 3.2 11.5 5.4 2.4 7.0 9.8 25.7 5.8 4.7 2.3
8,108 319 319 608 636 1,231 1,689 1,206 1,300 401 399 63,243 6,235 81,046 2,728 13,500 144 6,790 115 2,883 1,762 18,186 6,170 95 59 330 376 945 1,308
100.0 3.9 3.9 7.5 7.8 15.2 20.8 14.9 16.0 4.9 4.9 (X) 76.9 (X) 33.6 (X) 1.8 (X) 1.4 (X) 21.7 (X) 100.0 1.5 1.0 5.3 6.1 15.3
174 (X) 123 (X) 34 (X) 54 (X) 39 (X) 10 (X) 912 (X) 647 (X) 107 (X) 265 (X) 239 (X) 266 (X)
(X) 2.8 (X) 4.3 (X) 4.3 (X) 9.2 (X) 11.6 (X) 15.4 (X) 4.3 (X) 4.0 (X) 2.9 (X) 5.2 (X) 5.8 (X) 11.5
(X) Not applicable. Detailed Occupation Code List (PDF 42KB) Detailed Industry Code List (PDF 44KB) User note on employment status data
THREE FLOYDS MANAGEMENT PHILOSOPHY Three Floyds approach to management is designed to involve the employees in the success of the operation. With the knowledge that they can make a difference, employees will be encouraged to take charge of their positions and make decisions that benefit the customer, the company, and themselves. They can be shown that the right attitudes and actions can lead to the companys continued prosperity as well as their own. Brewpub employees will be treated with respect as individuals. It is clear that a respected employee will treat the customer with the same respect and promote the establishment in a positive, professional manner. Management will give them the credit due any intelligent person by listening and, if possible, acting on any reasonable suggestion or complaint. Brief meetings will be held before each shift to allow the kitchen staff, servers and bar staff to make suggestions to improve quality, enhance the customer experience, and make the operation run more smoothly. This will promote a creative atmosphere and reinforce the individuality of the employee. It is the plan of management to work for a cooperative and collegial atmosphere where good work is rewarded. Positive reinforcement promotes customer satisfaction, boosts check averages, and lower costs. This Page 24
GENERAL PARTNERS: MIKE FLOYD Chairman and Co-Founder of Three Floyds Brewing Company. 30 plus years, Medical profession, nephrologist founding partner -Nephrology Specialists, Munster IN University of Durham, England, UK Northwestern University Chicago, IL - Fellow and Faculty Consultant to the Philippine Kidney Foundation University of Texas at Houston-Faculty and Staff Physician Author of 40 Scientific publications
SIMON FLOYD-Kitchen Consultant and Co-Founder of Three Floyds Brewing Company 2 years, Venezia Bar&Grill Schererville, IN- Head chef experienced in: restaurant and bar management, restaurant build out, inventory, restaurant sanitation, restaurant inventory 11years, Caf Venezia Merrillville IN Chef School of the Art Institute of Chicago
NICK FLOYD-President, Head Brewer and Co-Founder of Three Floyds Brewing Company Graduate of Siebel Institute of Brewing technology in Brewing Science, Brewing Microbiology/Lab and Microbrewery Operations 1 Year, The Florida Brewery Auburndale FL- Brewer: brewed on a 300barrel brewhouse system making adjunct lager beer and malta brands brewed: Falstaff, ABC malt liquor, ABC light, Hatuey (Cuban), Americas Choice, Braun gold, Rock n Roll beer, Polar Malta, Hatuey Malta, Malta Goya 2 years Weinkeller Breweries Westmont, IL & Berwyn, IL- Head Brewer: ran 2 brewpubs simultaneously 10 barrel system and 15 barrel system experienced in: beer filtration, formulation, brewhouse operations, kegging, bottling, yeast handling-brands brewed: Aberdeen Amber, Berliner Wiesse, Bavarian Hefe-Wiesse, Dusseldorfer Dopplebock, Berwyn Pilsner, E.S.B. 2 years, Golden Prairie Brewing Co. Chicago, IL- Brewer brewed on a 3barrel and 15barrel system, distribution, kegging Brands brewed: Golden Prairie Ale, Nut Brown, Jolly Olde Ale, Maple Stout, Buck Wheat Ale 7 Years, Three Floyds Brewing Co. Hammond, IN and Munster, IN-Involved in all aspects of Three Floyds operations branding, marketing, production, formulation, brewery build outs
