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OfferingTermsKey HighlightsUse of FundsIndustry SignificanceLeadershipAbout
Company


THEGREENHOUSE

The Greenhouse Lifestyle of New Jersey, LLC - an adult luxury cannabis
experience

Invest NowForm C



AN ADULT LUXURY CANNABIS EXPERIENCE

74% of Americans prioritize experiences over products.


RESIDENT DJ COLLABORATIONS

Experience the pulse of Greenhouse with our resident DJs, blending vibes from
around the globe to curate unforgettable nights.


MULTIMEDIA EUROPEAN-STYLE LUXURY

Step into unparalleled elegance; our European-inspired design meets cutting-edge
multimedia luxury, setting a new standard in dispensary experiences.


ART EXPOSITIONS

Greenhouse transforms with ever-changing art expositions, showcasing vibrant
works from emerging and established artists, inviting inspiration and
conversation.


LIVE PODCAST

Engage with thought leaders and innovators at our live podcasts, covering trends
in wellness, culture, and the cannabis industry, right from the heart of
Greenhouse.


GUEST FOOD TRUCKS

Savor the flavor of local and international cuisines brought to you by an
eclectic mix of guest food trucks, offering perfect pairings for our products.


ENTERTAINER WALKTHROUGHS

Rub shoulders with the stars during exclusive entertainer walkthroughs, making
every visit to Greenhouse a potential brush with fame.


LIVE MUSIC

From jazz nights to acoustic sessions, live music fills the air at Greenhouse,
offering a soulful soundtrack to your exploration of cannabis culture.


HEALTH AND WELLNESS SPEAKERS

Be inspired by health and wellness speakers sharing insights on holistic living,
cannabis benefits, and personal wellness strategies.


AUGMENTED REALITY (AR)

Dive into augmented reality at Greenhouse, where tech meets terpenes in
immersive experiences that educate and entertain.


GUEST CHEFS, INFUSED FOODS, AND MOCKTAILS

Indulge in culinary excellence as guest chefs present infused foods and crafted
mocktails, blending gourmet flavors with the finest cannabis.

Invest NowForm C


RESIDENT DJ COLLABORATIONS

Experience the pulse of Greenhouse with our resident DJs, blending vibes from
around the globe to curate unforgettable nights.


MULTIMEDIA EUROPEAN-STYLE LUXURY

Step into unparalleled elegance; our European-inspired design meets cutting-edge
multimedia luxury, setting a new standard in dispensary experiences.


ART EXPOSITIONS

Greenhouse transforms with ever-changing art expositions, showcasing vibrant
works from emerging and established artists, inviting inspiration and
conversation.


LIVE PODCAST

Engage with thought leaders and innovators at our live podcasts, covering trends
in wellness, culture, and the cannabis industry, right from the heart of
Greenhouse.


GUEST FOOD TRUCKS

Savor the flavor of local and international cuisines brought to you by an
eclectic mix of guest food trucks, offering perfect pairings for our products.


ENTERTAINER WALKTHROUGHS

Rub shoulders with the stars during exclusive entertainer walkthroughs, making
every visit to Greenhouse a potential brush with fame.


LIVE MUSIC

From jazz nights to acoustic sessions, live music fills the air at Greenhouse,
offering a soulful soundtrack to your exploration of cannabis culture.


HEALTH AND WELLNESS SPEAKERS

Be inspired by health and wellness speakers sharing insights on holistic living,
cannabis benefits, and personal wellness strategies.


AUGMENTED REALITY (AR)

Dive into augmented reality at Greenhouse, where tech meets terpenes in
immersive experiences that educate and entertain.


GUEST CHEFS, INFUSED FOODS, AND MOCKTAILS

Indulge in culinary excellence as guest chefs present infused foods and crafted
mocktails, blending gourmet flavors with the finest cannabis.




