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https://republic.com/moriondo-coffee?utm_source=moriondo-coffee&utm_medium=email&utm_campaign=issuer_ref
Submission: On January 27 via manual from US — Scanned from DE
Submission: On January 27 via manual from US — Scanned from DE
Form analysis
3 forms found in the DOMPOST /offerings/updates/moriondo-alvise-pasqualetti-moriondo-launching-nyc-showroom-for-2023-we-are
<form class="simple_form js-offerings_update_form" id="offerings_update_form_10119_edit_offerings_update_10119" action="/offerings/updates/moriondo-alvise-pasqualetti-moriondo-launching-nyc-showroom-for-2023-we-are" accept-charset="UTF-8"
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<div class="c-input-group"><label class="c-label" for="offerings_update_form_10119_offerings_update_headline">Title</label><input required="required" class="c-input c-input--required" aria-required="true"
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<div class="fr-separator fr-vs" role="separator" aria-orientation="vertical"></div><button id="clearFormatting-1" type="button" tabindex="-1" role="button" title="Clear Formatting" class="fr-command fr-btn fr-btn-fontello"
data-cmd="clearFormatting"><i class="icon-eraser"></i><span class="fr-sr-only">Clear Formatting</span></button><button id="helperGrid-1" type="button" tabindex="-1" role="button" title="Tags outline"
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<div class="fr-wrapper" dir="auto">
<div class="fr-element fr-view" dir="auto" contenteditable="true" aria-disabled="false" spellcheck="true" style="min-height: 100px;">
<p>For 2023 we are excited to launch several new features and products that we have been working on during the past year. This week we officially launched our NYC Showroom to demo our machines and try our coffee in person. This is just
part one of the new features that we will be launching this year and it is a concept that will be evolving into something bigger.</p>
<p><img src="https://uploads.republic.com/p/images/attachments/original/000/082/030/82030-1673707070-df2edb4c8a56109cd38ee60f9e189c8e349ad727.jpg" class="fr-fic fr-dib fr-draggable"></p>
</div>
</div><span class="fr-counter" style="bottom: 0px; margin-right: 0px;">362</span>
</div><textarea class="c-input--textarea c-input c-input--required js-offering_update_body" required="required" data-show-video-autoplay-button="false"
data-file-formats="application/msword application/vnd.openxmlformats-officedocument.wordprocessingml.document application/pdf application/vnd.openxmlformats-officedocument.spreadsheetml.sheet application/vnd.openxmlformats-officedocument.presentationml.presentation"
aria-required="true" placeholder="Description" name="offerings_update[body]" id="offerings_update_form_10119_offerings_update_body"
style="display: none;"><p>For 2023 we are excited to launch several new features and products that we have been working on during the past year. This week we officially launched our NYC Showroom to demo our machines and try our coffee in person. This is just part one of the new features that we will be launching this year and it is a concept that will be evolving into something bigger.</p><p><img src="https://uploads.republic.com/p/images/attachments/original/000/082/030/82030-1673707070-df2edb4c8a56109cd38ee60f9e189c8e349ad727.jpg" class="fr-fic fr-dib"></p></textarea>
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<div class="c-input-group c-input-group--no_margin offerings-updates-shared-form__visibility-dropdown"><select class="c-input--select c-input c-input--optional" name="offerings_update[visible_to]"
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<option selected="selected" value="all">Public</option>
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<div class="s-grid-colSm10 s-grid--middle offerings-updates-shared-form__submit-button">
<div class="u-floatRight">
<a class="js-offerings_update_form_cancel s-marginRight1" href="javascript:void(0)">Cancel</a>
<input type="submit" name="commit" value="Save changes" class="c-button js-offerings_update_form_submit" data-disable-with="Save changes">
</div>
</div>
</div>
</form>
POST /offerings/updates/moriondo-alvise-pasqualetti-minimum-goal-reached-in-less-than-3-days-thank-you-1
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<div class="c-input-group"><label class="c-label" for="offerings_update_form_9862_offerings_update_headline">Title</label><input required="required" class="c-input c-input--required" aria-required="true"
placeholder="Company milestone, monthly update, success stories" type="text" value="Minimum Goal Reached in less than 3 days. Thank you!" name="offerings_update[headline]" id="offerings_update_form_9862_offerings_update_headline"></div>
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<p style="padding: 0 !important; margin: 0 !important;" role="presentation"><a class="fr-command" tabindex="-1" role="option" data-cmd="paragraphFormat" data-param1="N" title="Normal">Normal</a></p>
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<h3 style="padding: 0 !important; margin: 0 !important;" role="presentation"><a class="fr-command" tabindex="-1" role="option" data-cmd="paragraphFormat" data-param1="H3" title="Heading 3">Heading 3</a></h3>