JOHN MISH-Vice President, Brewer Graduate Siebel Institute of Brewing Technology in Packaging and Brewing Science Indiana University Bloomington, IN Degree in Marketing 6 Years, Three Floyds Brewing Co. Hammond, IN and Munster, IN-Brewer: Experienced in all aspects of production including small batch production, kegging, open fermentation, cellarmanship, delivery, transportation, inventory, and public relations. Brands brewed: Drunk Monk, Rabbid Rabbit, Chubby Brown, Black Sun Stout, Robert the Bruce, AlphaKing, Pride&Joy 4 Years, EMT MortonGrove, IL-Water Treatment, sampling and evaluation, air testing, waste water Page 25
JAMES CIBAK-Brewmaster Graduate of Siebel Institute of Brewing Technology in Brewing Science, MicroBrewing Operations and Quality Control Loyola University Chicago, IL Degree in Business Administration 1 Year, Weinkeller Breweries Westmont, IL &Berwyn, IL-head brewer: ran 2 brewpubs simultaneously 10 barrel system and 15 barrel system experienced in: beer filtration, formulation, brewhouse operations, kegging, bottling, yeast handling-brands brewed: Aberdeen Amber, Berliner Wiesse, Bavarian Hefe-Wiesse, Dusseldorfer Dopplebock, Berwyn Pilsner, E.S.B. 6 Years, Goose Island Brewing Co. Chicago, IL-experienced in all aspects large scale microbrewery production: formulation, brewhouse calculations, cellaring, filtration, yeast propagation&handling, double brewing, quality control. Brands Brewed: Honkers Ale, Hex Nut Brown, Summertime, Baderbrau, I.P.A., Schwarzbier, oatmeal stout 2 years, Three Floyds Brewing Co. Munster, IN-Brewmaster
JOHN FREYER- Head of Sales & Marketing Founder of Freyer Marketing Chicago,IL 7 Years Three Floyds Brewing Co Munster, IN & Hammond, IN -Head of Sales &Marketing Beer Sales and Marketing for Louis Glunz Beer Chicago, IL Founder Joseph Geis Beer Co Chicago, IL Beer Sales and Distribution Union Liquors Chicago, IL General Manager Weinkeller Brewery Berwyn, IL Restaurant & Bar Management Fox's Pub Assistant General Manager Ruby Tuesday Assistant Manager (Catering ) Art Institute of Chicago
DICK VAN DYKE-Salesman & Marketing Formaly Trained Clinical Psychologist General Manager Public Landing Restaurant Lockport, IL Nationaly Ranked Beer Judge&Award Winning Homebrewer of over 60 awards Beer Sales and Distribution for Shagan Distributing Co Beer Sales and Distribution for Louis Glunz Beer Chicago, IL Beer Sales and Marketing for Three Floyds Brewing Co Munster, IN
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7.1 Expenses
EXPENSES Operating expenses can be broken down into three main groups: Food & Beer, Labor, and Fixed Overhead Food & Beer We have projected our food cost at 25%. This cost is in line with other brewpub competitors in the Chicago area. Brewpub food costs range from 12% pizza heavy menu up to 35% menu featuring steak and lobster. We have assumed an overall bar cost at 10% which is lower than most brewpubs and bars because our economies of scale are greater. Three Floyds Brewing Company buys malt in 1000-pound super sacks instead of individual 50-pound sacks, and to further reduce costs, a malt silo will be added. Three Floyds Brewpub will buy kegged beer from Three Floyds Brewing Company at various prices depending on the brand $20-$40. Labor Three Floyds Brewpub will use its brewers as bartenders and managers in the pub. Brewers will already be salaried by Three Floyds Brewing Co and have extensive knowledge of Three Floyds Beers, beer history and beer styles. Eventually a head chef or kitchen manager will be employed full time in 2004. The remaining labor cost include servers, bus help, line cooks, dishwashers and extra bartenders which will be hourly. Based on wages of a 40-hour workweek average we have the following monthly estimates. Bartender $1600 plus tips-Server $1440 plus tips-Bus Help $600-Line Cook $1950-Dish Washer $1400 Labor costs start outs around $6400 a month in the first few months of operation in the second half of 2003 and then slowly increase when gross revenue milestones are hit. High-end labor costs will near $13000 a month when the brewpub starts to get mature growth and large monthly customer counts.