TERMS

Offering Type:Regulation CF
Security Type:Units of Class D membership interest
Valuation:$27,000,000

Maximum Offering:$1,235,000
Target Offering:$10,000
Minimum Investment:$200
Available Units:6,175,000 Units
Invest NowForm C


COMING SOON TO THE GREENHOUSE EXPERIENCE OF NEW JERSEY

In a December 2, 2021, public meeting, the New Jersey Cannabis Regulatory
Commission approved draft rules for cannabis consumption lounges. This will
allow Greenhouse to operate The Green Room, a subscription-based 3,000 sq sf
Multimedia European Style consumption lounge to provide live music, DJs, and art
with an overall experience replete with leisurely enjoyment and comforts.


COMPELLING REASONS FOR THE GREENHOUSE OF NJ TO THRIVE IN THIS RAPIDLY EVOLVING
MARKET.


QUALITY CONTROL


INNOVATION AND CUSTOMIZATION


DIVERSIFICATION OF REVENUE STREAMS


COST EFFICIENCY


BRAND CONSISTENCY


CONTROL OVER CUSTOMER EXPERIENCE


SUPPLY CHAIN RELIABILITY


REGULATORY COMPLIANCE


LONG TERM SUSTAINABILITY

Quality Control
Cost Efficiency
Supply Chain Reliability
Innovation and Customization
Diversification of Revenue Streams
Brand Consistency
Regulatory Compliance
Control Over Customer Experience
Long Term Sustainability


2024 OBJECTIVES

In the third quarter of 2023, New Jersey cannabis dispensaries reported record
sales amounting to over $206 million. This growth is projected to continue, with
expectations that recreational marijuana sales will reach between $625 million
to $775 million annually and could escalate to more than $2 billion by 2025 or
2026 (Cannabis Business Times) (MJBizDaily)


QUARTERLY SALES RECORD

As mentioned, New Jersey dispensaries achieved a quarterly sales record with
over $206 million in the third quarter of 2023. This represents a significant
increase, reflecting the state’s growing market (Cannabis Business Times) .


ANNUAL PROJECTIONS FOR 2023

The robust sales in the third quarter suggest a strong annual performance for
2023. Given the quarterly rate, the annual run rate was projected to be
approximately $825 million (Cannabis Business Times) .


MEDICAL VS. RECREATIONAL SALES

The growth in recreational sales contrasts with the medical market, where sales
have seen a decline. Medical cannabis sales dropped by 52% in the third quarter
of 2023 compared to the same period in 2022. This indicates a shifting consumer
base towards the recreational market (Cannabis Business Times) .


TAX REVENUE

In 2023, the state collected significant tax revenues from cannabis sales. This
includes standard sales taxes and the Social Equity Excise Fee (SEEF), which
specifically helps fund initiatives in communities heavily impacted by past drug
enforcement policies. The SEEF rate, as of 2023, was $1.52 per ounce of cannabis
(420 Intel) .


2024 EXPECTATIONS

Looking ahead to 2024, the New Jersey cannabis market is expected to continue
its growth. This includes the potential for new regulatory developments such as
the establishment of consumption areas connected to dispensaries, which will
provide designated spaces for consumers to use cannabis socially and safely
(NJ.gov) .


MARKET EVOLUTION

Analysts predict that by 2025 or 2026, recreational marijuana sales in New
Jersey could exceed $2 billion annually, marking a significant increase from
current levels. This projection is based on current trends and the expanding
number of dispensaries and consumer acceptance of legal cannabis (MJBizDaily) .

Invest NowForm C

Introduce In house white label brands (wholesale)
Increase Brand awareness of in-house brands
Obtain 40% of South Jersey cannabis sales
Increase wholesale and licensing revenue
Increase Barrington tourism with casual/non casual cannabis users.
Invest NowForm C


GREENHOUSE DISPENSARY


EXCLUSIVE HIGH-END PRODUCTS

Indulge in luxury with our exclusive, top-shelf marijuana and premium
accessories, setting a new standard for cannabis sophistication.
Funding Ask$5,000,000


EXPANSIVE CANNABIS DESTINATION

Explore our 15,000 sq ft of luxury retail space, featuring a comprehensive
dispensary, consumption lounge, and convenient delivery service, all designed
for the ultimate cannabis experience.



