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Really Good Boxed Wine

High-end boxed wine brand partnering with award-winning producers from premium regions

Really Good Boxed Wine is offering securities under both Regulation CF and Regulation D 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 7.50% of the value of the securities sold and equity compensation equal to 5.00% of the number of securities sold. Investments made under both Regulation CF and Regulation D involve a high degree of risk and those investors who cannot afford to lose their entire investment should not invest. Furthermore, this 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 in the offering's draft. The contents of this profile 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.


Company Highlights

  • Launched nationally on January 28, 2022 which resulted with over $100K revenue in first 120 days. $159K lifetime revenue, including pilots (unaudited and subject to change). Avg. Order Value $100+ since national launch, with repeat purchase rate 45.2% (compared to industry average of 27%)
  • Monthly subscribers represent additional $80K+ in Annual Recurring Revenue (ARR) at $927+ ARR per subscriber, with a low churn rate at 4.9% per month
  • Received official endorsement from Master Sommelier Andy Myers (one of only 269 Master Sommeliers in the world), the first and only boxed wine with a Master Sommelier endorsement. Also received two 90 point ratings from Master Sommelier Catherine Fallis
  • Founder/CEO Jake Whitman is a 3-time founder and seasoned Marketing Executive in CPG and FinTech. He’s a former Procter & Gamble Brand Manager and Director on Old Spice and Gillette, ran the GTM team for the Intuit brand, and was Head of Product Marketing for SoFi Money, one of SoFi's core products
  • Press features in the Washington Post, MSN, Yahoo Finance, Napa Valley Register, San Francisco Chronicle, Vintner Magazine, Sommeliers Choice Awards, and more

Fundraise Highlights

  • Total Amount Raised: US $1,294,743
  • Total Round Size: US $1,800,000
  • Raise Description:  Seed
  • Minimum Investment:  US $1,000 per investor
  • Security Type:  Preferred Equity
  • Pre-Money valuation :  US $6,700,000
  • Offering Type:   Side by Side Offering

The time has come for better boxed wine and we’re on a mission to lead the movement. With a passionate focus on quality and forming partnerships with award-winning wine producers, we aim to make the best wine you’ll ever have from a box.


PROBLEM

Wine buyers spend $420B each year globally on wine. Based on our company's research, the cost of glass and cork packaging is 10X more than it needs to be and is unnecessary for the 97% of wine that’s drunk within a year. It’s a problem for:

  1. Drinker: Once opened, a bottle starts to spoil after 24-48 hours.
  2. Producer: Glass and corks are expensive and heavy to ship.
  3. Environment: Packaging and transportation make up 51% of the wine industry’s carbon footprint, with glass bottles as the biggest culprit.

We believe boxed wine solves these problems, but there’s a hole in the boxed wine market. The wine is typically low quality and mass produced.

SOLUTION

Really Good Boxed Wine makes high-end wine using packaging that costs 10x less and keeps wine fresh up to 6 weeks after opening. The result is high-end boxed wine that we can sell for 40-60% less than it would cost in a bottle.

There’s no technical reason high-end wine can’t be put in a box. By  focusing on the quality of the wine, we believe we’ve found a better way to help wine-lovers enjoy more of what they love.

TRACTION

After two sell-out pilots in 2021 (within 5 days), launched nationwide in 2022. All-in CAC (customer acquisition cost) to date is $59, with Avg. Customer Value of $149. The company has earned the endorsement of Andy Myers, the first ever Master Sommelier to officially back a boxed wine.

The clarity of concept is a huge part of what I love. The bulk of the boxed wine industry goes for quantity over quality. Really Good Boxed Wine keeps their focus where it belongs, on the wines, and that’s what shows through.” - Andy Myers

One of the first alcohol brands to be offered by Snack Magic, a disruptive gifting company. We project $300-500K annual revenue starting late-summer 2022. In the process of securing wholesale distribution in 5 states, with planned tests in retail and on-premise.

Media Mentions

The Team

Founders and Officers

Jake is a 3-time founder and brand management and marketing executive in CPG and FinTech.