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Fixed Costs Fixed costs include a number of overhead expense items that must be paid monthly. Fixed costs include lease payments, utilities, insurance, taxes, maintenance and marketing. Utilities are projected at $1200$1500 a month depending on the season. A monthly rent payment of $1500 will be due. Maintenance fees will run $550 a month. Advertising and marketing will be $2000 a month early on for the marketing blitz then scaled back to $500 once the brewpub is established. Three Floyds Brewpub has the benefit of sharing phone, office, accounting and insurance costs with Three Floyds Brewing Co.
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CASH FLOW Given the assumptions detailed above, Three Floyds Brewpub generates positive cash flow in its first month! $47,000 in the last few months of 2003, $186,000 in 2004, $290,000 in 2005, $400,000 in 2006, $550,000 in 2007, and $679,000 in year 2008.
Table: Cash Flow (Planned) Pro Forma Cash Flow Cash Received Cash from Operations: Cash Sales From Receivables Subtotal Cash from Operations Additional Cash Received Extraordinary Items Sales Tax, VAT, HST/GST Received New Current Borrowing New Other Liabilities (interest-free) New Long-term Liabilities Sales of other Short-term Assets Sales of Long-term Assets New Investment Received Subtotal Cash Received 2003 2004 2005 2006 2007
$151,712 $0 $151,712
$477,946 $0 $477,946
$654,612 $0 $654,612
$812,012 $0 $812,012
$0 $0 $0 $0 $0 $0 $0 $0 $151,712
$0 $0 $0 $0 $0 $0 $0 $0 $477,946
$0 $0 $0 $0 $0 $0 $0 $0 $654,612
$0 $0 $0 $0 $0 $0 $0 $0 $812,012
Expenditures Expenditures from Operations: Cash Spent on Costs and Expenses Wages, Salaries, Payroll Taxes, etc. Payment of Accounts Payable Subtotal Spent on Operations Additional Cash Spent Sales Tax, VAT, HST/GST Paid Out Principal Repayment of Current Borrowing Other Liabilities Principal Repayment Long-term Liabilities Principal Repayment Purchase Other Short-term Assets Purchase Long-term Assets Dividends Adjustment for Assets Purchased on Credit Subtotal Cash Spent Net Cash Flow Cash Balance
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Cash (Planned)
$120,000 $100,000 $80,000 $60,000 $40,000 $20,000 $0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
$500,000 $500,000 $500,000 ($222,117) $68,679 $470,455 $290,796 $401,777 $553,987 $568,679 $970,455 $1,524,442 $607,031 $1,015,450 $1,577,648 $568,679 $970,455 $1,524,442
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General The Company is hereby offering for sale to a limited number of investors in this Offering by subscription, and subject to acceptance or rejection in whole or in part by the Company, in its sole and absolute discretion, a minimum of One (1) Shares and a maximum of One Thousand (1000) Shares of its common stock at a cash purchase price of $500 per Share. In this Offering, the Minimum Investment is one (1) Shares or $500, and the Maximum Investment is 400 Shares or $200,000. The Minimum Investment and Maximum Investment limitations may be waived or modified by the Company in its sole and absolute discretion. The Company has not employed securities dealer or underwriter in connection with this Offering. No commissions or discounts have been or will be paid by the Company to anyone in connection with the Offering or sale of any of the Shares. Each person who agrees to purchase Shares in this Offering must execute a Subscription Agreement and an Operating Agreement. The Shares will be sold by the officer and director of the company who will be deemed to be brokers under the federal securities laws pursuant to the exemption provided by Section 40.3a4-1(a) of the rules and regulations of the SEC as promulgated under the Securities Exchange Act of 1934. The selling officer and director of the Company will not be compensated by the Company in any way for his assistance in the Offering except that, upon Closing, such selling officers and directors shall be entitled to reimbursement from the Company for expenses actually and reasonably incurred by them in connection with the sale of Shares in this Offering.