CANNABIS SOMMELIER SERVICE

Experience personalized guidance with our Cannabis Sommelier Service, offering a
curated selection of fine strains for the discerning enthusiast.

15,000sq ft Cannabis Retail Dispensary/Consumption lounge/Delivery Service
Acquisition of Cultivation and Manufacturing License
20,000/ 180,000 sq ft Cultivation and Manufacturing plant
Funding Ask$5,000,000
Invest Now


LOCATION / MARKET DATA

14 minutes from Benjamin Franklin Bridge
11 minutes from Walt Whitman Bridge
Our neighbor Philadelphia, is the 2nd largest city on the East Coast
560,000 vehicles travel the Turnpike daily
205 million vehicles travel the Turnpike per year

The growth of the market is attributed to the increasing number of cannabis
consumers around the world coupled with the rising trend of launching new and
innovative products to intrigue more users.

With all that Greenhouse provides we are not just a store but an experience. In
addition to providing:

 * A number of different strains of cannabis
 * Food & Beverages, Flower, Vape Cartridges. Lotions, Edibles, Etc.
 * Apparel
 * A Myriad of CBD Products
 * Merchandise

We also provide an array of cannabis accessories.


US $19 Million
Estimated Revenue

Recreational Cannabis Sales: As of 2024, New Jersey's recreational cannabis
market has demonstrated robust growth, with sales soaring to approximately
$324.8 million, a significant leap from the $116.6 million recorded during
July-September 2022. This escalation underscores a vibrant and expanding market,
with total sales, including medicinal cannabis, reaching around $405.0 million.

Total Sales:

Including medicinal cannabis, total sales have risen to about $405.0 million.

Daily Customers & Spend:

Continuing with an average of 450 daily customers and an average spend of $120
per customer ticket.

Dispensaries:

New Jersey's adult-use cannabis landscape continues to flourish, with the count
of dispensaries now at an estimated 72

“There are now 68 adult use dispensaries in New Jersey selling recreational
cannabis; 11 of which sell medicinal cannabis to registered patients only.”

Only Twelve (12) in southern NJ.
Invest NowForm C


EXECUTIVE TEAM

Spencer-Carl Saint-Cyr, DMDFounder and Managing Member

Meet Spencer Saint-Cyr, our visionary founder steering Greenhouse into new
frontiers of cannabis excellence. From a distinguished healthcare background to
leading our dispensary, Spencer is dedicated to enhancing your wellness journey
with top-quality cannabis solutions. Discover the Greenhouse difference!

Michael KrefmanHead of Merchandising

Meet Michael Krefman, our Head of Merchandising, who brings over 20 years of
retail wisdom to Greenhouse, from Old Navy to Cookies in the cannabis space.
Michael's savvy in creating market-leading strategies and enhancing customer
experiences drives our mission to deliver unmatched value and quality in our
products.Experience shopping excellence with us!

Donnell CravensHead of Retail Operations

Meet Donnell Cravens, our Head of Retail Operations, a mastermind in
streamlining cannabis retail. With a strong foundation in real estate and a
pivotal role in launching Michigan's pioneering cannabis provisions, Donnell's
strategic insights have elevated our operations, enhancing profitability and
customer experience at Greenhouse.

Benjamin “BJ” JordanHead of Marketing

Meet BJ Jordan, our Head of Marketing, whose journey from snow-capped slopes to
cannabis marketing leader shapes our innovative approach at Greenhouse. From
expanding retail footprints to pioneering marketing strategies, BJ's creative
vision drives our brand forward. Connect with us and experience the Greenhouse
difference!

Andrew CooperGeneral Counsel & HR

Meet Andrew Cooper, our General Counsel & HR, renowned for over 30 years in law
with a focus on cannabis and healthcare. Andrew’s legal acumen ensures
Greenhouse leads with integrity and innovation in the evolving cannabis
landscape. His commitment to equity and education in cannabis makes a lasting
impact.