As Brand Director for Procter & Gamble, he ran the day-to-day North American business on Gillette and Old Spice, where he had full P&L accountability and led several product launches and marketing campaigns with budgets in the tens of millions of dollars.

He then moved to Intuit, where he ran the Go-To-Market team for the Intuit brand, working on brand architecture and corporate marketing alongside the C-Suite. As part of that role, he led marketing for global Corporate Social Responsibility initiatives.

From Intuit, he moved to SoFi, where he was Head of Product Marketing for SoFi Money, one of the company’s fastest growing products. He helped transition Money from sourcing from existing SoFi Members into the main growth acquisition vehicle for the company.

In addition to his corporate experience, Jake spent two years with Teach For America, which inspired him to found a non-profit called STARS – Sports Teaching and Reaching Students. He then wrote a book that helps people with the Teach For America admissions process and founded his publishing company, Pine Street Press. His book hit #1 on Amazon for “Educational Leadership.”

He’s also an active Angel Investor with Queen City Angels, the leading Angel group in Cincinnati. He’s an avid tennis player (and is getting into pickle ball), and lives with his wife, Grace, and corgi, Pistachio.

Jake Whitman

CEO

Jake is a 3-time founder and brand management and marketing executive in CPG and FinTech.

As Brand Director for Procter & Gamble, he ran the day-to-day North American business on Gillette and Old Spice, where he had full P&L accountability and led several product launches and marketing campaigns with budgets in the tens of millions of dollars.

He then moved to Intuit, where he ran the Go-To-Market team for the Intuit brand, working on brand architecture and corporate marketing alongside the C-Suite. As part of that role, he led marketing for global Corporate Social Responsibility initiatives.

From Intuit, he moved to SoFi, where he was Head of Product Marketing for SoFi Money, one of the company’s fastest growing products. He helped transition Money from sourcing from existing SoFi Members into the main growth acquisition vehicle for the company.

In addition to his corporate experience, Jake spent two years with Teach For America, which inspired him to found a non-profit called STARS – Sports Teaching and Reaching Students. He then wrote a book that helps people with the Teach For America admissions process and founded his publishing company, Pine Street Press. His book hit #1 on Amazon for “Educational Leadership.”

He’s also an active Angel Investor with Queen City Angels, the leading Angel group in Cincinnati. He’s an avid tennis player (and is getting into pickle ball), and lives with his wife, Grace, and corgi, Pistachio.

Amy Troutmiller is a 2-time founder and seasoned wine executive with 25 years of industry experience.

Amy spent the first half of her career in Operations Management and Senior Director roles with Chef Eric Ripert, Kimpton Hotel Group, and The Ritz Carlton.

She then transitioned to wine import and distribution, first as a Partner in a Mid-Atlantic Regional wholesale company, before moving to be sole-executive for a National importer and distributor. There she had full operational and financial oversight of the business which included 7 direct wholesale states, 32 partnerships, and 2 e-commerce wine sites.

Currently, Amy is Founder and CEO of Common Fuel Consulting, working with clients in AlcBev on business development. She is also the Co-Founder of SWIG Partners, a company dedicated to matching producers with import and wholesale partners in the United States.

Amy resides in Washington, DC with her husband, Doug, son, Langston, and two dogs, Daphne and Fritz. When not working with wine, she enjoys sharing it with others. She is an avid “home chef” and likes reading, gardening and watching documentaries.

Amy has been working with Really Good Boxed Wine since October 2021 and will officially step into the COO role with this raise.

Amy Troutmiller

COO

Amy Troutmiller is a 2-time founder and seasoned wine executive with 25 years of industry experience.

Amy spent the first half of her career in Operations Management and Senior Director roles with Chef Eric Ripert, Kimpton Hotel Group, and The Ritz Carlton.

She then transitioned to wine import and distribution, first as a Partner in a Mid-Atlantic Regional wholesale company, before moving to be sole-executive for a National importer and distributor. There she had full operational and financial oversight of the business which included 7 direct wholesale states, 32 partnerships, and 2 e-commerce wine sites.