Operating Agreement The Shares will be subject to the terms of an Operating Agreement which shall not limit the transferability of the stock purchased pursuant to the terms set for the in the Offering. All investors will be required to execute an Operating Agreement. The Operating Agreement to be executed by subscribers is contained in the Subscription Materials. The Operating Agreement was prepared by counsel for the Company in the course of its representation of the Company. Subscribers are urged to retain independent counsel to protect their interests with respect to the Operating Agreement.
How To Subscribe If a qualified investor desires to subscribe for Shares, the investor should deliver the following to the Company:
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RISK FACTORS The purchase of shares offered within this document entails certain risks which members should consider before making a decision to invest in the company. There can be no assurance that any rate of return or other investment objectives will be realized or that there will be any return of capital. In addition to general investment risks and those factors set forth elsewhere in this document, a prospective purchaser of shares should consider the following factors. General Investment Risks THE COMPANY IS A NEWLY-FORMED ENTITIY. The Company is newly formed and, as a new entity, has no operating history. Changes to Company strategies and policies may be proposed by the Manager and will not require Advisory Board or Shareholder assent. As a newly-formed entity, the Company has not identified or made any investments. Members will not have the opportunity to evaluate the merits of any future investment made by the Company nor will they be entitled to participate in the day-to-day operation of the Company, or any decisions regarding investment strategy, new acquisition, or disposition of individual assets. No assurances can be given that the Company will be profitable or that any particular return will be achieved. THE COMPANY IS ADVISED BY AN EXTERNAL MANAGER. The Manager is also a newly-formed entity without an operating history. The Company will be heavily dependent on the abilities of the Manager, which will be empowered and act pursuant to a Management Agreement. As such, the Company initially will have no employees and is completely reliant on the Manager, which will have significant discretion in implementing the strategies set forth by the Company.
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TAX CONSIDERATIONS. An investment in the Company involves complex Federal, state and local income tax considerations which will differ for each Shareholder. Prospective Members that are tax-exempt entities should consult with their own advisors prior to any investment in the Company as to the potential unrelated business taxable income and other tax consequences that may apply to their particular situations. Both tax-exempt entities and other persons should consult with their own tax advisors regarding any other U.S. Federal, state and local tax effects of investing in the Company.
LIMITED TRACK RECORD OF THE MANAGER Although Three Floyds Brewing, LLC) has extensive experience in the operation of a brewery for the manufacture and distribution of craft beer on a wholesale basis, it has not operated a restaurant and brewpub in the course of its operations and cannot provide a historical resume of its experience in this specific field. For further information concerning the individual experience of each individual, please the attached management bios or resumes.