Darren GaciciaCFO

Darren Gacicia, our CFO, is a powerhouse in financial strategy with a rich
background from Morgan Stanley to leading finance in the cannabis sector. At
Greenhouse, Darren's expertise drives our success, guiding us from rapid growth
to consistent profitability. Join us in setting new benchmarks in cannabis
excellence!


OUR COMPANY


15,000 SQ FT

Cannabis Retail Dispensary/Consumption Lounge/Delivery Service


$19 MILLION

Total expected revenue (12 months)


15,000 SQ FT

Innovators Intent on Disrupting the Cannabis Industry


$2 MILLION

Non-cannabis sales - Merchandise, Apparel, and Wholesale (White label)


RETAIL DISPENSARY LICENSE

Awarded a New Jersey (NJ) Cannabis Regulatory Commission (CRC) Class 5 Adult Use
Recreational Retail Dispensary License in June 2023


2024

Expected opening


25%

Average expected profitability after taxes Source - Projection Hub

15,000 sq ft

Innovators Intent on Disrupting the Cannabis Industry

$19 Million

Total expected revenue (12 months)

15,000 sq ft

Innovators Intent on Disrupting the Cannabis Industry

$2 Million

Non-cannabis sales - Merchandise, Apparel, and Wholesale (White label)

Retail Dispensary License

Awarded a New Jersey (NJ) Cannabis Regulatory Commission (CRC) Class 5 Adult Use
Recreational Retail Dispensary License in June 2023

25%

Average expected profitability after taxes Source - Projection Hub

$27 Million Cannabis Sales

Estimated Annual Market Cap (Based on 10,000 sq ft usable space) as of January
2023

2024

Expected opening




INVESTING FAQS


WHAT ARE INVESTMENT LIMITS FOR REG CF FUNDS?

Anyone can invest in a Regulation Crowdfunding offering. Because of the risks
involved with this type of investing, however, you may be limited in how much
you can invest during any 12-month period in these transactions. If you are an
accredited investor (see definition below), then there are no limits on how much
you can invest. For Non-Accredited Investors (most fall into this category) the
limitation on how much you can invest depends on your net worth and annual
income. If either your annual income or your net worth is less than $124,000,
then during any 12-month period, you can invest up to the greater of either
$2,500 or 5% of the greater of your annual income or net worth. If both your
annual income and your net worth are equal to or more than $124,000, then during
any 12-month period, you can invest up to 10% of annual income or net worth,
whichever is greater, but not to exceed $124,000.


WHAT IS AN ACCREDITED INVESTOR?

An accredited investor, in the context of a natural person, includes anyone
who:earned income that exceeded $200,000 (or $300,000 together with a spouse or
spousal equivalent) in each of the prior two years, and reasonably expects the
same for the current year, OR has a net worth over $1 million, either alone or
together with a spouse or spousal equivalent (excluding the value of the
person’s primary residence), OR holds in good standing a Series 7, 65 or 82
license.


HOW DOES THE ONLINE INVESTMENT PROCESS WORK FOR THIS REG CF OPPORTUNITY?

After you review the offering statement and information and decide you’d like to
invest and how much, you complete the application with the requested information
and electronically sign the documentation. Andes Capital, the Broker Dealer,
reviews the information for Anti-Money Laundering and Know Your Customer type
reviews - If you pass the review, Andes Capital initiates the funds via ACH or
Credit Card (or you send the wire or check if applicable) - If you don’t pass
the review, Andes Capital or the Issuer will reach out to you to update
information to clear you for the reviews or otherwise Once the funds have been
cleared by the escrow agent (funds go directly there), Andes Capital will match
your funds with your cleared application for investment, and issue you the stock
by validating the subscription agreement and notifying the Transfer Agent to
record your ownership on the Issuers capitalization table.


HOW LONG CAN THIS TAKE?

