Real McCoy Tea Company
210 E Chestnut Street, Bellingham, WA 98225
Minimum Investment Amount
Convertible Promissory Notes
Type of Equity Converted Into
Class B Non-Voting Common Stock
August 08, 2022
Annual Interest Rate
What is a Convertible Note?
A convertible note offers you the right to receive Class B Non-Voting Common Stock in Real McCoy Tea Company. The amount of Class B Non-Voting Common Stock you will receive in the future will be determined at the next equity round in which the Company raises at least $1,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $20,000,000.00 Valuation Cap or if less, then you will receive a 15.0% discount on the price the new investors are paying. You also receive 8.0% interest per year added to your investment. When the maturity date is reached, if the note has not converted then you are entitled to receive Class B Non-Voting Common Stock equal to your investment and interest back at a price per security determined by dividing the Valuation Cap by the aggregate number of outstanding equity securities of the Company as of immediately prior (on a fully diluted basis).
This offering is being conducted on an expedited basis due to circumstances relating to COVID-19 and pursuant to the SEC’s temporary regulatory COVID-19 relief set out in Regulation Crowdfunding §227.201(z).
In reliance on this relief, financial information certified by the principal executive officer of the issuer has been provided instead of financial statements reviewed by a public accountant that is independent of the issuer, in setting the offering maximum of $250,000.
Expedited closing sooner than 21 days
Further, in reliance on Regulation Crowdfunding §227.303(g)(2) A funding portal that is an intermediary in a transaction involving the offer or sale of securities initiated between May 4, 2020, and February 28, 2021, in reliance on section 4(a)(6) of the Securities Act (15 U.S.C. 77d(a)(6)) by an issuer that is conducting an offering on an expedited basis due to circumstances relating to COVID-19 shall not be required to comply with the requirement in paragraph (e)(3)(i) of this section that a funding portal not direct a transmission of funds earlier than 21 days after the date on which the intermediary makes publicly available on its platform the information required to be provided by the issuer under §§227.201 and 227.203(a).
*Annual Interest Rate subject to adjustment of 10% bonus for StartEngine shareholders. See 10% Bonus below.
First 7 days of campaign - 10% Annual Interest Rate on notes
Next 7 days - 9% Annual Interest Rate on notes
Level 1: $250 - Can growler + 10 trees
Level 2: $500 - cooler backpack ($25/$30) + 20 trees
Level 3: $1,000 – 3 months product + 50 trees + Access to the brewers’ reserve flavor
Level 4: $2,500 – 10% off for life! + 150 trees + Access to Brewers’ reserve flavor
Level 5: $5,000 – Private Cocktail Experience/Mixologist + 250 trees + access to brewers reserve flavor + 9% Annual Interest Rate on notes
Level 6: $10,000 - VIP Experience + 500 trees + access to brewers reserve flavor + 10% Annual Interest Rate on notes
Level 7: $50,000 - VIP Experience + 500 trees + access to brewers reserve flavor + 12% Annual Interest Rate on notes
Level 8: $100,000 - VIP Experience + 500 trees + access to brewers reserve flavor + 15% Annual Interest Rate on notes
*All perks occur when the offering is completed.
The Company will offer 10% additional bonus interest rate for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.
Eligible StartEngine shareholders will receive a 10% increase in the annual interest rate on Convertible Promissory Notes in this Offering. This means your annual interest rate will be 8.8% instead of 8%.
This 10% Bonus is only valid during the investors eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are cancelled or fail.
Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.
Example - The Company might incur Irregular Use of Proceeds that may include but are not limited to the following over $10,000: Vendor payments and salary made to one's self, a friend or relative; Any expense labeled "Administration Expenses" that is not strictly for administrative purposes; Any expense labeled "Travel and Entertainment"; Any expense that is for the purposes of inter-company debt or back payments.
A crowdfunding investment involves risk. You should not invest any funds in this offering unless you can afford to lose your entire investment. In making an investment decision, investors must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved. These securities have not been recommended or approved by any federal or state securities commission or regulatory authority. Furthermore, these authorities have not passed upon the accuracy or adequacy of this document. The U.S. Securities and Exchange Commission does not pass upon the merits of any securities offered or the terms of the offering, nor does it pass upon the accuracy or completeness of any offering document or literature. These securities are offered under an exemption from registration; however, the U.S. Securities and Exchange Commission has not made an independent determination that these securities are exempt from registration.