THE SERVING OF FOOD AND ALCOHOL The operations of the Company, including, but not limited to the serving of food and alcohol, will be subject to Federal and state laws, regulations and administrative rulings which among other things, establish standards for the operation of a bar and restaurant, and the penalties for violation of these laws and regulations. The operation of the Company is dependant upon maintaining, in good standing, the liquor license that grants the authority of the Company to serve alcohol on the premises. Therefore, the Companys ability to serve beer, wine and alcohol may be impacted by a change in the current laws and regulations that govern these activities or if a violation on any law or regulation is cited by any governing authorities. Additionally, inherent in the service of alcohol is the "Dram Shop" and other exposure created as a result of the operation of the business. As such, any such liability resulting from the Companys service of alcohol may impact the Members investment in the Company.
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Risks Related to Investment Terms LIMITATION OF RECOURSE AND IDEMNIFICATION OF THE MANAGER. The Management Agreement limits the circumstances under which the Manager or its affiliates will be held liable to the Company. As a result, Members may have a more limited right of action in certain cases than they would have in the absence of this provision. In addition, the Management Agreement provides that the Company will indemnify the Manager and its affiliates, partners and employees for certain claims, losses, damages, and expenses arising out of their activities on behalf of the Company. Such indemnification obligations could materially affect the returns to Members. THE COMPANY MAY BE ADVESELY AFFECTED BY LEGISLTIVE OR REGULATORY DEVELOPMENT All statements contained in this Memorandum concerning the Federal income tax consequences of an investment in the Company are based upon existing law and the interpretations thereof. The rules dealing with Federal income taxation are constantly under review by persons involved in the legislative process and by the Internal Revenue Service and the Treasury Department, resulting in revisions of resolutions and revised interpretations of established concepts as well as statutory changes. Therefore, no assurance can be given that the currently anticipated income tax treatment of an investment in Company will not be modified by legislative, judicial or administrative changes, possibly with retroactive effect, to the detriment of the Members.
THE POTENTIAL EXISTS FOR CONFLICTS OF INTEREST BETWEEN THE MANAGER AND THE COMPANY. The Company is subject to the potential for conflicts of interest involving the Manager as: 1) the Manager and its affiliates may advise other entities and devote time and energy to pursuits of those entities and such entities may have investment objectives and policies comparable to those of the Company and may be in competition with the Company; and, 2) certain officers and directors of the Company are expected to also be officers of the Manager. Affiliates of the Manager may be retained by the Company from time-to-time on a nonexclusive basis and on commercially competitive terms to provide various professional services in connection with the Companys business that would otherwise be performed by third parties. Conflicts of interest could arise in connection with the foregoing affiliate transactions, including in connection with the enforcement of any arrangements or agreements regarding any such services
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The primary purpose of this Confidential Investor Questionnaire is to assure Three Floyds Brewpub, LLC., an Indiana Limited Liability Company (the "Company"), that the prospective Investor in the Companys stock (the "Securities"), will be eligible to invest in the Securities. Please print or type your answers. If the answer to any question is "No" or "Not Applicable", please so state. Please provide information for all subscribers, using separate questionnaires if necessary. Please do not combine or consolidate financial information of co-subscribers, except that of your spouse. Except as set forth herein, your answers will at all times be kept strictly confidential. By signing this Confidential Investor Questionnaire, however, you understand and agree that (i) the Company is relying on the accuracy, truth and completeness of your representations and statements set forth in your response in this Confidential Investor Questionnaire, the Subscription Agreement and any other document delivered by you to the Company in determining whether the offer and sale of the Securities comply with applicable law including federal and state securities law, (ii) if your representations or responses are not accurate, truthful and complete, you or the Company, or both, may be found I violation of federal or state securities laws, and (iii) the Company may present this Confidential Investor Questionnaire, and other documents delivered by you to the Company, to the appropriate parties if the Company is called upon to establish the availability of exemptions from registration and other compliance with federal and state securities laws and for other appropriate purposes. The entire Confidential Investor Questionnaire must be completed by all investors. THREE FLOYDS BREWPUB, LLC. An Indiana Limited Liability Company
1. General Information Name of Investor:___________________________________________________ If ownership of the Securities will be held in the name of two or more individuals, complete the following information for each of the other co-owners: Name:________________________________________________________________________ Home Address:_________________________________________________________________ Mailing Address (Complete if different from home address above): ______________________________________________________________________________