The timeline is generally 2 to 4 weeks but can always happen sooner. It all
depends on the information you provide and if there are issues, how quickly we
hear back from you. If we bump up against any “hits” on our reviews, we are
required to clear each one of those potential conflicts to evidence there are no
issues. If the information provided is not correct or is incomplete, we will
need to reach out and get this corrected. Even though funds are initiated or you
see them pending in your funding source, this does not mean they are in the
escrow account for the offering. Based on the payment rails available in the US,
these funds may not appear in escrow for 1-2 days and then they have to sit
there for a few days until the escrow agent is satisfied there doesn’t appear to
be any issues Matching of payments to approved applications happens in batches,
so while all ready to be closed, your application may be in the next batch.


WHO IS ANDES CAPITAL GROUP?

Andes Capital Group is the FINRA/SEC registered Broker Dealer who has been
engaged by the Issuer to act as the Onboarding Agent for this offering. Andes
Capital Group is NOT soliciting this investment nor making any recommendations
by collecting, reviewing and processing your application for investment. Andes
Capital Group conducts Anti-Money Laundering, Identity and Bad Actor
Disqualification reviews of the Issuer, and ensures they are a registered
business in good standing. Andes Capital Group is NOT validating or approving
the information provided by the Issuer or the Issuer itself. Contact information
is provided for applicants to make inquiries and requests of Andes Capital Group
regarding the general application process, the status of the application or
general Reg CF regulation related information. Andes Capital Group may direct
applicants to specific sections of the Offering Statement to locate information
or answers to their inquiry but does not opine or provide guidance on Issuer
related matters.


HOW DOES ANDES CAPITAL GROUP GET COMPENSATED?

Andes Capital Group is compensated by the Issuer for providing its Broker Dealer
Onboarding Agent services as disclosed in the Offering Statement. Andes Capital
Group does NOT charge the applying investor any fees whatsoever.


AM I NOW A CUSTOMER OF ANDES CAPITAL GROUP?

By investing in an Issuer’s Reg CF offering where Andes Capital Group is the
Broker Dealer Onboarding Agent, Andes Capital must ensure that you as the
investor, do not breach the SEC’s limits on investing in Reg CF Offerings within
a 12 month period. While it’s not a full-fledged brokerage account where we
custody your holdings or recommend any investments, you will have an account at
Andes Capital to track the investments made where Andes Capital was engaged as
the Broker Dealer Onboarding Agent. There is NO cost, charge or no annual fees
etc. for this account whatsoever.


WHY DO I GIVE INFORMATION SUCH AS DOB, SSN, DRIVER’S LICENSE OR PASSPORT
DETAILS, ANNUAL INCOME OR NET WORTH?

As you are buying a security regulated by the SEC, and as a Broker Dealer we are
required by SEC regulations to reasonably ensure Anti-Money Laundering and Know
Your Customer reviews are satisfied and that Permitted Investor Limits are not
breached, we collect this information to perform the required reviews. Andes
Capital Group may share certain details of an applying/completed investor as
listed on the subscription agreement, with the Transfer Agent and Escrow Agent
if requested for valid purposes of processing an investment application.


WHERE CAN I DIRECT QUESTIONS ABOUT THE ISSUER TO GET ADDITIONAL INFORMATION?

Applying investors with questions about the company or its product or the
offering should submit their questions in the Discussion section of the
investment website. This is a public forum where valid questions will be
displayed for all to view, with responses clearly tagged with who the response
is from (i.e., the Issuer, Andes Capital Group).


WHERE CAN I DIRECT ADDITIONAL QUESTIONS ABOUT THE INVESTMENT APPLICATION AND
PROCESS?

Any questions about the application, how to navigate it, what’s the process,
etc. should be directed to Andes Capital Group using the contact information
provided at the bottom of the investment website.