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<div class="fr-separator fr-vs" role="separator" aria-orientation="vertical"></div><button id="bold-2" type="button" tabindex="-1" role="button" aria-pressed="false" title="Bold (Ctrl+B)" class="fr-command fr-btn fr-btn-fontello"
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<div class="fr-wrapper" dir="auto">
<div class="fr-element fr-view" dir="auto" contenteditable="true" aria-disabled="false" spellcheck="true" style="min-height: 100px;">
<p>We are very grateful to have already reached our minimum goal! </p>
<p>We have been working hard to be capital efficient and stay cash positive while focusing on testing customer acquisition, learning customer retention and receive as much feedback to improve new product development. This equity round
will hep us to have more visibility on what we are doing while focusing on growth. </p>
<p>Our next milestone is to cross the 100K! Thank you</p>
</div>
</div><span class="fr-counter" style="bottom: 0px; margin-right: 0px;">428</span>
</div><textarea class="c-input--textarea c-input c-input--required js-offering_update_body" required="required" data-show-video-autoplay-button="false"
data-file-formats="application/msword application/vnd.openxmlformats-officedocument.wordprocessingml.document application/pdf application/vnd.openxmlformats-officedocument.spreadsheetml.sheet application/vnd.openxmlformats-officedocument.presentationml.presentation"
aria-required="true" placeholder="Description" name="offerings_update[body]" id="offerings_update_form_9862_offerings_update_body"
style="display: none;"><p>We are very grateful to have already reached our minimum goal! </p><p>We have been working hard to be capital efficient and stay cash positive while focusing on testing customer acquisition, learning customer retention and receive as much feedback to improve new product development. This equity round will hep us to have more visibility on what we are doing while focusing on growth. </p><p>Our next milestone is to cross the 100K! Thank you</p></textarea>
</div>
</div>
<div class="s-marginTop1_5 s-marginPullHoriz1 s-paddingHoriz1 s-borderTop1 u-displayFlex u-alignItemsCenter u-displayFlex--responsive">
<div class="s-grid-colSm14 s-grid--middle">
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id="offerings_update_form_9862_offerings_update_visible_to">
<option selected="selected" value="all">Public</option>
<option value="investor">Investors only</option>
</select></div>
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<div class="s-grid-colSm10 s-grid--middle offerings-updates-shared-form__submit-button">
<div class="u-floatRight">
<a class="js-offerings_update_form_cancel s-marginRight1" href="javascript:void(0)">Cancel</a>
<input type="submit" name="commit" value="Save changes" class="c-button js-offerings_update_form_submit" data-disable-with="Save changes">
</div>
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GET /moriondo-coffee/invest?utm_campaign=issuer_ref&utm_medium=email&utm_source=moriondo-coffee
<form class="simple_form js-offering_investment_form" action="/moriondo-coffee/invest?utm_campaign=issuer_ref&utm_medium=email&utm_source=moriondo-coffee" accept-charset="UTF-8" method="get"><input name="utf8" type="hidden" value="✓"
autocomplete="off">
<div class="s-grid">
<div class="s-grid-colMd7 s-grid-colSm8 s-grid-colXs9 offerings-show-invest_section__amount-column">
<div class="c-input-addon-wrapper">
<div class="c-input-addon offerings-show-invest_section__input-amount-addon">
<div class="s-fontSize24"> $ </div>
</div>
<div class="c-input-group"><input autocomplete="false" class="c-input c-input--optional js-offering_ammount_input js-money_input u-textRight c-input c-input--large c-input--block" placeholder="100 min." type="text" name="investment[amount]"
id="investment_amount"></div>
</div>
</div>
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<button name="button" type="submit" class="c-button js-offering_submit_button c-button c-button--large c-button--block offerings-show-invest_section__submit-button">Invest in Moriondo </button>
</div>
</div>
</form>
Text Content
🔥 Deals closing soon! 3 deals closing in 18h 31m 55s left to invest in 3 deals View closing soon Search Invest Startups Invest in vetted private companies Real estate Build a global real estate portfolio Culture Invest in what inspires you Crypto Invest in blockchain tech and digital assets Accredited Access the deal room for accredited investors Autopilot Build a diversified startup portfolio, hands-free NEW Buy & sell assets on the secondary market Request access And more Featured investors Republic Note Invest Startups Real estate Culture Crypto Accredited Autopilot Republic Note NEW Buy & sell assets on the secondary market Featured investors Learn About How it works Why invest FAQ Blog Newest Superheroes Crypto Investor education Founder resources Real estate Podcast Events Raise capital Raise capital Advisory services Sharedrops™ Partner network Sheworx Blog About Log in Sign up MORIONDO The new fresh cup: no waiting, no plastic Special Subscription Immigrant Founders Reduce, Reuse, Recycle Drinks D2C Household Goods Facebook Telegram Twitter LinkedIn Play PausePlay % buffered00:00 UnmuteMute Exit fullscreenEnter fullscreen Play $39,650 160% of minimum goal raised 52 Investors 24 days Left to invest $460,350 Left under special deal terms