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Relationship to subscriber: _____Spouse _____ Parent _____ Child Other Blood Relative _____ _____ Other (please specify) __________________________________________ Age: _________________________________________________________________________ Citizenship: ___________________________________________________________________ State in which Investor Votes: ____________________________________________________ State in which Investor holds a valid drivers license: __________________________________ 2. Employment and Business Information Occupation or Profession: __________________________________________________ Name of Current Employer: ________________________________________________ Business Address: ________________________________________________________ ________________________________________________________________________ Business Telephone: ______________________________________________________ Current Position or Title:___________________________________________________ Principal Responsibilities:__________________________________________________ _______________________________________________________________________ Period Employed by Current Employer:_______________________________________ 3. Financial Information Do you have adequate means of providing for your current needs and personal contingencies and no need for liquidity for this investment? Yes _____ No _____ 2. Are you able to bear the economic risk of an investment in the Company of the size contemplated, including a complete loss of your investment? 1.
Yes _____ No _____ 4. Educational Background COLLEGE OR UNIVERSITY MAJOR (Area of Study) DEGREE(S) __________ _______________ _________________ __________ __________ _______________ _________________ __________ __________ _______________ _________________ __________ Page 41
Please provide details of any professional licenses, registrations or other training or experience (including courses or seminars attended) in financial, business or tax matters: ________________________________________________________________________ ________________________________________________________________________ ________________________________________________________________________ 6. Ability to Make Investment Decisions Do you have such knowledge and experience in financial matters that you are capable of evaluating the merits and risks of your prospective investment in the Company? Yes _____ No _____ 2. If the answer to (a) is No, do you intend to use a purchaser representative together with whom you would be capable of evaluation the merits and risks of your prospective investment in the Company? 1.
Yes _____ No _____ If "Yes, please state the name of the purchaser representative: ________________________________________________________________________ 7. Accredited or Unaccredited Investor The undersigned is an "Accredited Investor" inasmuch as the undersigned is: _____ A director, executive officer or general partner of the Company; _____ A natural person whose individual net worth, or joint net worth with spouse, is currently over $1,000,000; _____ A natural person who had an individual income in excess of $200,000 in each of the tow most recent years or joint income with your spouse was in excess of $300,000 in each of those years and has a reasonable expectation of reaching the same income level in the current year; or _____ A broker or dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934; or _____ None of the above (i.e., an "Unaccredited Investor"). 8. Prior Investments Have you previously purchased securities in a private placement? Yes _____ No _____ Have you previously purchased securities in a private placement? Yes _____ No _____ 9. Agreements The undersigned hereby understands, represents, warrants and agrees to the following: 1. The information contained in this Confidential Investor Questionnaire is true complete and accurate and may be relied upon by the Company in determining the suitability as a purchaser of the Securities of the Company and establishing compliance with all applicable law including federal Page 42
(b) The undersigned understands that any information contained in this confidential Investor Questionnaire that is untrue, incomplete or inaccurate may result in the undersigned or the Company, or both, being in violation of applicable law including federal and state securities laws, and that by subscribing to purchase the Securities of the Company and executing this Confidential Investor Questionnaire and the Subscription Agreement to be delivered to the undersigned, the undersigned is agreeing to indemnify the Company and others from damages arising from those statements or from other matters; (c) The undersigned understands that a false statement or representation may constitute a violation of law, and that any person who suffers damage as a result of a false statement or representation, may have claims against the undersigned for damages; (d) The undersigned will notify the Company immediately of ay material change in any of such information occurring prior to the acceptance of the undersigneds subscription; (e) The undersigned understands that the Company may request further information in order to determine the suitability of the undersigneds subscription and in establishing compliance with federal and state securities laws. The undersigned shall furnish this additional information promptly if the undersigned desires to have the undersigneds subscription considered further; and (f) The undersigned knows of no pending or threatened litigation the outcome of which could adversely affect the answer to any questions hereunder. IN WITNESS WHEROF, the undersigned has completed the foregoing statements and executed this Confidential Investor Questionnaire this ________ of _________________, 2003.