THE GREENHOUSE

Invest NowForm C


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OfferingTermsKey HighlightsUse of FundsIndustry SignificanceLeadershipAbout
Company
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IMPORTANT NOTICE

IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION
OF THE GREENHOUSE LIFESTYLE OF NEW JERSEY, LLC. (THE “COMPANY”) AND THE TERMS OF
THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. ALL INVESTORS SHOULD READ
THE OFFERING MEMORANDUM PROVIDED IN CONJUNCTION WITH THIS OFFERING. INVESTMENT
OPPORTUNITIES POSTED ON THIS WEBSITE ARE SPECULATIVE, ILLIQUID, AND INVOLVE A
HIGH DEGREE OF RISK, INCLUDING THE POSSIBLE LOSS OF YOUR ENTIRE INVESTMENT. THE
COMPANY IS NOT A BROKER/DEALER, DOES NOT OFFER INVESTMENT ADVICE OR
RECOMMENDATIONS WITH RESPECT TO ANY SECURITIES. THIS OFFERING UNDER REGULATION
CROWDFUNDING IS BEING CONDUCTED THROUGH ANDES CAPITAL GROUP, LLC (“ANDES
CAPITAL”), MEMBER OF THE FINANCIAL INDUSTRY REGULATORY AUTHORITY (“FINRA”). ALL
SECURITIES POSTED ON THIS WEBSITE ARE OFFERED BY, AND ALL INFORMATION INCLUDED
ON THIS SITE IS THE RESPONSIBILITY OF, THE COMPANY. ANDES CAPITAL CANNOT VERIFY
THE ADEQUACY, ACCURACY OR COMPLETENESS OF ANY INFORMATION. NEITHER ANDES CAPITAL
NOR ANY OF ITS OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES MAKES ANY WARRANTY,
EXPRESS OR IMPLIED, OF ANY KIND WHATSOEVER RELATED TO THE ADEQUACY, ACCURACY OR
COMPLETENESS OF ANY INFORMATION ON THIS SITE OR THE USE OF INFORMATION ON THIS
SITE. ANDES CAPITAL, IS A BROKER-DEALER REGISTERED WITH THE SEC AND MEMBER FINRA
/ SIPC. FINRA’S BROKERCHECK. THE COMPANY AND ANDES CAPITAL ARE INDEPENDENT AND
UNAFFILIATED ENTITIES.


