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FoodRestaurants and BarsCrowdfundingNew York

PieShell

A crowdfunding site exclusively for food + beverage entrepreneurs!

PieShell is offering securities under both Regulation D and Regulation CF through SI Securities, LLC ("SI Securities"). SI Securities is an affiliate of SeedInvest Technology, LLC, a registered broker-dealer, and member FINRA/SIPC. SI Securities will receive cash compensation equal to % of the value of the securities sold and equity compensation equal to % of the number of securities sold. Investments made under both Regulation D and Regulation CF involve a high degree of risk and those investors who cannot afford to lose their entire investment should not invest. Furthermore, the contents of the Highlights, Term Sheet sections have been prepared by SI Securities and shall be deemed broker-dealer communications subject to FINRA Rule 2210 (the “Excluded Sections”). With the exception of the Excluded Sections noted above, this profile contains offering materials prepared solely by PieShell without the assistance of SI Securities, and not subject to FINRA Rule 2210 (the “Issuer Profile”). The Issuer Profile may contain forward-looking statements and information relating to, among other things, the company, its business plan and strategy, and its industry. Investors should review the risks and disclosures. The contents below are meant to be a summary of the information found in the company’s Form C. Before making an investment decision, investors should review the company’s Form C for a complete description of its business and offering information, a copy of which may be found both here and below.


About PieShell

What is PieShell?

PieShell's goal is to embolden and empower food and beverage entrepreneurs and enthusiasts to bring new ideas to life. We are a crowdfunding platform – for anything food and beverage. Food products, beverages, breweries, coffee shops, food tech solutions, tech apps, food trucks, cookbooks, pop-ups, restaurants, documentaries — the sky’s the limit.

Food campaigns are failing 75% of the time on the current platforms*. Here is how we are fixing that:

  1. PieShell’s food-centric community delivers an undiluted pool of supporters to each project. They understand you and why you have chosen food and beverage as your path.
  2. PieShell’s stepping-stone model lets you set realistic and obtainable goals: your critical need, your want, and your dream. As soon as a stepping-stone’s goal is met, you are guaranteed to receive those funds when the project is over.
  3. All projects must follow PieShell’s pre-launch step-by-step blueprint. Based on the industry’s best practices, this incubation approach ensures each project has all the necessary elements (for example, video, social media, gifts, etc.) in place before the project launches.

*Based on Kickstarter statistics - https://www.kickstarter.com/help/stats

Product & Service

PieShell is a reward-based crowdfunding platform that is web-based, highly responsive, and mobile friendly. 


Today, PieShell provides its projects the following key elements:

  • Robust workflow process to ensure that projects follow crowdfunding best practices. If the project does not follow these steps, they will not be allowed to launch on the site.
                Project story and reason for being is highlighted, with a heavy social mission.

                o Pre-marketing activities completed

                o Ask is reasonable for the network size

                o Video is clear, concise, and honest

                o Gifts are of a perceived value equal to or greater than the contribution level

                o 25% pre-funding of first stepping-stone via a private URL to the site is required to launch publicly


  • Resources + Relationship established with a food + beverage focus.

                o Lenders, VC’s, angels

                o Incubators + accelerators such as:  Chobani Food Incubator, KITCHENTOWN, Food-X, and District                                            Ventures (Canada). 

                o E-commerce and traditional retailers

                o Lawyers, accountants, designers, packaging, etc.


  •  An undiluted pool of support from PieShell’s ever-growing network of foodies and industry leaders looking for new, innovative, and/or growing brands.
  • A platform that allows you to market yourself to your and PieShell’s audience; letting them pay for the privilege.
  • Focus on giving!! Food and beverage is NOT about the next new shiny item, it is about helping the food echo system. Supporting why they do what they do, believing in their social mission, and letting the crowd decide what they want in our marketplace.
  • Projects that reach all three stepping-stones and a minimum of $15K will have the opportunity to work with industry experts in many verticals - IP attorneys, packaging, operations, branding, PR, marketing, HR, etc. - at drastically reduced rates.


Today, PieShell provides its contributors/partners the following key elements:

  • Confidence that projects will reach their goal.
  • Accountability – by providing follow-ups on projects and where they are in their life cycle.
  • A user-friendly portal to showcase innovative new food and beverage companies.
  • Vetted companies that they can get behind.