Currently, Amy is Founder and CEO of Common Fuel Consulting, working with clients in AlcBev on business development. She is also the Co-Founder of SWIG Partners, a company dedicated to matching producers with import and wholesale partners in the United States.

Amy resides in Washington, DC with her husband, Doug, son, Langston, and two dogs, Daphne and Fritz. When not working with wine, she enjoys sharing it with others. She is an avid “home chef” and likes reading, gardening and watching documentaries.

Amy has been working with Really Good Boxed Wine since October 2021 and will officially step into the COO role with this raise.

Key Team Members

Tami Collins

Winemaker (Contracted)

Notable Advisors & Investors

Julie Eddleman

Investor, Chief Marketing Officer - DoubleVerify (former P&G and Google)

Jim Salters

Investor, 8-figure exit entrepreneur and CEO Coach

Chelsey Alexander

Investor, VP CPG Brand Growth - Packable

Phil Melton

Investor, Managing Director - Cohen Esrey Capital Partners

Mark Longenecker

Investor, Chief Operating Officer - Homage

Ann Mooney

Investor, C Suite Advisor and Member Investor Queen City Angels

Andy Myers

Advisor, Master Sommelier

Allie Ketcham

Advisor, Owner - Ketcham Estate Winery

Term Sheet

A Side by Side offering refers to a deal that is raising capital under two offering types. Investments made through the SeedInvest platform are offered via Regulation CF and subject to investment limitations further described in the Form C and/or subscription documents. Investments made outside of the SeedInvest platform are offered via Regulation D and requires one to be a verified accredited investor in order to be eligible to invest.

Fundraising Description

  • Round type:
    Seed

  • Round size:
    US $1,800,000

  • Raised to date:
    US $1,294,743
    US $579,741 (under Reg CF only)

  • Minimum investment:
    US $1,000

  • Target Minimum:
    US $650,000
  • Key Terms

  • Security Type:
    Preferred Equity

  • Share price:
    US $0.65569

  • Pre-Money valuation:
    US $6,700,000

  • Option pool:
    10.0%

  • Is participating?:
    False

  • Liquidation preference:
    1.0x
  • Additional Terms

  • Custody of Shares

    Investors who invest less than $50,000 will have their securities held in trust with a Custodian that will serve as a single shareholder of record. These investors will be subject to the Custodian’s Account Agreement, including the electronic delivery of all required information


  • Closing conditions:
    While Really Good Boxed Wine has set an overall target minimum of US $650,000 for the round, Really Good Boxed Wine must raise at least US $25,000 of that amount through the Regulation CF portion of their raise before being able to conduct a close on any investments made via Regulation CF. For further information please refer to Really Good Boxed Wine's Form C.

  • Regulation CF cap:
    While Really Good Boxed Wine is offering up to US $1,800,000 worth of securities in its Seed, only up to US $1,070,000 of that amount may be raised through Regulation CF.

  • Transfer restrictions:
    Securities issued through Regulation CF have a one year restriction on transfer from the date of purchase (except to certain qualified parties as specified under Section 4(a)(6) of the Securities Act of 1933), after which they become freely transferable. While securities issued through Regulation D are similarly considered "restricted securities" and investors must hold their securities indefinitely unless they are registered with the SEC and qualified by state authorities, or an exemption from such registration and qualification requirements is available.

  • Total Amount Raised:
    The Total Amount Raised may include investments made outside of the SeedInvest platform via Regulation D. Off-platform investments from non-affiliates completed after the determination of the escrow target may be counted towards that escrow target.

