A Microbrewery Rustik Brü Brewing Company, Inc. “Get Back to Simple”
Transcription
A Microbrewery Rustik Brü Brewing Company, Inc. “Get Back to Simple”
A Microbrewery Rustik Brü Brewing Company, Inc. “Get Back to Simple” C. Bryce Capodieci 135 E Hillview Dr. Morgantown, WV. 26508 Rustik Brü Brewing Company, Inc. 1 Business Plan Table of Contents EXECUTIVE SUMMARY ......................................................................................................... 2 DESCRIPTION OF BUSINESS ................................................................................................. 4 INDUSTRIAL DESCRIPTION .................................................................................................. 8 DISTRIBUTION ....................................................................................................................... 12 LOCATION INFORMATION .................................................................................................. 14 DESCRIPTION OF PRODUCTS/SERVICES ......................................................................... 14 CONSULTANTS/ATTORNEY INFORMATION ................................................................... 16 MANAGEMENT AND OPERATION PLAN .......................................................................... 18 Development Process ......................................................................................................... 18 Division of Time – Number of Days per month ................................................................ 18 Production Process ............................................................................................................. 21 Production .......................................................................................................................... 21 Physical Brewery ............................................................................................................... 22 Equipment .......................................................................................................................... 24 Special requirements .......................................................................................................... 25 Materials ............................................................................................................................ 25 Inventory ............................................................................................................................ 25 Feasibility........................................................................................................................... 26 MARKETING/ADVERTISING PLAN .................................................................................... 27 CUSTOMER PROFILE ............................................................................................................ 29 COMPETITION ........................................................................................................................ 29 FINANCIAL PLAN .................................................................................................................. 30 Startup Cost Analysis......................................................................................................... 31 Revenue Projection ............................................................................................................ 33 Break Even Analysis .......................................................................................................... 34 Cash Flow Analysis ........................................................................................................... 35 PRODUCTION AND GROWTH ............................................................................................. 37 Rustik Brü Five Year Barrel Production............................................................................ 38 Five Year Projected Growth Brewery Comparison ........................................................... 39 Customer Accounts ............................................................................................................ 42 RISK AND EXIT PLAN ........................................................................................................... 43 APPENDIX A - Résumé............................................................................................................ 44 APPENDIX B - Financial Plan.................................................................................................. 41 APPENDIX C - Demographics ................................................................................................. 41 APPENDIX D – Marketing offerings, Associations & References .......................................... 43 APPENDIX E – Legal, License & Tax Research ...................................................................... 43 APPENDIX F – Articles of Operation ...................................................................................... 44 Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 2 Business Plan EXECUTIVE SUMMARY Rustik Brü Brewing Company, Inc. is a new 10 barrel (bbl) distribution brewery located in Morgantown, WV. With a focus to create simple and enjoyable craft beer, our initial craft beer portfolio will include two ales: Auld Adage Ale and Black Forge Ale. As the business grows and brand recognition increases, we will expand the brewing capacity and the number of ales in our brewing arsenal. Rustik Brü is scheduled to begin operations by the end 2013. Morgantown, along with north-central West Virginia, is a diverse cultural community with a growing appetite for finer food and beverages. With the rise of craft beer appreciation in West Virginia, the success of new beer opportunities proves that West Virginia is eager to try new and better beer. The craft beer culture is improving in West Virginia, but compared to many other states, West Virginia is still lagging behind in the number of locally crafted beers. Rustik Brü will solve this void by providing locally crafted ales to bars, clubs, taverns, pubs and restaurants within Morgantown and branch out systematically through selfdistribution. We have letters of intent from several local businesses promising to sell Rustik Brü beers once they become available. The opportunity we have is to capitalize on an emerging market where there are only a few local breweries. We have high quality craft beers that will quench the thirst of craft beer enthusiasts and pique the interest of everyone else. To develop a competitive edge in the West Virginia microbrewery market, Rustik Brü will brew quality beers at all times. We realize the importance of working with our customers to ensure our beer is stored and served in the best quality possible. In addition to quality control measures, Rustik Brü will keep our customers intrigued by providing seasonal beers, small batch series beers, and new releases based on classic styles, but with our own interpretations. The bulk of our business comes from kegged beer sales. New beers will be launched in pairs at about one year intervals with seasonal beers to fill in the gaps. The approach of launching two beers simultaneously helps to ensure we are reaching customers with different style preferences at the same time. The logistics behind launching two beers at the same time is not much more different or more costly as launching one beer. The key to our initial growth is self-distribution. Growing up in the family restaurant business and working as an electrical engineer for 12 years, CEO/President and Head Brewer Bryce Capodieci has the organizational and technical experience to make this business a success. These skills include: quality control and critical path management. With 14 years of homebrewing experience, Bryce is teaming up with assistant brewery Luke Smith who has 17 years of homebrewing experience. Our financial projections show a conservative, yet steady growth year over year where investors can potentially begin to see a return on their investment by the 4th year of operation. Capital reinvestment will occur continuously to grow the business. 1/6th barrel keg sales will be Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 3 Business Plan bulk of our sales until we can build up capital to contract or purchase a bottling line. Selfdistribution is the key to maintaining profitability until we grow large enough where scale of production will offset the 25% loss of profit margin that is expected when using distributors. Many businesses fail due to poor management, poor product quality and undercapitalization. We have the skills and resources to maintain proper management, we have the determination to maintain high quality craft beers, and we have done our homework to ensure we are not undercapitalized. Our break-even analysis reports that it will take three years before we realize a profit. In order to cover the start-up costs and cash flow for three years, we need to raise $400,000. The following chart displays the net sales (along with investor dividends and employee incentive bonuses) after taxes for the first five years of operations. Figure 1 – Total Net Profit after tax plus investor dividends. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 4 Business Plan MISSION STATEMENT “Spend the time to educate what quality craft beer is in its entirety; then deliver high quality, full flavored craft beer, every time.” DESCRIPTION OF BUSINESS Rustik Brü Brewing Company, Inc. is a unique company in that its goal is to not only reinvent simple and full flavored craft brewed beer, but to create a sense of community through craft brewing education, innovation, activities/festivals and community ownership. To help guarantee our success, Rustik Brü Brewing Company is creating a business in several small stages to help ensure our position within the market place. We have many high quality craft beers that are and will be well received in the market place. Our priority is to maintain the highest quality in our beers. The legal purpose of this business is to primarily brew superior craft beer. Other facets of the business are to participate in any lawful business common to the brewing industry. Such business interactions include but are not limited to, the sale of brewery merchandise, brewing business education through classes and seminars, brewery tours, the retail sale of brewing supplies for the home brewing population, books and beer distribution. Roadmap Rustik Brü Brewing Company, a West Virginia C-Corporation is located and headquartered in Morgantown, WV. This is a startup brewing company. We are scheduled to open for business by Spring of 2014. The company is owned and operated by CEO/President and founder Bryce Capodieci. Bryce is the head brewer with 14 years of home brewing experience. Backed by years of family owned restaurant experience, Bryce has hands-on experience with managing daily business