Tomorrow, PieShell plans to provide its projects the following functionality:

  • An app to aid in facilitating contributions.
  • Equity crowdfunding to help them get from this concept/MVP stage to raising significant funds to grow and scale their businesses.
  • Expansion to European and Asian markets.
  • Partnerships with companies disrupting the distribution model, getting them directly on the shelves at retailers.


Tomorrow, PieShell plans to provide its contributors/partners the following key elements:

  • Sample packs of products from the upcoming projects to be able to look, feel, taste, and then contribute when they launch – the BirchBox of crowdfunding.
  • Super-backers will get quarterly gift packs from the most successful projects, access to VIP project events, early access to new projects they want to know about, etc.

Media Mentions

Team Story

For me, food is personal. It’s about connection. Growing up in Smiths Falls, Ontario, Canada, I spent summers helping my Mom with her pie business, and along with my Dad and brother, we made close to 10,000 pies in only five years of operation. Aptly named “The Pie Shell,” it was headquartered where all good startups begin – the family’s basement!

After working as a corporate accountant for five years, I had the opportunity to take on the tech world. I jumped at the chance, and for more than 18 years I was an independent contractor, becoming a highly sought-after Senior Program/Project Manager. I was fortunate enough to work with major corporations such as Hershey, General Mills, and Miller Beer while overseeing the implementation of SAP, the world’s largest enterprise resource planning (ERP) software.

But while this work was immensely satisfying, I yearned to do something more personal, and a couple of years ago I explored using crowdfunding to start my own food business based on my Mom’s famous salad dressing recipe. As I delved into the world of crowdfunding, it became apparent that the current platforms were woefully short on success, as fully 75% of the food and beverage projects fail to meet their goals. I quickly realized that the world needed a better crowdfunding solution for food and beverage businesses more than it needed another salad dressing!

I bring the same effective project management and forward-thinking outlook to PieShell, so that all “PieShellers,” both campaigners and supporters alike, can be sure that their experience on the site is engaging, seamless, and meaningful. I understand the mix of hard work, commitment, and passions that drives every entrepreneur, and I so enjoy helping them realize their dreams. It was my Mom that taught me what it takes to build a successful food operation, but even more than that, I learned how communities grow around the food that people share.

I couldn’t have done it alone; I have some of the best people who helped me turn this dream into a reality. I started with some amazing advisers to make sure that I had expertise in the areas that were not my specialty. One of the first ones to come onboard was Christine Couvelier. Christine and I met on a Twitter chat, and her experience as an executive chef for the largest private label in the world, President’s Choice, along with working at Unilever and Maple Leaf Foods, has been instrumental in PieShell’s success.

Second was Charming Robot, Dan Maccarone and Chris Pace (co-founders) and Erik Bowie (COO) have been behind our vision since day one. They provided the branding, UI/UX for the site, and answered any and all questions that I had. Besides the fact that Charming Robot are expert digital designers, Dan is a partner in several restaurants and bars. Dan knows first-hand the challenges of funding early-stage companies, and recognizes the gap that PieShell is filling.

Next was Robin Sosnow, an attorney who specializes in equity crowdfunding. Robin and I had the good fortune to meet at a legal event, and she immediately understood what we are doing and wanted to be a part of it. Her experience with equity crowdfunding (she helped us find SeedInvest!) will set us up for our equity platform in the future, and she also has experience with alcoholic beverage companies that allows her to answer some of those questions for our related projects.

Our newest advisor is Adam Simons. Adam is the Head of Emerging Brands at Clorox, and he will really help take us to the next level with the corporate partnerships we are forming. We are thrilled to have Adam onboard!

When we turn to our actual PieShell team, Caroline Halter has been with us the longest. Caroline is the voice of PieShell in her role as Content Writer. She puts out amazing information and engaging blogs, shares great content for our projects and partners, and drafts our e-blasts and newsletters to ensure that all our PieShellers are in the loop.

Cody Robbins, our CTO, is my unicorn. In early July 2016 when I decided to stand up our MVP site by October (only 3 months later!), our then development firm said they wouldn’t be able to do the MVP for any less than the quote for the full website. So I knew I needed to find PieShell’s very own CTO. I put a call out and Cody answered. He was already connected to Charming Robot and came highly recommended, and so we quickly snagged him and brought him onboard. It is one of the best decisions I have made to date!