  • Use of Proceeds

    Investor Perks

    All Investments Above $2,000: Anyone who invests by Friday, August 5, 2022 at 11:59pm ET will receive a bonus box of wine of your choice ($65 value)

    Tier 1: Investors who invest $2,000 - 4,999 will receive a box of Really Good Boxed Wine of your choice and access to our personal sommelier concierge service to answer wine questions and get advice on tastings, pairings, etc. ($125 value)

    Tier 2: Investors who invest $5,000 - 9,999 will receive a 3-month subscription to Really Good Boxed Wine’s 1 Box/Month Club and access to our personal sommelier concierge service to answer wine questions and get advice on tastings, pairings, etc. ($255 value)

    Tier 3: Investors who invest $10,000 - $24,999 will receive a 6-month subscription to Really Good Boxed Wine’s 1 Box/Month Club, access to our personal sommelier concierge service to answer wine questions and get advice on tastings, pairings, etc., and a yearly group chat session with the CEO. ($450 value)

    Tier 4: Investors who invest $25,000 - 49,999 will receive Tier 3 perks, a personal virtual tasting with Master Sommelier Andy Myers, and are invited to attend a group leadership dinner in Northern California. ($950 value)

    Tier 5: Investors who invest $50,000 - 99,999 will receive Tier 4 perks plus participation in a quarterly group investor call with the CEO ($950 value)

    Tier 6: Investors who invest $100,000 or more will receive Tier 5 reservation perks plus a quarterly one-on-one call or in-person meeting with the CEO. ($1,950 value)

    Disclaimer: Must be 21+ to receive wine perk. Really Good Boxed Wine is licensed to ship to 40 states + Washington DC. We will not be able to ship any wine to AR, CT, DE, MI, MS, MT, NJ, RI, SD, and UT, or any international locations. Shipments to Alaska and Hawaii must pay shipping fee. If an investor lives in any of the listed states we can send the wine as a gift to someone in another state.

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

    Please note that due to share price calculations, some final investment amounts may be rounded down to the nearest whole share - these will still qualify for the designated perk tier. Additionally, investors must complete the online process and receive an initial email confirmation by the deadline stated above in order to be eligible for perks.

    Prior Rounds

    The graph below illustrates the valuation cap or the pre-money valuation of Really Good Boxed Wine's prior rounds by year.


    This chart does not represent guarantees of future valuation growth and/or declines.

    Pre-Seed

  • Round Size
    US $310,000
  • Closed Date
    Aug 9, 2021
  • Security Type
    SAFE Note
  • Valuation Cap
    US $3,000,000
  • Market Landscape

    Global Wine Market Size


    BOXED WINE MARKET

    The U.S. Bag in Box market is a rapidly growing segment of the wine industry. The top seven boxed wine brands together grew 13.5% to 53.4M cases in 2020, according to Impact Databank, with mid-tier boxed wines far outpacing budget boxed wines in growth in recent years. While Franzia and its 5L box is still the leader in volume (24M cases, 7.6% YoY growth in 2020), BotaBox’s 3L option grew a whopping 41.2% from 8.0M cases to 11.3M cases in 2020.

    While canned wines have garnered a lot of attention as the hot new alternative to glass packaging, they represent less than 1% of the value of wine sold through Nielsen off-premise outlets. Box wines have posted far stronger growth from a much higher base, accounting for 9% of the value of all wines sold through Nielsen channels (2020).

    PREMIUM WINE MARKET

    While the quality of Really Good Boxed Wine’s wine is comparable to a $30-40+ bottle at retail, its price point in market data is $16.25 per bottle. Wines between $15.00 and $19.99 was the fastest growing segment, and represents ~12% of the $78.3B U.S. wine industry (~$9.4B). 

    CONSUMER LANDSCAPE

    Older Millennial and younger Gen X consumers are increasingly willing to pay more for high-quality products, as well as products that are cleaner and more sustainable. Less consumed by exclusivity or luxury, these consumers are looking for quality products that leave a positive impact on the earth.