_________________________ _________________________ Signature of co-owner (if interest Print name of co-owner (if interest to be purchased in joint name or to be purchased in joint name or as community property) as community property)
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Appendix
Appendix Table: Sales Forecast (Planned) Sales Forecast Sales Food & Beer Sales Other Total Sales Direct Cost of Sales Food & Beer Sales Other Subtotal Direct Cost of Sales
Jan $0 $0 $0 Jan $0 $0 $0
Feb $0 $0 $0 Feb $0 $0 $0
Mar $0 $0 $0 Mar $0 $0 $0
Apr $0 $0 $0 Apr $0 $0 $0
May $0 $0 $0 May $0 $0 $0
Jun $0 $0 $0 Jun $0 $0 $0
Jul $0 $0 $0 Jul $0 $0 $0
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Appendix
Appendix Table: Personnel (Planned) Personnel Plan Bartender/Manager Line Cooks servers Dishwasher bus Total Payroll Total People Payroll Burden Total Payroll Expenditures Jan $0 $0 $0 $0 $0 $0 0 $0 $0 Feb $0 $0 $0 $0 $0 $0 0 $0 $0 Mar $0 $0 $0 $0 $0 $0 0 $0 $0 Apr $0 $0 $0 $0 $0 $0 0 $0 $0 May $0 $0 $0 $0 $0 $0 0 $0 $0 Jun $0 $0 $0 $0 $0 $0 0 $0 $0 Jul $0 $0 $0 $0 $0 $0 0 $0 $0 Aug $2,000 $1,950 $440 $1,400 $600 $6,390 6 $959 $7,349 Sep $2,000 $2,500 $440 $1,400 $600 $6,940 7 $1,041 $7,981 Oct $2,000 $2,500 $440 $1,400 $600 $6,940 7 $1,041 $7,981 Nov $2,000 $2,500 $440 $1,400 $600 $6,940 7 $1,041 $7,981 Dec $2,000 $2,500 $440 $1,400 $600 $6,940 7 $1,041 $7,981
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Appendix
Appendix Table: Profit and Loss (Planned) Pro Forma Profit and Loss Sales Direct Cost of Sales Other Production Expenses Total Cost of Sales Gross Margin Gross Margin % Operating Expenses: Advertising/Promotion Accnt/Leg Miscellaneous Payroll Expense Payroll Burden Depreciation office Utilities Insurance Rent Phone Total Operating Expenses Profit Before Interest and Taxes Interest Expense Short-term Interest Expense Long-term Taxes Incurred Extraordinary Items Net Profit Net Profit/Sales Jan $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% Feb $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% Mar $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% Apr $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% May $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% Jun $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% Jul $0 $0 $0 -----------$0 $0 0.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 -----------$0 $0 $0 $0 $0 $0 $0 0.00% Aug $22,240 $3,892 $0 -----------$3,892 $18,348 82.50% $2,000 $300 $500 $6,390 $959 $0 $200 $1,500 $1,000 $1,500 $200 -----------$14,549 $3,800 $0 $0 $228 $0 $3,572 16.06% Sep $25,740 $4,504 $0 -----------$4,504 $21,236 82.50% $2,000 $300 $500 $6,940 $1,041 $0 $200 $1,500 $1,000 $1,500 $200 -----------$15,181 $6,055 $0 $0 $363 $0 $5,692 22.11% Oct $31,240 $5,467 $0 -----------$5,467 $25,773 82.50% $2,000 $300 $500 $6,940 $1,041 $0 $200 $1,500 $1,000 $1,500 $200 -----------$15,181 $10,592 $0 $0 $636 $0 $9,956 31.87% Nov $35,000 $6,125 $0 -----------$6,125 $28,875 82.50% $2,000 $300 $500 $6,940 $1,041 $0 $200 $1,500 $1,000 $1,500 $200 -----------$15,181 $13,694 $0 $0 $822 $0 $12,872 36.78% Dec $37,492 $6,558 $0 -----------$6,558 $30,934 82.51% $1,000 $300 $500 $6,940 $1,041 $0 $200 $1,500 $1,000 $1,500 $200 -----------$14,181 $16,753 $0 $0 $1,005 $0 $15,748 42.00%