Mike McCumiskey is our wonderful CFO. We don’t have a crazy amount for him to do this early on, but he keeps the books up-to-date and makes sure that we know where every penny is being spent.

I am nothing without my team, and we are all so excited to see PieShell grow, and eagerly look forward to PieShell helping even more people than it does today.

Founders and Officers

Cheryl Clements

Founder + CEO

Cheryl is the Founder and CEO of PieShell, a new reward-based crowdfunding site exclusively for food and beverage entrepreneurs. Cheryl took her 18 years of experience installing the ERP system SAP at Fortune 500 companies and her lifetime of helping her family with their own food startups, to create PieShell.

Cheryl Clements

Founder + CEO

Cheryl is the Founder and CEO of PieShell, a new reward-based crowdfunding site exclusively for food and beverage entrepreneurs. Cheryl took her 18 years of experience installing the ERP system SAP at Fortune 500 companies and her lifetime of helping her family with their own food startups, to create PieShell.

Key Team Members

Cody Robbins

CTO (contractor)- worked with multiple early-stage, venture-backed startups

Caroline Halter

Content (Contractor) - manages our blog, social media, newsletters and e-blasts.

Mike Mccumiskey

CFO (Contractor)

Notable Advisors & Investors

Hilary Clements
Adrian Clements
Christine Couvelier

Advisor, Culinary trendologist with 30+ years as chef, Unilever, President's Choice, etc.

Adam Simons

Advisor, Head of Emerging Brands @ Clorox - a Bay Area investor, adviser, biz operator.

Charming Robot

Advisor, Design UI/UX - Foursquare, Rent The Runway, Jettsetter, Savored, Hulu.

Robin Sosnow

Advisor, NYC-based securities lawyer + pioneer in the crowdfunding arena, Founder NABLLG.

Q&A with the Founder

  • Please detail your pipeline of companies.
    We currently have a wide range of companies with products like cold brew, kelp jerky, sourdough bread, and snacks in general. We also have a food truck, a few beverage companies, and a coffee shop. We currently have 42 companies in the pipeline.
  • Please detail your acquisition strategy for backers and companies.
    Our acquisition strategy for companies is to connect through events, accelerators, commercial kitchens, universities, food organizations, lawyers, and accountants. Most of our acquisitions come from inbound referrals and events. We also conduct remote roundtables and push content through our partners. There’s roughly about four to five months of lead time for companies before they launch a campaign. To acquire backers, we work with influencers and bloggers in the food space, and typically get sign-ups from events. The projects themselves also bring backers for that specific project and future projects on the platform.
  • How many backers are currently registered on PieShell?
    We currently have 1,215 backers, and our email list includes an additional 12K+ individuals we can reach.
  • Please detail your strategic partnerships.
    We do not have any strategic partnerships. However, we have some established relationships, where we work together to provide information and support for each others audience. We do not have contracts or agreements in place with them. Some of our most notable relationships include Terra Accelerator and Chobani Food Incubator, and we also have other incubators, distributors, and commercial kitchens.
  • Please detail your company vetting process.
    We don’t vet companies, per se. Instead, we have a preliminary conversation via webinar to make sure they are onboard and willing to do the groundwork, they then enter our detailed workflow process, and if they do all of the required steps, we will then launch them on the site. Some critical benchmarks are: support an active project themselves, proper pre-marketing, reasonable asks for stepping-stones and gifts, and they must raise 25% of the first stepping-stone via a private URL to their project, or we will not activate them publicly on the site.
  • The Q&A with the Founder is based on due diligence activities conducted by SI Securities, LLC. The verbal and/or written responses transcribed above may have been modified to address grammatical, typographical, or factual errors, or by special request of the company to protect confidential information.