    Risks and Disclosures

    The development and commercialization of the Company’s products and services are highly competitive. It faces competition with respect to any products and services that it may seek to develop or commercialize in the future. Its competitors include major companies worldwide. The boxed wine market is an emerging industry where new competitors are entering the market frequently. Many of the Company’s competitors have significantly greater financial, technical and human resources and may have superior expertise in research and development and marketing approved services and thus may be better equipped than the Company to develop and commercialize services. These competitors also compete with the Company in recruiting and retaining qualified personnel and acquiring technologies. Smaller or early stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large and established companies. Accordingly, the Company’s competitors may commercialize products more rapidly or effectively than the Company is able to, which would adversely affect its competitive position, the likelihood that its services will achieve initial market acceptance and its ability to generate meaningful additional revenues from its products and services.

    The Company’s cash position is relatively weak. The Company currently has only $32,275.92 in cash balances as of June 30, 2022. This equates to 1-2 months of runway. The Company could be harmed if it is unable to meet its cash demands, and the Company may not be able to continue operations if they are not able to raise additional funds.

    The Company maintains its cash with a major financial institution located in the United States of America which it believes to be creditworthy. Balances are insured by the Federal Deposit Insurance Corporation up to $250,000. At times, the Company may maintain balances in excess of the federally insured limits.

    The Company has outstanding liabilities. Jake Whitman has a promissory note with a principal amount of $30,000 with a 5% interest rate due on July 14, 2030. The company also has a line of credit provided by Phil Melton, with a principal amount of $100,000 with a 7% interest rate due on June 15, 2023.

    The Company has outstanding Simple Agreements for Future Equity (SAFEs). During fiscal year 2021, the Company received funds of $30,001  from the issuance of a SAFE agreements. The SAFEs are convertible into SAFE preferred stock of the company in a future financing event at a conversion price equal to a post-money valuation cap of $3,000,000 divided by the capitalization of the company at such event.

    The Company has not filed a Form D for its Pre-Seed offering from August 9, 2022. The SEC rules require a Form D to be filed by companies within 15 days after the first sale of securities in the offering relying on Regulation D. Failing to register with the SEC or get an exemption may lead to fines, the right of investors to get their investments back, and even criminal charges. There is a risk that a late penalty could apply.

    The Company does not have formal advisor agreements in place with listed advisors. Advisor agreements typically provide the expectation of the engagement, services, compensation, and other miscellaneous dutys and rights of the Company and advisor. These individuals may not be compensated for their expertise and advice. There is no guarantee that advisor agreements will be entered into.

    The Company does not have an employment contracts in place. Employment agreements typically provide protections to the Company in the event of the employee’s departure, specifically addressing who is entitled to any intellectual property created or developed by those employees in the course of their employment and covering topics such as non-competition and non-solicitation. As a result, if someone were to leave Really Good Boxed Wine, the Company might not have any ability to prevent their direct competition, or have any legal right to intellectual property created during their employment. There is no guarantee that an employment agreement will be entered into.

    Not all of the founders or key employees are currently working full time for the Company. As a result, certain of the Company's employees, officers, directors or consultants may not devote all of their time to the business, and may from time to time serve as employees, officers, directors, and consultants of other companies. These other companies may have interests in conflict with the Company.

    The Company's existing investors have not waived their pre-emptive rights and currently plan on exercising those rights. The pre-emptive right entitles those investors to participate in this securities issuance on a pro rata basis. If those investors choose to exercise their pre-emptive right, it could dilute shareholders in this round. This dilution could reduce the economic value of the investment, the relative ownership resulting from the investment, or both.

    The Company’s expenses will significantly increase as they seek to execute their current business model. Although the Company estimates that it has enough runway until end of year, they will be ramping up cash burn to promote revenue growth,  further develop R&D, and fund other Company operations after the raise. Doing so could require significant effort and expense or may not be feasible.

    The Company’s success depends on the experience and skill of the board of directors, its executive officers and key employees. In particular, the Company is dependent on Jake Whitman. There can be no assurance that they will continue to be employed by the Company for a particular period of time. The loss of the Company’s key employees or any member of the board of directors or executive officer could harm the Company’s business, financial condition, cash flow and results of operations.