operations. With 12 years in the electrical engineering field managing global design teams for multi-million dollar projects, Bryce has the leadership and organization skills for success. Deep seeded passion for brewing, experimentation with beer recipes and brewing education is the fuel that keeps the fire burning with Rustik Brü. Our intention is to start small. The initial brewing capacity for Rustik Brü is 10 barrels (bbl.) for each batch brewed with a monthly brewing capacity of about 40 bbls. We have several local bars and restaurants that have pledged customer support once the brewery begins operation. The number of initial customers that must be obtained to meet our projections will total 19 accounts. We estimate that each account will serve between 2-4 kegs each month. This estimate will help us to maintain inventory while expanding our customer base at a minimum of 6% each month. This equates to at least two new accounts every month. This process is meant to maintain stocked supply chains and to maintain quality product, while we methodically grow our business. It is important that customer satisfaction is always held to a high standard. We are selling a higher quality product, at a higher price, in lower quantity Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 5 Business Plan batches. Once we have a strong understanding of the demand for our products and we can maintain a consistent supply chain, then we will expand our business to new markets. In these small batches, the quality of the beer is easily maintained and monitored. The risk of loss due to inferior quality beer from contamination, the use of stale ingredients is eliminated, and less space is required to maintain operations and storage of raw materials and final product. The two initial brands Rustik Brü will release are Auld Adage Ale™ and Black Forge Ale™. The description of these two beers can be found in section: DESCRIPTION OF PRODUCTS/SERVICES To create a marketing buzz that surrounds the mystique of Rustik Brü, several approaches have been implemented. The intent of creating this buzz about the business was to give Rustik Brü a running start once it does open its doors to the public. The first marketing tool used from the marketing tool box was to create a Rustik Brü Brewing Company Blog. The web address is http://rustikbru.wordpress.com/. This blog provides tips and hints about the brewing industry that can be used for both home brewers and professional brewers. This blog is also a source of news for the creation and progress of the Rustik Brü business as an emerging company. The intent here is to help others learn and possibly realize their dreams in opening a small brewery as well. The number of visitors to the blog is tracked daily via an embedded tracking tool from wordpress.com. Other indirect sources come from comments posted to individual articles or verbal feedback from readers. Facebook is a marketing tool that utilizes viral advertising and social networking to create a buzz about the company. Facebook is one of the most used and popular websites of the internet. By posting activities and news on Facebook, we create an interest and following for the company that helps to build our community culture. The web address for the Facebook page is: http://www.facebook.com/pages/Rustik-Br%C3%BC-Brewing-CompanyLLC/244024128956269. Facebook provides a tracking tool called Insights. This valuable tool helps us track the number of visitors the site attracts and how many people worldwide are possibly exposed to this website via social networking. The results are tracked weekly. The official website for Rustik Brü is www.rustikbru.com. Here we receive visitors who are now searching on Google for our business. Initially, the website provides the basics about the company and what beer will be released. The website offers Rustik Brü clothing and handcrafted leather mugs. Other products will be sold as our business grows. The website will be a resource for various brewing information. We will provide brewing articles from the Rustik Brü blog, a calendar of events to keep our brewing community involved in our activities and processes, a beer finder page to locate the various businesses where our beer can be purchased, and free downloadable software/spreadsheet that will aid home brewers with their brewing systems. We hope to impart and share much of our technical knowledge in brewing to the public and to maintain a continuous learning community. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 6 Business Plan Another valuable tool we will use to promote our business is a self-published eBook that details how a homebrewer can take the next step to becoming a professional brewer. Each step in the business development process will be well detailed. This effort is important to share the knowledge Rustik Brü gains so other future brewers can follow in our footsteps in creating a small scale brewery like ours. We hope to increase the brewing culture by sharing our knowledge. From a revenue standpoint, this will be a residual source of income. There are no immediate plans for large scale bottling of our beer. Although this limits our exposure to costumers, the cost of a bottling system is far too great for our startup company. The capital cost, maintenance costs and labor costs associated with bottling outweigh the benefits and potential revenue initially. Once Rustik Brü is a well-recognized brand name, then we will make the investment into bottling to reach more customers and be able to gain a better profit margin on the beer. We do plan to hand bottle small batches of beer in 22 ounce bottles. These are meant for restaurants or boutique wine/beer shops that do not have draft beer. The distribution brewery building will be modular in construction to allow for future growth. This facility will be the location of the corporate business office as well. The factors that will determine the actual location of the distribution brewery are: ease of access from major highways for distribution, property taxes and commercial zoning laws. We are looking for land owners that will build to suit. We plan to capitalize on an under developed niche marketing idea where craft beer can be brewed for restaurants and bars where they will maintain the naming rights of the beer. We can either collaborate together on a recipe, or sell them a recipe from our recipe arsenal. As an example, Big John’s Bar and Grille wants to sell his own Oatmeal Stout. Since they don’t brew their own beer, Rustik Brü will brew this oatmeal stout to be served solely at Big John’s Bar and Grille. It could be called, Big John’s Oatmeal Stout. Contract brewing is not meant to be a direction of the company, merely an option to consider if we should reach maximum capacity before we are able to expand. There are components of contract brewing that need to be considered. Many of the cost issues involved cannot be accurately determined until negotiations have been completed, but estimations can be made. For now, we will consider that the costs of contract brewing will possibly involve the following: • • • • Cost of using/renting brewing equipment Cost of storage (storing beer with contractor) Cost of ordering ingredients (low volume orders) Cost of storing ingredients (storage costs). As a successful business, we want to be a part of intelligent and responsible business that is green and helps drive local economic growth. We have a plan that will help us maintain sustainable growth while being a concerned company for the environment and the local community. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 7 Business Plan WATER STEWARDSHIP: Water is an invaluable resource used in our brewing and cleaning process. We are committed to protecting this invaluable resource in our brewery operations. With intelligent processes in place, we hope to minimize waste water and to promote water conservation. WASTE AS AN OPPORTUNITY: Our brewing process byproducts are not wastes to dispose of, but resources with a beneficial reuse. We use spent grain as a soil amendment, healthy dog biscuits and feed for local livestock. Any waste that can be recycled will be properly recycled. Such products include paper and plastics. ENERGY EFFICIENCY & RENEWABLES: We strive to be leaders in the craft industry by reducing energy usage and using renewable energy throughout our brewery. We have plans to install solar panels and urban wind mills to help supplement our energy need. All lighting will be controlled by timed motion sensors. If no one is using a room, the lights will turn off automatically. We plan to regularly conduct a series of energy audits to constantly reduce our company’s energy usage. Rain water will be collected, treated and used for cleaning where possible. EMPLOYEE ENGAGEMENT: We know that our employees shape us as a company, so we’ve created a fun and collaborative culture using our own employees’ best ideas for improvements and growth and extend decision making power to all levels. We believe that rewarding our employees financially for such contributions. GIVING BACK: We also support and hope to increase public awareness of the arts, culture, charities and environment through company involvement and/or monetary donations to organizations related to or involved in these organizations. We plan to select a beer each month where a percentage of that beer sold will be donated to a different charity each month. We hope to get local community involvement in helping to choose which charities to support. Our goal is to support local charities first, but regional, national and even global charities will be supported. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 8 Business Plan INDUSTRIAL DESCRIPTION Brewers Association Reports 2011 Mid-Year Growth for U.S. Craft Brewers - Dollar growth up 15% in first six months of 2011; U.S. sees rapid growth in breweries in planning Boulder, CO -- August 8, 2011 - The Brewers Association, the trade association representing the majority of U.S. brewing companies, has released strong mid-year numbers for America's small and independent craft brewers(1). Dollar sales were up 15 percent in the first half of 2011, excluding brewers who left the craft segment in 2010(2). Volume of craft brewed beer sold grew 14 percent for the first six months in 2011, compared to 9 percent growth in the first half of 2010. Barrels sold by craft brewers for the first half of the year are an estimated 5.1 million barrels. Despite many challenges, the mid-year numbers show signs of continued growth for craft breweries. The industry currently provides an estimated 100,000 jobs, contributing significantly to the U.S. economy. "Craft brewers continue to innovate and brew beers of excellent quality," noted Paul Gatza, director of the Brewers Association. "America's beer drinkers are rapidly switching to craft because of the variety of flavors they are discovering. And they are connecting with small and independent craft brewers as companies they choose to support." Figure 2 – Breweries in planning The U.S. now boasts 1,790 breweries—an increase of 165 additional breweries since June 2010. The Brewers Association also tracks breweries in planning as an indicator of potential new entrants into the craft category, and lists 725 breweries in planning today compared to 389 a year ago. Additionally, the count of craft brewers was at 1,740 as of June 30, 2011. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 9 Business Plan "There is a growing interest in establishing new breweries," Gatza added. "It seems like every day we are hearing about a brewery in planning. Will they all make it? No, but many will if they produce high-quality, interesting craft beers and can get them to market through selfdistribution and beer wholesalers and beer retailers." (1) The definition of a craft brewer as stated by the Brewers Association: An American craft brewer is small, independent, and traditional. Small: Annual production of beer less than 6 million barrels. Beer production is attributed to a brewer according to the rules of alternating proprietorships. Flavored malt beverages are not considered beer for purposes of this definition. Independent: Less than 25% of the craft brewery is owned or controlled (or equivalent economic interest) by an alcoholic beverage industry member who is not themselves a craft brewer. Traditional: A brewer who has either an all malt flagship (the beer which represents the greatest volume among that brewers brands) or has at least 50% of its volume in either all malt beers or in beers which use adjuncts to enhance rather than lighten flavor. (2) Three former craft brewing companies left the segment in the second half of 2010 when transitions led them to no longer meet the Brewers Association's definition of independence. Industry facts: • • • • • • • • • • • • Version 1.0 1970’s saw a rebirth in craft brewing and a huge increase in home-brewing for hobbyists. 1980’s micro-breweries and brewpubs start appearing in the industry to provide niche brewing for people who wanted more flavor from their beer. 1990’s gave beer aficionados and beer enthusiasts vast opportunities for full flavored beer of many styles of beer with the explosion of the craft brewing industry. An outside client pays to have their products brewed by a traditional brewery that has the free capacity for hire, or at least is looking for another stream of revenue. Growth of the craft brewing industry in 2009 was 7.2% by volume and 10.3% by dollars compared to growth in 2008 of 5.9% by volume and 10.1% by dollars. Craft brewers sold an estimated 9,115,635 barrels* of beer in 2009, up from 8,501,713 in 2008. Overall, US beer sales were down 2.2% in 2009. Imported beer sales were down 9.8% in 2009, equating to a loss of 2.8 million barrels. The craft brewing sales share in 2009 was 4.3% by volume and 6.9% by dollars. Craft brewer retail dollar value in 2009 was an estimated $6.98 billion, up from $6.32 billion in 2008. 1,595 breweries operated for some or all of 2009, the highest total since before Prohibition. There are three key elements to producing a successful contract brew: a proven, wellbalanced recipe; a skilled, quality-conscious brewery; and outstanding packaging. 5/16/13 Rustik Brü Brewing Company, Inc. 10 Business Plan Figure 3 – Beer is the #3 Beverage Category in the U.S. Figure 4 – Craft beer has the highest growth margin. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 11 Business Plan Figure 5 – Craft beer segment is the pricing leader in the beer industry. Figure 6 – Retailers pay more attention to craft beer Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 12 Business Plan DISTRIBUTION Rustik Brü beers will be self-distributed throughout Monongalia, Marion and Harrison Counties. Once Rustik Brü expands beyond these markets, regional distributors will be selected to carry our beer. The following is a list of State licensed distributors: The American Beer Company HC 71, Box 152-A Meadow Bluff, WV 24977 (304)392-6311 [email protected] McDowell, Mercer, Summers, Monroe, Greenbrier, Nicholas Atomic Distributing 435 Seventh Ave. Huntington, WV 25701 (304)523-7866 [email protected] [email protected] Cabell, Wayne, Lincoln, Mason, Jackson, Portion of Putnam Beverage Distributors PO Box 866 Clarksburg, WV 26301 (304)624-4261 [email protected] Webster, Braxton, Gilmer, Lewis, Doddridge, Harrison, Taylor, Portion of Barbour Blue Ridge Beverage PO Box 864 Morgantown, WV 26507-9864 (304)292-1130 [email protected] Monongalia, Preston Carenbauer Distributing Company 1900 Jacob Street Wheeling, WV 26003 (304)232-3000 [email protected] Ohio and Portion of Marshall Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 13 Business Plan Capitol Beverage Company 60 Pilsner Place Charleston, WV 25312 (304)720-1425 [email protected] Kanawha, Clay, Fayette, Raleigh, Nicholas, Greenbrier, Summers, Monroe, Putnam, Mason, Jackson, Roane, Calhoun, Wirt, Wood, Ritchie, Pleasants, Tyler, Wetzel, Portions of Marshall, Boone, Braxton, Webster, Logan & Mingo Corley Distributing 2 W. Whitestick St., Box 86 Mabscott, WV 25871 (304)252-4561 [email protected] [email protected] Fayette, Greenbrier, Monroe, Raleigh, Summers, Wyoming Eagle Distributing PO Box 7666 Huntington, WV 25778 (304)522-7371 [email protected] Cabell, Wayne, Lincoln Elkins Distributing Company P.O. B550 Elkins, WV 26241 (304)636-3643 [email protected] Randolph, Pocahontas, Upshur, Tucker, Portion of Barbour JC Distributing 501 Wilson Lane, Suite 2 Elkins, WV 26241 (304)637-6600 [email protected] Barbour, Grant, Hardy, Hampshire, Mineral, Pendleton, Pocahontas, Randolph, Tucker, Upshur and Webster J.C. Mensore 134 North Bridge Street New Martinsville, WV 26155 (304)455-1890 [email protected] Tyler, Wetzel, Portion of Marshall Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 14 Business Plan As mentioned previously, our primary distribution channel is self-distribution. Another channel will be allowing consumers to come to the brewery to buy 1/6th barrel and ½ barrel kegs directly from us. We will have specific hours of operation when our doors will be open to the public for direct purchase. Finally, our last distribution channel will be working with the various State licensed distributors, especially when crossing state lines. The reason we want to resist going to distributors initially is that distributors typically work on a 25% gross margin. By self-distributing we will retain this margin, but the added costs of self-distribution must be paid for with the 25% margin we are saving. The larger the area we intend to distribute within, the less profitable it will be to self-distribute. Selling to 20-30 accounts within a 50-60 mile radius is logistically reasonable for self-distribution and can be quite profitable. Much more beyond that range, we will certainly consider using a distributor. LOCATION INFORMATION The corporate office and main brewing facility will be located in Morgantown, WV. The exact location will be found once start up capitol is raised to pay for rent and utilities. In the meantime, the corporate address for Rustik Brü Brewing Company, Inc. is: 135 E Hillview Dr. Morgantown, WV. 26508 The types of properties we are primarily investigating are vacant lots where the property owners are willing to build to suit. For a property to be selected for review, it must meet the following criteria: • Outside of Morgantown city limits to avoid unnecessary taxes and strict code enforcement. • Close proximity to interstate highways for easy transportation. • Access to municipal sewage • Access to natural gas is a plus, but propane tanks can be used as a backup. • Close enough to Morgantown to be considered a Morgantown brewery. • Plenty of space for expansion. • Commercially zoned. The building will be a simple steel building construction. A steel building is a cost effective and simple solution that will keep overhead low and allow for easy future expansion if necessary. We believe a structure with dimensions of 40’ by 60’ is adequate for present space requirements. This space also meets the needs for future growth for the next five years. DESCRIPTION OF PRODUCTS/SERVICES As a distribution brewery, the two initial beers to hit the market will be Auld Adage Ale™ and Black Forge Ale™. These beers will be released simultaneously. The descriptions of these two beers are as follows: Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 15 Business Plan Auld Adage Ale™: 4.5% ABV, 24 IBU, 12 SRM. Artfully crafted, easy drinking and light to medium bodied British inspired ale, Auld Adage is a simple ale that is amazingly tasty. Although this ale is full of flavor with floral hop aroma, you won’t find the strong bitterness common to many American pale ales. Yet you will enjoy a well-balanced amber colored beer that is surprisingly refreshing! Black Forge Ale™: 6.0% ABV, 37 IBU, 40 SRM. Black Forge is a black ale. This is a wonderfully medium-bodied beer that has light caramel notes and possibly a hint of chocolate! What makes this beer special is how well-balanced the malt character makes this beer, without the perception of any lingering bitterness. Once we have doubled our monthly barrel capacity, by year two of operations, we will begin to release other ale styles. Our goal is to maintain a diverse craft beer portfolio. We will release new beers each year, along with seasonal beers, 22 ounce bottled small-batch signature series beers and contracted recipes with local bars and restaurants who want to maintain naming rights to beers we brew for them. We have several formulated and market tested recipes waiting for release once we have the capacity to brew them. We have designed the following recipes: Hefeweizen, American Dunkel, Munich style Helles, Belgian Witbier, Rye-Wheat IPA, Honey Malt Amber ale, Oktoberfest, Pumpkin Ale, Brown Porter and Dry American Stout. We will continuously spend the time to research and develop other styles and variations of current styles for production release. The 22 ounce bottled signature series beers can be an assortment of Pale Ales or IPA’s with varying hops or yeast cultures. We have ideas to make strong ales, sours, and barely wines. We even plan to bottle small batches of the production beers to make them available for small orders for local restaurants and boutique wine/beer shops that do not serve draft beers. We don’t plan for large production bottling until our fifth year of operations. Creating a craft beer brand for local bars or restaurants is an under developed marketing idea we plan to exploit. We will attempt to sell this idea as a package, complete with details describing the costs and contracts. Although the restaurant or bar will maintain their naming rights, we will require recognition that they beer is brewed by Rustik Brü. These beers will be brewed in small one barrel batches for each account. Merchandising is a great way for a company to market their brand name and to bring in additional sources of income. Rustik Brü plans to capitalize on this practice as well. The website will make available to the general public a Rustik Brü apparel line. T-shirts, sweatshirts, hats, and bags with the Rustik Brü logo will be available for purchase. An innovative item for purchase will be rustic leather 22oz mugs. Each mug will be hand crafted. Another innovative recycled product we will sell is dog treats made from spent brewing grains. Some of these treats will be donated to the local dog shelters. This will help in building strong community ties. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 16 Business Plan Other products available to the Rustik Brü fans and customers will include glassware, growlers, bottle openers, and beer taps. An eBook will be available for purchase for any homebrewer or potential entrepreneur who wants to take their brewing skills to the professional level. This book will detail every step in opening a small scale brewery. Once the beer leaves our brewery, we have little control over the quality of the beer while in the customer’s hands. To help control the quality, we plan to clean and purge the beer lines each month when new kegs are delivered. As a service, we can offer to purge and clean other beer lines. We would charge a nominal fee for each line cleaned. CONSULTANTS/ATTORNEY INFORMATION Attorney Information: William F. Kirk – Attorney: contracts, legal assistance, consultant William F. Kirk of Rogers, Townsend & Thomas, PC, in Charlotte, NC, has practiced law since 1999, appearing extensively before state and federal courts of North Carolina, West Virginia and Nevada. He is currently licensed in North Carolina, West Virginia, Maryland, Nevada and California. His experience includes real estate title litigation and creditor’s rights, employment law, construction law, and criminal defense. Mr. Kirk is also an experienced transactional attorney for real estate acquisitions and sales, secured interests, corporate formation and governance, and securitization of mortgage backed securities. In recent years, Mr. Kirk has concentrated his practice litigating on behalf of financial institutions and title insurance companies. He has prosecuted hundreds of reformation and quiet title actions to resolve real estate title issues. He is also experienced with all aspects of non-judicial and judicial foreclosure actions, appeals and deficiency actions. The following are consultants/advisors to Rustik Brü: Adriane Katona – Accounting advisor Adriane Katona began her accounting career in 2005 by working for Swisher Hygiene. She manages accounting operations totaling 4.5 million dollars for both the Houston & Austin locations. She also trained with H&R Block and became a certified tax preparer with a focus in individual returns in 2006. She has worked in positions where she was the financial manager and bookkeeper. As of April 2009, she took a position as the financial manager for a corporation with 9 retail outlets. She handles approximately three million in sales annually. Her expertise in accounting focuses on managing companies that are extremely cash challenged. This task requires a close eye on costs, diligence with accounts receivable and impeccable forecasting abilities in order to maintain operations. Bill Caruso – Business and process engineering consultant Bill Caruso concentrates his expertise in the areas of process design and analysis to ensure quality control and continuous process improvement for all aspects of Rustik Brü. He currently holds two Master’s degrees in the field and is considered a thought leader for process improvement zealots Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 17 Business Plan across the world. He is a certified Lean Six Sigma Master Black Belt and is recognized as a Business Process Reengineering Master by the late Dr. Michael Hammer of MIT. Bill’s innovative approach and constant focus on business process improvement have helped many in the commercial and government sectors increase efficiency and boost profits. He is responsible for 100s of millions in savings across the Department of Defense and was recently recognized by the US Air Force for his outstanding support and contributions focused on the future state processes of Air Force Acquisitions. Kelley Jones – Safety Engineer consultant Kelley C. Jones of First Energy has expertise in the Code of Federal Regulations 1926 OSHA Construction and 1910 OSHA General Industry. His concentration is currently in the electric utility industry which encompasses both construction and general industry safety. Past experience includes Risk Engineering that included the evaluation of the safety programs and the monthly inspections of large market accounts in the construction industry. His experience has included safety in: Municipalities, military installations, military contractors, and heavy industry. He earned a Master of Science in Safety Management from West Virginia University and continues to advance his career through merger requirements for employees in a newly merged company. Bill Kirk – Water treatment systems As director of Reliance Laboratories, Inc. in West Virginia, Bill Kirk oversees two facilities offering environmental analytical services for clients in Bridgeport and Martinsburg. The main site is in Bridgeport. Both sites offer water, wastewater, soils and hazardous material testing services, among others, for clients ranging from local government regulatory bodies to commercial operations. Established in 1977, the Bridgeport site is manned by a staff of up to 15 to run the 6000-square-foot laboratory. About 180 miles away, the Martinsburg branch is a 3000-foot facility with a staff of five and has been in operation since 1992. On average, between 300 and 500 samples a day, pass through the labs. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 18 Business Plan MANAGEMENT AND OPERATION PLAN Development Process C. Bryce Capodieci is the founder, CEO/President and head brewer for Rustik Brü Brewing Company. Bryce and Assistant Brewer, Luke Smith, will have the responsibility for brewing the craft beer. As CEO, Bryce will manage the daily routines of the brewing process. Such duties include: • Employee scheduling • Inventory management and procurement • Brewing process data logging • Equipment cleaning and sanitation • Yeast collection, storage and propagation • Servicing sales accounts • Recipe development and testing • Instrument calibration • Quality process management • Marketing and Advertising management • Intern and new employee training Division of Time – Number of Days per month 3 1 5 10 3 20 20 Brewing Sales Distribution Advertising Festivals Meetings Research Figure 7 – Division of Time Managing the Business Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 19 Business Plan The services of Mark Kiger, CPA have been employed to oversee the daily cash flow, payroll, benefits, financial statement reporting and any other accounting needs for the company. Currently, the two recipes planned for initial release (Auld Adage Ale™ and Black Forge Ale™) have been formulated and repeatedly brewed with reliable consistency. Along with the creation of the first two recipes, a marketing plan and sales plan have been created. We have a marketing director who will handle the implementation of these plans. Kevin Hamric, Director of Marketing and Sales, has a marketing and public relations background. His applicable knowledge of these fields is a huge benefit to Rustik Brü. Kevin has a love and passion for the brewing industry. Strong values, work ethic and knowledge make Kevin a great fit and the right choice for Rustik Brü. A water treatment filtration/process will be installed to help keep a consistent and clean water profile. The brewery is designed to ensure the complete brewing process can be completed by a single person with safety considerations. Industry Association Membership There are two industry related organizations that C. Bryce Capodieci is a current member. These organizations are the American Homebrewers Association (AHA) and the Brewers Association (BA). The BA provides market information about the beer industry, provides updates on new laws that affect the brewing industry and provides various online tools that help any business member. Bryce Capodieci is participating in the foundation of West Virginia’s first brewer’s guild. The mission of this brewer’s guild, the West Virginia Craft Brewer’s Guild (WVCBG) to promote WV breweries, create an open line of communication between brewers, to be an advocate for more modern beer laws, to build a community of brewers, advance their common interests and to promote the quality and value of their beers. Suppliers The cost of raw materials dramatically decreases as quantities purchased increases. There are several suppliers that service the brewing industry. To get the best industry pricing, a pallet’s worth of products must be ordered. Before any new products are purchased from a supplier, each product must pass through a qualification process. Once a product meets the following guidelines, it can be considered a quality product for future purchases. Future audits may be necessary to ensure the quality and pricing are maintained. 1. Prices for products must be compared between three similar suppliers. Although price is a driving force for profitability, quality of products will be the final determining factor in a purchase. 2. All products used in any recipe must be available from three separate suppliers. This will maintain a steady supply chain. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 20 Business Plan 3. Products bought from suppliers must have identical substitutions between the other suppliers. 4. All products must meet industry quality standards. 