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Appendix
Appendix Table: Cash Flow (Planned) Pro Forma Cash Flow Cash Received Cash from Operations: Cash Sales From Receivables Subtotal Cash from Operations Additional Cash Received Extraordinary Items Sales Tax, VAT, HST/GST Received New Current Borrowing New Other Liabilities (interest-free) New Long-term Liabilities Sales of other Short-term Assets Sales of Long-term Assets New Investment Received Subtotal Cash Received Expenditures Expenditures from Operations: Cash Spent on Costs and Expenses Wages, Salaries, Payroll Taxes, etc. Payment of Accounts Payable Subtotal Spent on Operations Additional Cash Spent Sales Tax, VAT, HST/GST Paid Out Principal Repayment of Current Borrowing Other Liabilities Principal Repayment Long-term Liabilities Principal Repayment Purchase Other Short-term Assets Purchase Long-term Assets Dividends Adjustment for Assets Purchased on Credit Subtotal Cash Spent Net Cash Flow Cash Balance Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec
$0 $0 $0
$0 $0 $0
$0 $0 $0
$0 $0 $0
$0 $0 $0
$0 $0 $0
$0 $0 $0
$22,240 $0 $22,240
$25,740 $0 $25,740
$31,240 $0 $31,240
$35,000 $0 $35,000
$37,492 $0 $37,492
0.00%
$0 $0 $0 $0 $0 $0 $0 $0 $0 Jan $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 Feb $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 Mar $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 Apr $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 May $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 Jun $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 Jul $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
$0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $44,317
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Appendix
Appendix Table: Balance Sheet (Planned) Pro Forma Balance Sheet Assets Short-term Assets Cash Other Short-term Assets Total Short-term Assets Long-term Assets Long-term Assets Accumulated Depreciation Total Long-term Assets Total Assets Liabilities and Capital Accounts Payable Current Borrowing Other Short-term Liabilities Subtotal Short-term Liabilities Long-term Liabilities Total Liabilities Paid-in Capital Retained Earnings Earnings Total Capital Total Liabilities and Capital Net Worth $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Jan $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Feb $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Mar $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Apr $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 May $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Jun $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Jul $0 $0 $0 $0 $0 $0 $500,000 ($455,683) $0 $44,317 $44,317 $44,317 Aug $9,848 $0 $0 $9,848 $0 $9,848 $500,000 ($455,683) $3,572 $47,889 $57,737 $47,889 Sep $10,499 $0 $0 $10,499 $0 $10,499 $500,000 ($455,683) $9,263 $53,580 $64,079 $53,580 Oct $11,573 $0 $0 $11,573 $0 $11,573 $500,000 ($455,683) $19,220 $63,537 $75,110 $63,537 Nov $12,308 $0 $0 $12,308 $0 $12,308 $500,000 ($455,683) $32,092 $76,409 $88,717 $76,409 Dec $11,974 $0 $0 $11,974 $0 $11,974 $500,000 ($455,683) $47,840 $92,157 $104,131 $92,157
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