    The Company projects aggressive growth in 2022. If these assumptions are wrong and the projections regarding market penetration are too aggressive, then the financial forecast may overstate the Company's overall viability. In addition, the forward-looking statements are only predictions. The Company has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its business, financial condition and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

    The Company has not prepared any audited financial statements. Therefore, investors have no audited financial information regarding the Company’s capitalization or assets or liabilities on which to make investment decisions. If investors feel the information provided is insufficient, then they should not invest in the Company.

    The outbreak of the novel coronavirus, COVID-19, has adversely impacted global commercial activity and contributed to significant declines and volatility in financial markets. The coronavirus pandemic and government responses are creating disruption in global supply chains and adversely impacting many industries. The outbreak could have a continued material adverse impact on economic and market conditions and trigger a period of global economic slowdown. The rapid development and fluidity of this situation precludes any prediction as to the ultimate material adverse impact of the novel coronavirus. Nevertheless, the novel coronavirus presents material uncertainty and risk with respect to the Funds, their performance, and their financial results.

    The company is offering preferred equity which poses unique risks.Preferred equity is usually issued to outside investors and carries rights and conditions that are different from that of common stock. For example, preferred equity may include rights that prevent or minimize the effects of dilution or grants special privileges in situations when the company is sold. However, while preferred equity holders will be compensated before common stockholders in the event of bankruptcy, they do not receive preference over creditors and bondholders. In addition, certain classes of preferred equity may not have any voting rights.

    The Company could be harmed if it is unable to meet its cash demands to adequately manage its product inventory. Working capital for wine companies is challenging to manage because of long growing and production timelines, and Really Good Boxed Wine may struggle to deliver orders for Just in Time (JIT) delivery. They may find it difficult to produce enough wine immediately if they experience more demand than they are anticipating, which could negatively impact growth. 

    Really Good Boxed Wine may be unable to protect its intellectual property adequately. The company currently has a trademark application submitted for its brand mark "Really Good Boxed Wine," but due to its descriptive nature, there is no guarantee they will be able to successfully defend any competitors who wish to infringe on the trademark. Any intellectual enforcement efforts  Really Good Boxed Wine seeks to undertake, including litigation, could be time-consuming and expensive and could divert management's attention.

    Legislation and regulation have imposed restrictions and requirements on companies operating within the Direct to Consumer Wine industry that could have an adverse effect on Really Good Boxed Wine's business. The wine industry is highly regulated, and regulation may continue to constrain the industry. These rules and regulations may impose additional expenses on the Company, may require the attention of senior management, and may result in fines if we are deemed to have violated any regulations. On the other hand, if regulations are loosened, it may be easier for new entrants to enter the market, which would increase the amount of competition that Really Good Boxed Wine faces.

    Really Good Boxed Wine is targeting a new and unproven segment within the boxed wine market, which introduces unknowns, such as potential lower than expected adoption rates due to price point. The Company may struggle to increase their unit sales if consumers are unwilling to purchase a boxed wine at the projected price point(s) and/or if consumers are unwilling to subscribe to monthly purchases. Really Good Boxed Wine may also not have accurately forecast demand for its product in this market segment.

    The Company could be harmed if it is unable to accurately forecast demand for its products and to adequately manage its product inventory. Really Good Boxed Wine plans to make new wines to order for any inventory the company does not have in stock. Its manufacturers and suppliers may not be able to deliver the product with sufficient quality or timeliness to meet its requirements. The shortage of a popular product could materially and adversely affect its brand, its seller relationships, and the acquisition of additional buyers.

    Founder and CEO Jake Whitman is key to the operation and development of Really Good Boxed Wine. Jake Whitman currently does not have a Key Man Insurance policy. If something were to happen to Jake Whitman, it could make it harder for Really Good Boxed Wine to execute in the future.

    General Risks and Disclosures

    Start-up investing is risky. Investing in startups is very risky, highly speculative, and should not be made by anyone who cannot afford to lose their entire investment. Unlike an investment in a mature business where there is a track record of revenue and income, the success of a startup or early-stage venture often relies on the development of a new product or service that may or may not find a market. Before investing, you should carefully consider the specific risks and disclosures related to both this offering type and the company which can be found in this company profile and the documents in the data room below.