5. For raw products, suppliers must provide batch analysis reports. Quality Control Rustik Brü will implement the six sigma quality control process to ensure our customers always have consistent, quality beers at all times. • • • • • Define the problem. Measure key aspects of the current process and collect relevant data. Analyze the data to investigate and verify cause-and-effect relationships, determine what the relationships are, and attempt to ensure that all factors have been considered. Then seek out root cause of the defect under investigation. Improve and optimize the current process based on data analysis techniques. Control the process to ensure that any deviations from the target are corrected before they result in defects. We believe that business efficiencies also promote quality. The following practices will help to make our business cost effective and efficient. • • • • • Minimize out of stock Improve product freshness and warehouse efficiencies Maximize warehouse space utilization Provide cash flow efficiencies Capitalize on peak sales weeks The brewing quality control process starts with inspecting all incoming raw ingredients. This includes the malt, hops, yeast, water and any other ingredients used in the beer recipes. The tap water of Morgantown is taken from the Mon River. The chemistry of this water can vary drastically throughout the year. To maintain consistency in our beer, we have opted to filter and purify the water. Then the necessary water salts will be added back into the water as each recipe requires. This water will be tested monthly to make sure the filtration process is working as desired. Next, proper storage of these raw ingredients is very important. The humidity levels, temperature, and exposure to sun light are all factors to be considered for proper storage of the raw ingredients. By maintaining low humidity storage rooms free of insects and rodents, the life and freshness of these items will be extended. Room ambient temperatures of 60 ° F that do not have drastic temperature swings and void of direct sunlight will also extend the life of the raw ingredients. The yeast must be stored in refrigerators. Care must be taken to properly clean and sanitize all equipment and storage vessels to ensure yeast is not cross contaminated or off-flavor bacteria and wild yeast do not infect the beer. All raw ingredients must be properly dated and Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 21 Business Plan labeled. The FIFO (First In – First Out) process will be employed to ensure the freshness of all ingredients. Finally, all batches of beer will be sampled and graded for quality and consistency. If a batch of beer does not meet these standards, it will be analyzed for possible improvements. If steps cannot be made to allow the beer to meet our standards, it will be destroyed. Each keg will be weighed to make sure it has the proper fill of beer. The weights for Auld Adage and Black Forge in the different keg sizes are: Beer Auld Adage Auld Adage Black Forge Black Forge Keg Size 1/6 barrel – 5 gallons 1/2 barrel – 15.5 gallons 1/6 barrel – 5 gallons 1/2 barrel – 15.5 gallons Weight 55 lbs. 150 lbs. 55 lbs. 150 lbs. Table 1 – Keg gross weights Production Process Production With the initial setup of two 10 bbl fermenters, we can potentially brew up to four times a month. The brewing process can last between 8-10 hours per brew day. The brewing process will start with the heating of the hot liquor. Once the Hot Liquor Tank (HLT) has reached the necessary temperature, the malt will be milled and transferred to the mash tun as the hot liquor is transferred to the mash tun at the same time. This will help avoid clumping. The mashing process will take one hour to complete. Next, the malt will be sparged and the wort collected will be transferred to the kettle and the hop schedule is followed per recipe. Depending on the recipe, the boil process will take 60-90 minutes. While the wort is boiling, the spent grains will be shoveled out of the mash tun into storage bins that will be placed outside and wait for a local farmer to remove. When the boil has completed, the wort will be quickly cooled using a heat transfer system and then ultimately pumped into a fermenter. If the fermenter is a 20 bbl vessel, the brewing process will repeat a second time. After the yeast is pitched, the fermentation cycle will last between 7 to 10 days. Before fermentation has completed, the viable yeast will be harvested from the bottom of the fermentation vessel to be reused for the next batch. The yeast can be stored for a couple of weeks and propagated if necessary to meet the viability and pitching rate requirements that meet quality standards. Tests will be performed on each batch of yeast in the lab. All test data will be logged. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 22 Business Plan Flow charts will be available at all times for inspection. These bound, hardcopy guidelines will be in accessible locations to employees and inspectors if necessary. The flow charts will serve as guidelines for processes such as: • • • • • Overall brewing process and procedures Yeast handling Waste removal Cleaning and Sanitation Keg cleaning/filling station Once the beer has completed the fermentation cycle, it will be kegged directly from the fermenters. At this point each of the beers will be carbonated to the appropriate CO2 volume and then sent to cold storage for a minimum of two weeks before they are available for distribution. Kegs stored in cold storage will be placed on 4’x4’ pallets and double stacked with a hydraulic fork lift. Kegs of the same dimensions will be placed on pallets together. The following is a reference for how many kegs can be stored on a standard pallet. • • 15.5 gallon kegs will stack 8 per 4’x4’ pallet 5 gallon kegs will stack 25 on 4’x4’ pallet 10 barrels equals 310 gallons. From the 310 gallons, 62 1/6th barrel kegs, also known as 5 gallon Sanke kegs, can be filled. These particular sized kegs will only be available for initial distribution until demand for our beer increases. Then 1/2 barrel Sanke kegs will be purchased and then distributed in addition to the 1/6 barrel Sanke kegs. The estimated wholesale pricing of the kegs to be sold are listed in the following table. Capacity 1/6 barrel – 5 gallons Auld Adage 1/6 barrel – 5 gallons Black Forge 1/2 barrel – 15.5 gallons Auld Adage 1/2 barrel – 15.5 gallons Black Forge Table 2 – Wholesale keg pricing Wholesale Price $59.99 $69.99 $139.99 $149.99 Note: These wholesale prices are price matched with other West Virginia craft breweries of the same keg capacity. Physical Brewery For effective brewery operations at our initial brewing capacity, floor plan dimensions should be approximately 40’ by 60’. The below diagram is a possible floor plan: Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 23 Business Plan Figure 8 – Brewery Floor Plan Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 24 Business Plan Equipment Items Capital Equipment Kegs, 1/6 bbl 10 bbl brewhouse (mash tun/kettle/control) Air Compressor Auger/Conveyor - 2 hp motor CIP-100 trolley Cold Liquor Tank 20 bbl Fermenter, 10 bbl Filter, beer Fork lift Glycol coolant system Grain mill Keg cleaning/filling station PLC, Siemens Steam boiler 840,000 BTU /hr max Cold Storage Room Cold Storage Room Installation Charges Brewhouse Installation charges Brewing Consultant/Installation Supervision Contractor fees Steam boiler, installation CO2 Tank Propane Tank, 1000 gal tank w/ 800 lb installed Miscellaneous Water Filtration system Alarm system, building security Brewers Bond Cellar equipment: Pump, hoses, misc. Fees, Legal aid for TTB application Sanitizer and acid wash supplies Starting inventory: grains, hops, & yeast WVABCC Beer License Shipping costs Brewhouse Shipping costs Quantity Cost per unit 240 1 1 1 1 1 2 1 1 1 1 1 1 1 $46.00 $78,500.00 $500.00 $1,000.00 $5,400.00 $1,000.00 $8,750.00 $500.00 $5,000.00 $16,500.00 $925.00 $1,000.00 $12,500.00 $15,000.00 1 $15,000.00 1 1 1 1 1 1 $6,500.00 $6,500.00 $10,000.00 $2,000.00 $175.00 $2,000.00 1 1 1 1 1 1 1 1 $1,000.00 $2,250.00 $1,000.00 $3,000.00 $3,000.00 $500.00 $3,000.00 $1,500.00 1 $5,000.00 SUBTOTAL TOTAL LEASED VALUE TOTAL ESTIMATED START-UP CAPITAL Total Cost $166,365.00 $11,040.00 $78,500.00 $500.00 $1,000.00 $5,400.00 $1,000.00 $17,500.00 $500.00 $5,000.00 $16,500.00 $925.00 $1,000.00 $12,500.00 $15,000.00 $15,000.00 $15,000.00 $27,175.00 $6,500.00 $6,500.00 $10,000.00 $2,000.00 $175.00 $2,000.00 $15,250.00 $1,000.00 $2,250.00 $1,000.00 $3,000.00 $3,000.00 $500.00 $3,000.00 $1,500.00 $5,000.00 $5,000.00 $228,790.00 $228,790.00 Table 3 – Brewery equipment list and miscellaneous items required for startup. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 25 Business Plan Special requirements Before the brewery is assembled, Rustik Brü will be working with various organizations and departments to ensure all laws and codes are properly met. • • • • • Morgantown Utility Board (MUB) will be contacted. To be an environmentally sound company, we need to understand how to reduce caustic cleaning solution in the sewage system. Such waste can be taxing the current water treatment infrastructure. Monongalia County Planning Commission will be contacted to ensure we abide by all zone laws and ordinances for a manufacturing facility. Morgantown Health Department will be contact to ensure the design and functionality of the brewery meets the State’s health code. Fire Marshall will be contacted to ensure the fire alarm/system meets code. The kettle system must be inspected as well since it is a gas fired system open used for boiling liquids West Virginia Department of Health and Human Resources/ Off of Environmental Health Services will be contacted with a floor plan and process flowcharts for a pre-inspection. This is a new department created to monitor businesses that are in the food and beverage industry. Representatives will conduct yearly audits. Materials Malt – Malt can be purchased from several different distributors. Although most maltsters make the same malts, it is important to know that these malts do vary in color and taste due to differences in malting techniques. Care must be taken when making substitutions between two different malt companies. Here are a few of the industry standard suppliers: • Great Western Malting • North American Distributors • Mid-Atlantic Brewing Company Yeast - There are two main yeast suppliers within the USA. Both make various styles and are easily substituted between the two companies. • White Labs • Wyeast Hops – Hops are purchased through wholesalers. We will purchase pelletized hops. • Hop Union • Yakima Hops Inventory Brewing software will be used to track raw material inventory. The software will deduct what ingredients are used and in what quantities. These numbers will be deducted from the amount maintained in inventory and a report will be generated when raw ingredients need to be ordered. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 26 Business Plan For equipment, office inventory and cleaning products, an Excel spreadsheet will be used to maintain those inventories. Reports can be generated monthly from these spreadsheets that will help maintain our cash flow reports. Feasibility Rustik Brü has been working on recipe formulation for Auld Adage Ale and Black Forge Ale for several months. Both beers have been market tested. Both have been well received. Market survey cards have been provided when each beer has been sampled and the feedback is very informative. We feel we have sampled a fair demographic sampling of Morgantown, WV. To ensure quality products, our process is tested and evaluated at every step of the brewing process, for every brewing session. The malt, hops, water, and yeast all go through our rigorous quality control process. This process includes visual inspection of each raw ingredient before it is used. We employ the First In, First Out (FIFO) method of quality inventory control. Other raw ingredient quality control measures include tasting, smelling, and physically handling the material. Any sign of age or spoilage and the ingredients are properly discarded. During the mash step, measurements are taken, recorded and compared to previous batches. Although there is room for minor data fluctuations, this information will be a great indicator of any possible problems. The beer is taste tested during the fermentation and conditioning phases to make sure the beer is developing properly. Then finally, before the beer leaves the brewery for distribution, 1% of the kegs are randomly selected for taste evaluation. If the product does not meet our high standards, we first attempt to save the beer or destroy it if necessary. If any of these kegs fail our 1% random selection, then 5% more are selected to make sure the low quality beer is contained. Sometimes additional cold conditioning will solve some issues. But if there are apparent defects in the beer, the beer must be discarded. From time to time, samples of the brewing water and the finished beer will be sent to laboratories for analytical testing. We will use this information as a guideline to ensure we are maintaining our high standards and are making proper adjustments from year to year to keep our product consistent. Nature is inconsistent each year. So the malt and hops will vary. It is up to us to know these changes and adapt them to the brewing process to maintain a consistent beer year after year. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 27 Business Plan MARKETING/ADVERTISING PLAN In the Financial Projections, we have a budget of $3000 for the first year of operation, this budget increases each year to allow more advertising in different markets around West Virginia. Other than traditional paid advertising, we will take advantage of the following marketing and advertising tools that are either free or relatively low cost items. • • Engaging the public via social media, such as electronic newsletters, Facebook and YouTube. o Pictures of the brewing process o Blogs o Stories of mistakes and mishaps o Stories of success and news articles o News of seasonal beers and new merchandise. o Funny short videos o New accounts with links to their website – this increases our partnership with our business customers. Point of Sale items (POS): o Coasters o Bottle openers o Table tents o Stickers Rustik Brü has a marketing plan that takes advantage of the digital age by utilizing social networks, blogging, and viral marketing. Facebook and YouTube will be the main source of social networking. Other traditional tools to aid in marketing the Rustik Brü brand will be billboard, radio, magazine and newspaper advertisements. Two local radio stations servicing the Morgantown area are WCLG and WVAQ. Two local newspapers where advertisements can be made are the Dominion Post and West Virginia University’s own publication: the Daily Athenaeum. By following our company values and always selling the highest quality beer, we hope ‘word of mouth’ will be our strongest marketing tool by building a strong reputation for our company. To help get our product’s image to the marketplace, we plan to attend all statewide fairs and festivals, where beer is served. When expanding to new accounts such restaurants and bars, our intention is to give out samples to the customers of these new accounts to promote our brands. “Marketing is less about what your product is or does; it is more about what it stands for.” The following is a checklist to ensure that any new marketing campaign, advertisement, or business practice follows our core company value system. Values • Honesty – Proper and ethical business practices at all times. • Dependability – Never disappoint our customers with poor customer service. Their needs always come first. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 28 Business Plan • • • Quality – Produce a high quality product at all times. Always improving – constant process audits and continual education within the business and brewing industry. Our business is a family - Do what is in the best interest of the family (employees/investors) and local community. Philosophy • This is what WE do. We want everyone involved with Rustik Brü or employed by Rustik Brü to think of the company as their company. We are a team. • Take pride in our company. • Beer before money – If our beer is past its shelf life or does not meet our quality standards, this beer will never be served. Either the beer will be bought back from our accounts or it will be destroyed before reaching our customer accounts. Mission • To become a brewery that has a profound effect on the brewing industry. • We are here to learn and teach about the brewing industry. • To grow as a green business and to be a major influence in the community. • To have fun. Branding • Remain faithful to our personal standards and to the core of our brand identity and/or theme • “Reinventing simple and enjoyable craft beer.” • Consider each of our products to determine how effectively they reflect our company’s mission statement. • Our product is sound and enduring – not based on unsubstantiated theories or fads. Sales • Higher quality craft beer, produced at a lower volumes and sold at a higher price. Research and Development • Surveys, feedback, comment cards, website comments to change recipes or to engineer different beer styles that the public wants. • Receiving and acting on employee and customer input. Using this information to make a better product or to improve on company processes. Innovation • Encourage employees to design and improve their daily work environment to be put to use within the company. Reward these employees with monetary bonuses. • Design and invent new products to be sold online. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 29 Business Plan Social and Ecological Ramification • Is our company going to affect our friends, family, and community in a positive way? • Can we improve our working and social environment? • What affects to we have on the natural environment and can we make improvements? • Be a green company, using sustainable practices such as recycling, wind/solar power and charities. Trends • Trends will last, fads will fade. • It’s not that we should necessarily follow trends, but we should pay attention to them and possibly adapt those trends to our business model. Motto • “Get back to simple.” CUSTOMER PROFILE There are no immediate plans to bottle our beer. So our initial targeted customers are the bars and restaurants of Morgantown, WV who serve draft beer. Initially, our focus will be on the locations where craft beer or imported beer is prominently purchased and enjoyed by their respective patrons. Through current marketing, we already have several bars and restaurants within Morgantown that have a strong interest in selling our beer. Morgantown has a moderately sized and diverse population. With the large selection of cuisine throughout the city, superior crafted beer is well received. The understanding and awareness of pairing great beer with great food is steadily growing. With the accessibility of many new craft beers and imported beers within Morgantown that are regularly consumed, the groundwork for a new craft beer is already laid out. COMPETITION The local competition for crafted beer within West Virginia is among the following breweries: Current Breweries: Bridge Brew Works (Fayetteville) Chestnut Brew Works (Morgantown) Mountain State Brewing Company (Thomas) Current Brewpubs: Blackwater Brewing Company (Davis) Charleston Brewing Company (Charleston) Morgantown Brewing Company (Morgantown) North End Tavern (Parkersburg) Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 30 Business Plan Breweries in Planning: Big Timber Brewing (Elkins) Brewstel (Elkins) Greenbriar Valley Brewing Company (Lewisburg) The Nook (Fairmont) Rustik Brü Brewing Company (Morgantown) Although these businesses are technically our competitors, the Brewer’s Association along with various industry blogs, have documented that in most craft brewing markets, several craft breweries located in the same small geographic area are actually beneficial to the growth and success of each brewery. Instead of thinking of these breweries as competition, we plan to work with them to help promote the craft brewing industry. Such a progressive way of thinking will allow us to all benefit together. FINANCIAL PLAN We have spent the last 1.5 years researching the market and compiling the exhaustive financial projections. It is true when current brewery owners advise, “Whatever cost you think you have for the brewery, multiply that number by three.” We originally thought we could put together this brewery for $100,000. Due to our intensive cost analysis, we now see $400,000 is the minimum amount of capital to safely and intelligently start and operate a 10 bbl distribution brewery. Our goal to raise the necessary startup capital is primarily through private investors. We have contingency plans if we fall short of the $400,000. The subscription agreement states that a minimum of $300,000 worth of shares must be sold by August 31, 2013 before we can move forward with this business venture. If we only raise $300,000, we can borrow up to $100,000 from two micro lending companies located in Washington, Pa. Another loan possibility will be SBA sponsored loans. We want local investor money first to give friends of Rustik Brü a sense of belonging, community pride and the greatest share value possible. However, there are other financial options as well. These are possible solutions only to be considered if we can’t raise a minimum $300,000 from local investors. o Redevelopment funds – contact Morgantown. o Grow America fund – works with cities to loan to businesses o Cloud funding – internet donations and small angel investors. The following financial information is a summary of the data collected and calculated for quick and easy analysis. For a complete report of the data, please find separate Excel spreadsheet: Financial_Projections-Rustik Brü.xls. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 31 Business Plan Startup Cost Analysis Items Capital Equipment Kegs, 1/6 bbl 10 bbl brewhouse (mash tun/kettle/control) Air Compressor Auger/Conveyor - 2 hp motor CIP-100 trolley Cold Liquor Tank 20 bbl Fermenter, 10 bbl Filter, beer Fork lift Glycol coolant system Grain mill Keg cleaning/filling station PLC, Siemens Steam boiler 840,000 BTU /hr max Cold Storage Room Cold Storage Room Installation Charges Brewhouse Installation charges Brewing Consultant/Installation Supervision Contractor fees Steam boiler, installation CO2 Tank Propane Tank, 1000 gal tank w/ 800 lb installed Miscellaneous Water Filtration system Alarm system, building security Brewers Bond Cellar equipment: Pump, hoses, misc. Fees, Legal aid for TTB application Sanitizer and acid wash supplies Starting inventory: grains, hops, & yeast WVABCC Beer License Shipping costs Brewhouse Shipping costs SUBTOTAL TOTAL LEASED VALUE START-UP CAPITAL/EXPENSES Working Capital TOTAL START-UP CAPITAL REQUIRED Quantity Cost per unit Total Cost Leased items $166,365 240 1 1 1 1 1 2 1 1 1 1 1 1 1 $46.00 $78,500.00 $500.00 $1,000.00 $5,400.00 $1,000.00 $8,750.00 $500.00 $5,000.00 $16,500.00 $925.00 $1,000.00 $12,500.00 $15,000.00 1 $15,000.00 1 1 1 1 1 1 $6,500.00 $6,500.00 $10,000.00 $2,000.00 $175.00 $2,000.00 1 1 1 1 1 1 1 1 $1,000.00 $2,250.00 $1,000.00 $3,000.00 $3,000.00 $500.00 $3,000.00 $1,500.00 1 $5,000.00 $11,040.00 $78,500.00 $500.00 $1,000.00 $5,400.00 $1,000.00 $17,500.00 $500.00 $5,000.00 $16,500.00 $925.00 $1,000.00 $12,500.00 $15,000.00 $15,000.00 $15,000.00 $27,175.00 $6,500.00 $6,500.00 $10,000.00 $2,000.00 $175.00 $2,000.00 $15,250.00 $1,000.00 $2,250.00 $1,000.00 $3,000.00 $3,000.00 $500.00 $3,000.00 $1,500.00 $5,000.00 $5,000.00 $228,790 $0.00 $228,790 $171,210 $400,000 Table 4 – Startup Cost Allocation Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 32 Business Plan Figure 9 - Startup Cost Allocation Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 33 Business Plan Revenue Projection Net Sales Growth YR/YR 0.0% Net Sales Growth YR/YR 44% Net Sales Growth YR/YR 46.8% Net Sales Growth YR/YR 34.4% Net Sales Growth YR/YR 44.2% Auld Adage 1/6 bbl pricing Black Forge 1/6 bbl pricing 2014 $59.99 $69.99 2015 $59.99 $69.99 2016 $62.99 $73.49 2017 $53.59 $62.49 2018 $53.59 $62.49 Investor Dividend Percentage Investor Dividend 0% $0.00 0% $0.00 0% $0.00 4% $9,169.67 6% $43,092.19 $77,186.13 $239.88 $479.88 $183.77 $299.88 $138,615.19 $239.88 $479.88 $191.76 $299.88 $261,381.54 $239.88 $479.88 $191.76 $299.88 $399,247.82 $239.88 $479.88 $191.76 $299.88 $716,991.72 $239.88 $479.88 $191.76 $299.88 $1,593,422.39 $1,199.40 $2,399.40 $950.81 $1,499.40 $78,389.54 $139,826.59 $262,592.94 $400,459.22 $718,203.12 $1,599,471.40 $36,040.42 $64.20 $338.40 $26.68 $922.80 $42,574.53 $64.20 $338.40 $27.84 $922.80 $71,512.02 $64.20 $338.40 $27.84 $922.80 $118,276.90 $64.20 $338.40 $27.84 $1,845.60 $196,204.28 $64.20 $338.40 $27.84 $1,845.60 $464,608.15 $321.00 $1,692.00 $138.05 $6,459.60 Total Cost of Goods Manufactured 125,669.02 153,135.01 171,387.85 232,338.34 380,805.40 $1,063,335.62 Overhead Expenses: Profit/Loss from Operations Provision for Income Tax Net Profit $161,709.44 -$83,319.91 $0.00 -$83,319.91 $195,709.54 -$55,882.94 $0.00 -$55,882.94 $242,899.87 $19,693.07 $4,332.48 $15,360.60 $350,615.24 $49,843.97 $10,965.67 $38,878.30 $577,009.68 $141,193.44 $64,948.98 $76,244.46 $1,527,943.77 $71,527.63 $80,247.13 0.0% 0.0% 5.8% 9.7% 10.6% $41,145.70 $175.68 $141.48 $157.09 -$622.92 $96,040.67 $175.68 $141.48 $163.92 -$622.92 $189,869.52 $175.68 $141.48 $163.92 -$622.92 $280,970.92 $175.68 $141.48 $163.92 -$1,545.72 $520,787.44 $175.68 $141.48 $163.92 -$1,545.72 5 Year Profit/Loss Beer T-shirts Leather Mugs Brü Bones - Dog Treats Tap Handles Gross Sales Total Cost of Goods Total Cost of Goods Total Cost of Goods Total Cost of Goods Total Cost of Goods Sold (beer) Sold (T-shirts) Sold (Mugs) Sold (Brü Bones) Sold (Tap Handles) Gross Profit % Product Margin Beer ($) Product Margin T-shirts ($) Product Margin Leather Mug ($) Product Margin Brü Bones ($) Product Margin Tap Handles ($) 5 Yr Total $1,128,814.24 $878.40 $707.40 $812.76 -$4,960.20 Table 5 – Revenue Projection for 5 years Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 34 Business Plan Figure 10 – Total Net Profit Break Even Analysis Figure 11 – Break Even Analysis Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 35 Business Plan Cash Flow Analysis Figure 12 - Cash Flow for Year 1 Figure 12a – Capital Purchases for Year 1 Figure 13 – Cashflow for Year 2 Figure 13a – Capital Purchases for Year 2 Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 36 Business Plan Figure 14 – Cash Flow for Year 3 Figure 14a – Capital Purchases for Year 3 Figure 15 – Cash Flow for Year 4 Figure 15a – Capital Purchases for Year 4 Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 37 Business Plan Figure 16 – Cash Flow for Year 5 Figure 16a – Capital Purchases for Year 5 PRODUCTION AND GROWTH Figure 17 – Net Sales vs. Capital Reinvestment and bbl Capacity Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 38 Business Plan Rustik Brü Five Year Barrel Production Figure 18 – Rustik Brü Barrel Production Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 39 Business Plan Five Year Projected Growth Brewery Comparison Figure 19 – WV Competition Barrel Production Figure 20 – Sierra Nevada Brewing Company in their first five years of operation. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 40 Business Plan Figure 21 – Stone Brewing Company barrel growth over 17 years. Figure 21a – Stone Brewing Company in their first five years of operation. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 41 Business Plan Figure 22 – Bridge Brew Work barrel production, actual bbls compared to our conservative calculations. Figure 23 – Mountain State Brewing barrel production, actual bbls compared to our conservative calculations. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 42 Business Plan Customer Accounts Figure 24 – Number of Customer Account needed to meet our calculated projections Note: As of April 2013, Morgantown has a total of 180 local businesses that are licensed from the WVABC. The accounts could potentially be draft beer customers. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 43 Business Plan RISK AND EXIT PLAN Our company should be able to see within the first two years of business, whether our business will be on the path to success or failure. If we raise the necessary $400,000 startup capital, we believe we will have enough cash flow required to keep the company operating under the negative net sales for the first three years. We have markers on the cash flow charts that will indicate downward trends that will warn us of impending cash flow problems. If this does occur, we can apply for small business loans to keep the business operational. There are some risks involved in this business that are difficult to organize proper preparations. Such risks are: Untimely death of Bryce Capodieci State or Federal legislation on beer production and distribution. Sharp price increases on fuel and raw materials Fire, flooding or other catastrophic damage to the property. Although Rustik Brü Brewing Company is planning for success, we are prepared for failure. In the event our business is not successful in tomorrow’s market place, we have plans to intelligently exit the market and close for business. • • • • • • • Version 1.0 Building lease agreement will have an exit clause to break the lease agreement should the business fail. IRS, Federal and State governments will be notified of the close of business. Any raw materials left on hand will be sold to local homebrewers to recoup all raw material costs. In the event of the untimely demise of Bryce Capodieci, a life insurance policy of $200,000 will be used to settle any company debts. Capital equipment will be sold at fair market value to recoup some of the investment costs Investors will be paid back their investments with all remaining liquid capital. Equipment will be sold or auctioned off. Investors will get the first shot at the money. 5/16/13 Rustik Brü Brewing Company, Inc. 44 Business Plan APPENDIX A - Résumé C. Bryce Capodieci 135 E Hillview Dr. Morgantown, WV. 26508 Mobile: (978)-204-5138 E-mail [email protected] ________________________________________________________________________ PROFILE: Working as a design engineer in the electrical engineering field for 12 years, I decided to take my homebrew hobby and passion to the professional level. Drawing from years of professional experience in team management, project organization and planning, and customer interaction, I felt I had the necessary skills to embark on a new business in the form of a distribution brewery. I am also drawing on experience from years of participating in several family owned restaurant businesses. AREAS OF EXPERTISE: • • • • • Managing project development teams Frequent customer interaction Quality, process and revenue improvements Critical path management Quality control management • • • • • Safety and Compliance management Vendor and materials management Estimating project and labor cost Documentation and database management Organization and schedule management BREWING EXPERIENCE: • • • • • • • • Version 1.0 14 years of homebrewing history 3 years of all-grain craft beer recipe formulation Designing and building homebrewing equipment. Winner of MASH Iron Brewer Contests 2011 and 2012 Winner of MASH AHA Big Brew Contest 2011 Completed BJCP exam preparation course 2012 Participates as a head judged per BJCP guidelines for the annual Coal Country Brewer's Cup Competition. Participates as a head judge per BJCP guidelines for MASH's annual homebrewer's competition at Apothecary Ale House and Café. 5/16/13 Rustik Brü Brewing Company, Inc. 39 Business Plan PROFESSIONAL EXPERIENCE: West Virginia University (WVU) Morgantown, WV. 2010 - Pres. We are committed to fostering the discovery, exploration, and sharing of the rich dimensions of diversity in all of our students and empowering all students to achieve. Working as a Prof Tech III within the Student Systems Management department, my daily role is for operations. Typical daily functions include STAR INB/Banner user account creation, deletion, and security. Other tasks include student record maintenance, running, testing and maintaining SQL scripts that run for daily processes and solving technical issues that develop on a daily basis to help users maintain a productive work day. Electrical Systems Inc. (ESI) Clarksburg, WV. 2007 - 2010 Small private engineering company servicing the coal industry by providing intelligent human-machine interface (HMI) designs for motor control in material handling systems. Working with Allen Bradley HMI software packages such as RSView32, RSView Factory Talk, and RSLogix 5000, I provided custom Logix programming and intelligent, user friendly graphical interface. A typical project began with taking customer specifications for a material handling design. Motor control vendors provide schematics which are implemented into our own schematics. From the schematics, all other associated drawings are then developed. Such drawings include: System Interconnect drawings, PLC I/O drawings, PLC panel drawings, Equipment Location drawings, and Device Details. American Power Conversion, (APC), Billerica, Ma. 1998 to 2006 Global leader in the design and manufacture of uninterruptible power supplies (UPS) and power protection peripheral equipment, with over five thousand employees world wide and over six billion dollars in revenue. I worked closely with customers such as Allan Bradley, Home Depot and Fujitsu. I was responsible for coordinating the projects with our own product line manager and the customer to ensure that all the requirements for the products could be designed and implemented within the schedule. Once the initial design concept was approved, it was my responsibility to see the project to completion and released to manufacturing to either our Philippine or Chinese facility. Typically, I managed a team of 15-20 people worldwide. As a competent and organized project manager, I delivered quality, finished products to the customer on schedule and on budget. Such results improved previously poor customer relationships, thus strengthening the partnership between each company and reducing competitor market share. Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 40 Business Plan Key Achievements: • • • I took over a failing OEM project with Allan Bradley and released that project on time and without incident thereby restoring Allan Bradley’s confidence in APC and opening the doors to other $200,000+ per year projects. Managed and designed projects in both domestic and international markets. In smaller OEM projects, I worked as the project manager and design engineer while delegating tasks for larger OEM projects at the same time. Electrical Background: My electrical skills include: • Participation in analog design with focused attention to cost and part number reduction. Examples of such circuit designs include: Power meters, calculating the optimal capacitance for a switching bias supply to use smaller and cheaper capacitors without affecting performance, determining resistor ratios to control short circuit current limits, charging currents, voltage and current feedback circuits and filtering used in communication circuits such as USB and serial communication. • Designing 750VA-1500VA power transformers for both tower UPS and rack mount UPS with cost and manufacturability as important criteria in the design. • PCB layout with attention to ground planes and techniques used to help reduce EMI and transient noises. • Familiarity with testing for EMI (conducted and radiated) to domestic and international standards. To help reduce EMI, I have used techniques such as Ferrite beads, optimal wiring routing, PCB layout, optimal transformer designs and chassis designs. • Worked hands-on with our Philippine, Chinese, and domestic manufacturing facilities to trouble-shoot and solve any testing and manufacturing line issues with new product implementation. • Designing schematics that incorporate material handling field devices, such as motor control, speed sensors and limit switches, into an I/O rack where a microprocessor interprets the inputs to provide the appropriate outputs for an operator to view via an HMI terminal. COMPUTER: I am experienced in utilizing Windows based PCs with various programs such as: Windows NT/XP/Vista, Lotus Notes, AutoCAD, Oracle, spreadsheets, PowerPoint and word processors. I have experience in troubleshooting typical computer problems. I am experienced with creating graphics for HMI terminals using RSView32 or RSView FactoryTalk software packages. I am familiar with programming in Ladder Logic for RSLogix 5000 for PLC and variable motor control. EDUCATION: Degree: Bachelor of Science in Electrical Engineering Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 41 Business Plan West Virginia University, 1998 APPENDIX B - Financial Plan A complete and detailed Financial Projection report is located under the Excel filename: Financial_Projections-Rustik Brü.xls. This document details the revenue projections, cash flow projections, cash flow Punchlist, five year projected gross profit, market capitalization for investors, and other calculations necessary to make this business plan as accurate as possible. APPENDIX C - Demographics People QuickFacts Population, 2009 estimate Population, percent change, April 1, 2000 to July 1, 2009 Population estimates base (April 1) 2000 Persons under 5 years old, percent, 2009 Persons under 18 years old, percent, 2009 Persons 65 years old and over, percent, 2009 Female persons, percent, 2009 Monongalia County 96,189 17.50% 81,867 5.00% 16.60% 10.70% 49.40% West Virginia 1,852,994 2.50% 1,808,344 5.80% 21.20% 15.80% 51.00% White persons, percent, 2009 (a) Black persons, percent, 2009 (a) American Indian and Alaska Native persons, percent, 2009 (a) Asian persons, percent, 2009 (a) Native Hawaiian and Other Pacific Islander, percent, 2009 (a) Persons reporting two or more races, percent, 2009 Persons of Hispanic or Latino origin, percent, 2009 (b) White persons not Hispanic, percent, 2009 91.00% 3.60% 0.20% 3.10% Z 1.80% 1.80% 89.70% 93.90% 3.40% 0.20% 0.70% Z 1.50% 1.20% 93.20% Living in same house in 1995 and 2000, pct 5 yrs old & over Foreign born persons, percent, 2000 Language other than English spoken at home, pct age 5+, 2000 High school graduates, percent of persons age 25+, 2000 Bachelor's degree or higher, pct of persons age 25+, 2000 Persons with a disability, age 5+, 2000 Mean travel time to work (minutes), workers age 16+, 2000 77.80% 4.30% 5.60% 86.80% 34.30% 6,271 21.2 87.00% 1.30% 2.30% 81.60% 17.10% 171,080 25.3 38,668 61.00% 29.60% $136,800 893,771 74.30% 12.20% $91,400 31,661 2.54 746,419 2.37 Housing units, 2009 Homeownership rate, 2000 Housing units in multi-unit structures, percent, 2000 Median value of owner-occupied housing units, 2000 Households, 2000 Persons per household, 2000 Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 42 Business Plan Median household income, 2008 Per capita money income, 1999 Persons below poverty level, percent, 2008 Business QuickFacts Private nonfarm establishments, 2007 Private nonfarm employment, 2007 Private nonfarm employment, percent change 2000-2007 Nonemployer establishments, 2007 Total number of firms, 2002 Black-owned firms, percent, 2002 American Indian and Alaska Native owned firms, percent, 2002 Asian-owned firms, percent, 2002 Native Hawaiian and Other Pacific Islander owned firms, percent, 2002 Hispanic-owned firms, percent, 2002 Women-owned firms, percent, 2002 Manufacturers shipments, 2002 ($1000) Wholesale trade sales, 2002 ($1000) Retail sales, 2002 ($1000) Retail sales per capita, 2002 Accommodation and foodservices sales, 2002 ($1000) Building permits, 2009 Federal spending, 2008 Geography QuickFacts Land area, 2000 (square miles) Persons per square mile, 2000 FIPS Code Metropolitan or Micropolitan Statistical Area $21,659 $35,331 21.90% $20,891 $37,423 17.80% Monongalia County 2,147 38,070 26.40% 4,624 5,962 S F F West Virginia 396,411 5,920,221 6.1%1 90,727 120,395 S S 1.10% F S S 0.00% 0.70% 28.10% D 370,348 1,289,674 $14,727 192,832 47 820,887 25,080,573 11,036,467 20,538,829 $11,340 2,553,258 2,235 180,024,381 Monongalia County 361.16 266.3 61 96,189 West Virginia 24,077.73 77 54 1,852,994 Table 6 – Local population demographics Morgantown, WV Metro Area (a) Includes persons reporting only one race. (b) Hispanics may be of any race, so also are included in applicable race categories. FN: Footnote on this item for this area in place of data NA: Not available D: Suppressed to avoid disclosure of confidential information X: Not applicable S: Suppressed; does not meet publication standards Z: Value greater than zero but less than half unit of measure shown F: Fewer than 100 firms Source: US Census Bureau State & County QuickFacts Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 43 Business Plan APPENDIX D – Marketing offerings, Associations & References • http://quickfacts.census.gov/qfd/ (Demographic research) • http://www.brewersassociation.org/ (Brewer’s Association) • http://www.homebrewersassociation.org/ (American Homebrewers Association) • http://www.beerinstitute.org/tier.asp?sid=4 (Government Affairs) • http://probrewer.com/ (Beer Industry Resource) APPENDIX E – Legal, License & Tax Research • Legal o http://www.legalzoom.com o http://www.uspto.gov/ o http://www.sba.gov/ • License/Registration o http://ttb.gov/ o http://www.sos.wv.gov/ o www.business4wv.com o http://www.wv.gov • Tax o http://www.irs.gov/ o http://www.wva.state.wv.us/ Version 1.0 5/16/13 (Business structure) (Patent and Trademark) (Small Business Association) (Tax and Trade Bureau) (WV Secretary of State) (WV business portal) (WV business info) (Federal Internal Revenue Service) (State Business Tax and Licensing) Rustik Brü Brewing Company, Inc. 44 Business Plan APPENDIX F – Articles of Operation Operating agreement of Rustik Brü Brewing Company, LLC THIS OPERATING AGREEMENT (the "Agreement") of Rustik Brü Brewing Company, LLC, a West Virginia limited liability company, is made on this 10th day of June, 2011, by C. Bryce Capodieci, (the "Member"), pursuant to the provisions of the West Virginia Limited Liability Company, (the “Act”) as amended, on the following terms and conditions: 1. The name of the limited liability company formed hereby is Rustik Brü Brewing Company, LLC (the "Company"). 2. The Company is formed for the object and purpose of engaging in any lawful act or activity for which limited liability companies may be formed under the Act. 3. The Company’s initial registered agent and office in the State of West Virginia shall be C Bryce Capodieci, 11 Turnstone Dr. Morgantown, Monongalia County, West Virginia. 4. The Company, shall have one (1) initial member who shall be C. Bryce Capodieci. 5. The profits and losses of the Company are allocated 100% to the Member. 6. The management of the Company shall be vested in a Manager. 7. The term of the Company shall commence on the date the Articles of Organization is filed in the office of the Secretary of State of the State of West Virginia and shall continue in perpetuity. 8. C. Bryce Capodieci is an authorized person within the meaning of the Act, and has executed, delivered and filed the Articles of Organization. 9. The Company’s Manager employees, agents or other representatives shall not be responsible to the Company or the Member for any loss, Version 1.0 5/16/13 Rustik Brü Brewing Company, Inc. 45 Business Plan liability, damage, claim, judgment, cost, obligation or expense sustained, incurred or resulting directly or indirectly from the acts or omissions of the Manager, employee or agent to the extent that the Manager, employee, or agent reasonably and in good faith believed such act or omission to be within the express or implied scope of the authority and responsibility vested in the Manager, employee, or agent. 10.This Agreement shall be effective as of the date of the filing of the Company's statutory Articles of Organization with the Secretary of State of West Virginia. IN WITNESS WHEREOF, the sole member of the Company has entered into and executed this Agreement under seal on the date first above written. _______________________ C. Bryce Capodieci, Member Version 1.0 5/16/13