    Investor Perks

    Stepping-Stone #1 - $1K contribution

    • a gift of “The Best of PieShell Projects” in a beautiful tote bag made in the USA from 100% recycled material

    Stepping-Stone #2 - $5K contribution

    • a gift of “The Best of PieShell Projects” sent quarterly for 1 year, and one beautiful PieShell tote bag made in the USA from 100% recycled material

    Stepping-Stone #3 - $10K contribution

    • a gift of “The Best of PieShell Campaigns” sent quarterly for two years, or two gifts of “The Best PieShell Campaigns” sent quarterly for one year (one for you and the other could be a gift!)
    • two beautiful PieShell tote bags made in the USA from 100% recycled material

    Stepping-Stone #4 - $25K contribution

    • a gift of “The Best PieShell Campaigns” sent quarterly for two years, or two gifts of “The Best PieShell Campaigns” sent quarterly for one year each (one for you and the other could be a gift!)
    • two beautiful PieShell tote bags made in the USA from 100% recycled material
    • a pass for you and a guest to attend Expo West in Anaheim, California on March 8-10, 2018 

    Stepping-Stone #5 - $50K contribution

    • Taste of San Francisco - Behind the Kitchen Door Tour: a customized tour of culinary hot spots and great tastes in San Francisco!
    • one 4-day and 3-night trip for one person to SF (4 winners will be drawn, guests are welcome to join at their own expense)

    1.  trip to include: airfare, airport transfers, and transportation in the destination city, hotel for 3 nights + taxes, 1 breakfast, 2 lunches, 3 dinners + 1 tasting. Tours and tastes at culinary highlights in each city and demo by a world-renowned celebrity chef
    2. led by Cheryl Clements, Founder + CEO of PieShell and Christine Couvelier President + Global Culinary Trendologist at Culinary Concierge
    3. a gift of “The Best PieShell Campaigns” sent quarterly for two years, or two gifts of “The Best PieShell Campaigns” sent quarterly for one year each (one for you and the other could be a gift!)
    4. two beautiful PieShell tote bags made in the USA from 100% recycled material

     Stepping-stone #6 - $100K contribution

    • Taste of London - Behind the Kitchen Door Tour: a customized tour of culinary hot spots and great tastes in London, England!

    1. one 5-day and 4-night trip for one person and a guest, to London, England 
    2. trip to include: airfare, airport transfers and transportation in the destination city, hotel for 3 nights + taxes, 1 breakfast, 2 lunches, 3 dinners + 1 tasting. Tours and tastes at culinary highlights in each city and demo by a world-renowned celebrity chef
    3. led by Cheryl Clements, Founder + CEO of PieShell and Christine Couvelier President + Global Culinary Trendologist at Culinary Concierge

    • a gift of “The Best PieShell Campaigns” sent quarterly for two years, or two gifts of “The Best PieShell Campaigns” sent quarterly for one year each (one for you and the other could be a gift!)
    • two beautiful PieShell tote bags made in the USA from 100% recycled material

    It is advised that you consult a tax professional to fully understand any potential tax implications of receiving investor perks before making an investment.

    Frequently Asked Questions

    About Side by Side Offerings
    What is Side by Side?

    A Side by Side offering refers to a deal that is raising capital under two offering types. This Side by Side offering is raising under Regulation CF and Rule 506(c) of Regulation D.


    What is a Form C?

    The Form C is a document the company must file with the Securities and Exchange Commission (“SEC”) which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.

    Before making any investment decision, it is highly recommended that prospective investors review the Form C filed with the SEC (included in the company's profile) before making any investment decision.


    What is Rule 506(c) under Regulation D?

    Rule 506(c) under Regulation D is a type of offering with no limits on how much a company may raise. The company may generally solicit their offering, but the company must verify each investor’s status as an accredited investor prior to closing and accepting funds. To learn more about Rule 506(c) under Regulation D and other offering types check out our blog and academy.


    What is Reg CF?

    Title III of the JOBS Act outlines Reg CF, a type of offering allowing private companies to raise up to $1 million from all Americans. Prior capital raising options limited private companies to raising money only from accredited investors, historically the wealthiest ~2% of Americans. Like a Kickstarter campaign, Reg CF allows companies to raise funds online from their early adopters and the crowd. However, instead of providing investors a reward such as a t-shirt or a card, investors receive shares, typically equity, in the startups they back. To learn more about Reg CF and other offering types check out our blog and academy.


    Making an Investment in PieShell
    How does investing work?