    Your shares are not easily transferable. You should not plan on being able to readily transfer and/or resell your security. Currently there is no market or liquidity for theseshares and the company does not have any plans to list these shares on an exchange or other secondary market. At some point the company 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 the company either lists their shares on an exchange, is acquired, or goes bankrupt.

    The Company may not pay dividends for the foreseeable future. Unless otherwise specified in the offering documents and subject to state law, you are not entitled to receive any dividends on your interest in the Company. Accordingly, any potential investor who anticipates the need for current dividends or income from an investment should not purchase any of the securities offered on the Site.

    Valuation and capitalization. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private companies, especially startups, is difficult to assess and you may risk overpaying for your investment. In addition, there may be additional classes of equity with rights that are superior to the class of equity being sold.

    You may only receive limited disclosure. While the company must disclose certain information, since the company is at an early-stage they may only be able to provide limited information about its business plan and operations because it does not have fully developed operations or a long history. The company may also only be obligated to file information periodically regarding its business, including financial statements. A publicly listed company, in contrast, is required to file annual and quarterly reports and promptly disclose certain events through continuing disclosure that you can use to evaluate the status of your investment.

    Investment in personnel. An early-stage investment is also an investment in the entrepreneur or management of the company. Being able to execute on the business plan is often an important factor in whether the business is viable and successful. You should be aware that a portion of your investment may fund the compensation of the company's employees, including its management. You should carefully review any disclosure regarding the company's use of proceeds.

    Possibility of fraud. In light of the relative ease with which early-stage companies can raise funds, it may be the case that certain opportunities turn out to be money-losing fraudulent schemes. As with other investments, there is no guarantee that investments will be immune from fraud.

    Lack of professional guidance. Many successful companies partially attribute their early success to the guidance of professional early-stage investors (e.g., angel investors and venture capital firms). These investors often negotiate for seats on the company's board of directors and play an important role through their resources, contacts and experience in assisting early-stage companies in executing on their business plans. An early-stage company may not have the benefit of such professional investors.

    Really Good Boxed Wine's Form C

    The Form C is a document the company must file with the Securities and Exchange Commission, 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.

    Download Really Good Boxed Wine's  Form C

    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 $5 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 securities, 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 Really Good Boxed Wine
    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 Really Good Boxed Wine. Once Really Good Boxed Wine accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to Really Good Boxed Wine in exchange for your securities. At that point, you will be a proud owner in Really Good Boxed Wine.


    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. Your accredited investor status
    5. Social Security Number or passport
    6. ABA bank routing number and checking account number (typically found on a personal check or bank statement) or debit card information, unless paying via a Wire transfer.

    How much can I invest?

    Non-accredited investors are limited in the amount that he or she may invest in a Reg CF offering during any rolling 12-month period:

    • If either the annual income or the net worth of the investor is less than $107,000, the investor is limited to the greater of $2,200 or 5% of the greater of his or her annual income or net worth.
    • If the annual income and net worth of the investor are both greater than $107,000, the investor is limited to 10% of the greater of his or her annual income or net worth, to a maximum of $107,000.

    Separately, Really Good Boxed Wine has set a minimum investment amount of US $1,000.

    Accredited investors do not have any investment limits.


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

    You are a partial owner of the company, you do own securities 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 securities in the future?

    Currently there is no market or liquidity for these securities. Right now Really Good Boxed Wine does not plan to list these securities on a national exchange or another secondary market. At some point Really Good Boxed Wine 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 Really Good Boxed Wine either lists their securities 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 Really Good Boxed Wine'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 Really Good Boxed Wine's Form C. The Form C includes important details about Really Good Boxed Wine'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 prior to the offering end date or an earlier date set by the company. You will be sent a notification at least five business days prior to a closing that is set to occur earlier than the original stated end date giving you an opportunity to cancel your investment if you have 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 securities 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 account's portfolio page by clicking your profile icon in the top right corner.


    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 securities 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 account's portfolio page by clicking your profile icon in the top right corner.