FORWARD-LOOKING STATEMENTS

ALL STATEMENTS, OTHER THAN STATEMENTS OF HISTORICAL FACT, CONTAINED ON THIS
WEBSITE CONSTITUTE “FORWARD-LOOKING STATEMENTS” AND ARE BASED ON THE REASONABLE
EXPECTATIONS, ESTIMATES, AND PROJECTIONS OF THE COMPANY AND THE COMPANY’S
MANAGEMENT AS OF THE DATE OF LAUNCHING THIS WEBSITE. THE WORDS “PLANS,”
“EXPECTS,” OR “DOES NOT EXPECT,” “IS EXPECTED,” “BUDGET,” “ANTICIPATES”,
“SCHEDULED,” “ESTIMATES,” “FORECASTS,” “INTENDS,” “ANTICIPATES,” OR “DOES NOT
ANTICIPATE,” OR “BELIEVES,” OR VARIATIONS OF SUCH WORDS AND PHRASES OR
STATEMENTS THAT CERTAIN ACTIONS, EVENTS OR RESULTS “MAY,” “COULD,” “WOULD,”
“MIGHT,” “WILL” OR “WILL BE TAKEN,” “OCCUR” OR “BE ACHIEVED” AND SIMILAR
EXPRESSIONS IDENTIFY FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS
INCLUDE, WITHOUT LIMITATION, STATEMENTS REGARDING OUR PROJECTED NUMBER OF SALES,
REVENUES, VALUATION, INVESTMENT RETURNS, EXPECTED CUSTOMER DEMAND, AND THE
COMPANY’S BUSINESS STRATEGY. FORWARD-LOOKING STATEMENTS ARE NECESSARILY BASED
UPON A NUMBER OF ESTIMATES AND ASSUMPTIONS THAT, WHILE CONSIDERED REASONABLE BY
THE COMPANY’S MANAGEMENT AS OF THE DATE OF SUCH STATEMENTS, ARE INHERENTLY
SUBJECT TO SIGNIFICANT BUSINESS, ECONOMIC AND COMPETITIVE UNCERTAINTIES, AND
CONTINGENCIES. THE ESTIMATES AND ASSUMPTIONS CONTAINED ON THIS WEBSITE, WHICH
MAY PROVE TO BE INCORRECT, INCLUDE, BUT ARE NOT LIMITED TO, THE VARIOUS
ASSUMPTIONS OF THE COMPANY SET FORTH HEREIN. KNOWN AND UNKNOWN FACTORS COULD
CAUSE THE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED IN THE
FORWARD-LOOKING STATEMENTS. SUCH FACTORS INCLUDE, BUT ARE NOT LIMITED TO, OUR
SUCCESS IN RAISING CAPITAL THROUGH OUR REGULATION CF OFFERING, OUR PROJECTED
TIME FRAMES, CHANGES IN DEMAND, INDUSTRY COMPETITION, LEGISLATIVE, FISCAL, AND
REGULATORY DEVELOPMENTS, ECONOMIC AND FINANCIAL MARKET CONDITIONS, INCLUDING BUT
NOT LIMITED TO THE CURRENT COVID-19 GLOBAL PANDEMIC. MORE INFORMATION ON THE
FACTORS, RISKS, AND UNCERTAINTIES THAT COULD CAUSE OR CONTRIBUTE TO SUCH
DIFFERENCES IS INCLUDED IN OUR FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION, INCLUDING IN THE “RISK FACTORS” SECTIONS OF OUR OFFERING STATEMENT
ON FORM C. MANY OF THESE UNCERTAINTIES AND CONTINGENCIES CAN AFFECT THE
COMPANY’S ACTUAL RESULTS AND COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY
FROM THOSE EXPRESSED OR IMPLIED IN ANY FORWARD-LOOKING STATEMENTS MADE BY OR ON
BEHALF OF THE COMPANY. THERE CAN BE NO ASSURANCE THAT FORWARD-LOOKING STATEMENTS
WILL PROVE TO BE ACCURATE, AS ACTUAL RESULTS AND FUTURE EVENTS COULD DIFFER
MATERIALLY FROM THOSE ANTICIPATED IN SUCH STATEMENTS. ALL OF THE FORWARD-LOOKING
STATEMENTS MADE ON THIS WEBSITE ARE QUALIFIED BY THESE CAUTIONARY STATEMENTS.
THESE FACTORS ARE NOT INTENDED TO REPRESENT A COMPLETE LIST OF THE FACTORS THAT
COULD AFFECT THE COMPANY. THE COMPANY DISCLAIMS ANY INTENTION OR OBLIGATION TO
UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS, EXCEPT TO THE EXTENT REQUIRED
BY APPLICABLE LAW OR REGULATION. THE INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE
RELIANCE ON THESE FORWARD-LOOKING STATEMENTS AS THEY ARE MEANT FOR ILLUSTRATIVE
PURPOSES AND DO NOT REPRESENT GUARANTEES OF FUTURE RESULTS, LEVELS OF ACTIVITY,
PERFORMANCE, OR ACHIEVEMENTS. THE MANAGERS HAVE DEVELOPED A BUSINESS PLAN TO
GROW THE COMPANY RAPIDLY. HOWEVER, WE SUGGEST INVESTORS CAREFULLY READ OUR
OFFERING CIRCULAR AND UNDERSTAND THE RISKS ASSOCIATED WITH INVESTING IN AN
EARLY-STAGE COMPANY.


REFUND POLICY

YOU MAY CANCEL YOUR INVESTMENT AT ANYTIME, FOR ANY REASON UNTIL 48 HOURS PRIOR
TO A CLOSING OCCURRING. IF YOU HAVE ALREADY FUNDED YOUR INVESTMENT AND YOUR
FUNDS ARE IN ESCROW, YOUR FUNDS WILL BE PROMPTLY REFUNDED TO YOU UPON
CANCELLATION. TO SUBMIT A REQUEST TO CANCEL YOUR INVESTMENT PLEASE
EMAIL INVESTMENTS@ANDESCAP.COM WITH REFERENCE TO YOUR INVESTMENT DETAILS AND
YOUR CONTACT INFORMATION.

Submit