    When you complete your investment on SeedInvest, your money will be transferred to an escrow account where an independent escrow agent will watch over your investment until it is accepted by PieShell. Once PieShell accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to PieShell in exchange for your shares. At that point, you will be a proud owner in PieShell.


    What will I need to complete my investment?

    To make an investment, you will need the following information readily available:

    1. Personal information such as your current address and phone number
    2. Employment and employer information
    3. Net worth and income information
    4. Social Security Number or government-issued identification
    5. ABA bank routing number and checking account number (typically found on a personal check or bank statement)

    If you are investing under Rule 506(c) of Regulation D, your status as an Accredited Investor will also need to be verified and you will be asked to provide documentation supporting your income, net worth, revenue, or net assets or a letter from a qualified advisor such as a Registered Investment Advisor, Registered Broker Dealer, Lawyer, or CPA.


    How much can I invest?

    An investor is limited in the amount that he or she may invest in a Reg CF offering during any 12-month period:

    • If either the annual income or the net worth of the investor is less than $100,000, the investor is limited to the greater of $2,000 or 5% of the lesser of his or her annual income or net worth.
    • If the annual income and net worth of the investor are both greater than $100,000, the investor is limited to 10% of the lesser of his or her annual income or net worth, to a maximum of $100,000.

    Separately, PieShell has set a minimum investment amount of US $0.

    Accredited investors investing $20,000 or over do not have investment limits.


    After My Investment
    What is my ongoing relationship with the Issuer?

    You are a partial owner of the company, you do own shares after all! But more importantly, companies which have raised money via Regulation CF must file information with the SEC and post it on their websites on an annual basis. Receiving regular company updates is important to keep shareholders educated and informed about the progress of the company and their investment. This annual report includes information similar to a company’s initial Reg CF filing and key information that a company will want to share with its investors to foster a dynamic and healthy relationship.

    In certain circumstances a company may terminate its ongoing reporting requirement if:

    1. The company becomes a fully-reporting registrant with the SEC
    2. The company has filed at least one annual report, but has no more than 300 shareholders of record
    3. The company has filed at least three annual reports, and has no more than $10 million in assets
    4. The company or another party purchases or repurchases all the securities sold in reliance on Section 4(a)(6)
    5. The company ceases to do business

    However, regardless of whether a company has terminated its ongoing reporting requirement per SEC rules, SeedInvest works with all companies on its platform to ensure that investors are provided quarterly updates. These quarterly reports will include information such as: (i) quarterly net sales, (ii) quarterly change in cash and cash on hand, (iii) material updates on the business, (iv) fundraising updates (any plans for next round, current round status, etc.), and (v) any notable press and news.


    How can I sell my shares in the future?

    Currently there is no market or liquidity for these shares. Right now PieShell does not plan to list these shares on a national exchange or another secondary market. At some point PieShell may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when PieShell either lists their shares on an exchange, is acquired, or goes bankrupt.


    How do I keep track of this investment?

    You can return to SeedInvest at any time to view your portfolio of investments and obtain a summary statement. If invested under Regulation CF you may also receive periodic updates from the company about their business, in addition to monthly account statements.


    Other General Questions
    What is this page about?

    This is PieShell's fundraising profile page, where you can find information that may be helpful for you to make an investment decision in their company. The information on this page includes the company overview, team bios, and the risks and disclosures related to this investment opportunity. If the company runs a side by side offering that includes an offering under Regulation CF, you may also find a copy of the PieShell's Form C. The Form C includes important details about PieShell's fundraise that you should review before investing.


    How can I (or the company) cancel my investment under Regulation CF?

    For offerings made under Regulation CF, you may cancel your investment at any time up to 48 hours before a closing occurs or an earlier date set by the company. You will be sent a reminder notification approximately five days before the closing or set date giving you an opportunity to cancel your investment if you had not already done so. Once a closing occurs, and if you have not canceled your investment, you will receive an email notifying you that your shares have been issued. If you have already funded your investment, your funds will be promptly refunded to you upon cancellation. To cancel your investment, you may go to your portfolio page


    What if I change my mind about investing?

    If you invest under any other offering type, you may cancel your investment at any time, for any reason until a closing occurs. You will receive an email when the closing occurs and your shares have been issued. If you have already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To cancel your investment, please go to your portfolio page.