Invest in Moriondo $100 minimum investment · Deal terms Pitch Discussion 28 Updates 2 Reviews 2 Invest Invest in Moriondo Pitch Deal terms Documents Perks Team Risks Discussion (28) Updates (2) Reviews (2) Facebook Telegram Twitter LinkedIn Problem Solution Product Traction Customers Biz. model Market Competition Vision and strategy Funding Founders About Team Risks Discussion DOCUMENTS Republic (OpenDeal Portal LLC, CRD #283874) is hosting this Reg CF securities offering by Luxbeverage LLC. View the official SEC filing and all updates: Form C SEC.gov Company documents Moriondo Crowd SAFE Moriondo Coffee Form C.pdf Title Paragraph Format * Normal * HEADING 3 BoldItalicInsert Horizontal LineAlign * Align Left * Align Center * Align Right * Align Justify Ordered ListUnordered ListInsert LinkInsert ImageInsert VideoUpload File Clear FormattingTags outline For 2023 we are excited to launch several new features and products that we have been working on during the past year. This week we officially launched our NYC Showroom to demo our machines and try our coffee in person. This is just part one of the new features that we will be launching this year and it is a concept that will be evolving into something bigger. 362 <p>For 2023 we are excited to launch several new features and products that we have been working on during the past year. This week we officially launched our NYC Showroom to demo our machines and try our coffee in person. This is just part one of the new features that we will be launching this year and it is a concept that will be evolving into something bigger.</p><p><img src="https://uploads.republic.com/p/images/attachments/original/000/082/030/82030-1673707070-df2edb4c8a56109cd38ee60f9e189c8e349ad727.jpg" class="fr-fic fr-dib"></p> Public Investors only Cancel Jan 17 2023 MORIONDO LAUNCHING NYC SHOWROOM For 2023 we are excited to launch several new features and products that we have been working on during the past year. This week we officially launched our NYC Showroom to demo our machines and try... Read more Alvise Pasqualetti Moriondo Liked Like 3 Title Paragraph Format * Normal * HEADING 3 BoldItalicInsert Horizontal LineAlign * Align Left * Align Center * Align Right * Align Justify Ordered ListUnordered ListInsert LinkInsert ImageInsert VideoUpload File Clear FormattingTags outline We are very grateful to have already reached our minimum goal! We have been working hard to be capital efficient and stay cash positive while focusing on testing customer acquisition, learning customer retention and receive as much feedback to improve new product development. This equity round will hep us to have more visibility on what we are doing while focusing on growth. Our next milestone is to cross the 100K! Thank you 428 <p>We are very grateful to have already reached our minimum goal! </p><p>We have been working hard to be capital efficient and stay cash positive while focusing on testing customer acquisition, learning customer retention and receive as much feedback to improve new product development. This equity round will hep us to have more visibility on what we are doing while focusing on growth. </p><p>Our next milestone is to cross the 100K! Thank you</p> Public Investors only Cancel Dec 26 2022 MINIMUM GOAL REACHED IN LESS THAN 3 DAYS. THANK YOU! We are very grateful to have already reached our minimum goal! We have been working hard to be capital efficient and stay cash positive while focusing on testing customer acquisition, learning... Read more Alvise Pasqualetti Moriondo Liked Like 2 Dec 23 2022 Raised 100% 💥 Dec 23 2022 Raised 90% 🏁 Dec 21 2022 Raised 50% 🍹 Dec 21 2022 Raised 30% 🎂 Dec 21 2022 Launched 🚀 HEAR FROM SOME OF THE 52 INVESTORS IN MORIONDO -------------------------------------------------------------------------------- Show more HIGHLIGHTS -------------------------------------------------------------------------------- * A quick, fresh cup of coffee with no "Aluminum/Plastic Pod" waste * Over 7 million coffee pods worth of waste saved to date * $1.9M lifetime revenue | Bootstrapped with positive EBITDA * B2B and B2C monthly subscription-based revenue model * Founded by an Italian Immigrant from Venice, Italy | Harvard Grad PROBLEM -------------------------------------------------------------------------------- EVERYONE LOVES COFFEE — BUT COFFEE CAPSULES ARE A HUGE LANDFILL BURDEN SOLUTION -------------------------------------------------------------------------------- OUR STORY: TIRED OF PLASTIC PODS During a workday in 2015, I sat in my office and reflected on the amazing coffee that I used to drink in my hometown of Venice, Italy. I had grown tired of the coffee from plastic pods and realized that many others probably felt the same way. So, I decided to create and launch a machine that would grind and brew freshly roasted coffee beans with the same profile taste as the Italian coffee I've missed so much. PRODUCT -------------------------------------------------------------------------------- OEM/ODM COFFEE MACHINES AND PROPRIETARY COFFEE BLENDS 7M coffee pods saved to date Your browser does not support HTML5 video. TRACTION -------------------------------------------------------------------------------- $1.9M LIFETIME REVENUE Gross profit margin: 75%EBITDA margin: 26% * Excluding depreciation * Positive monthly cash flow * Bootstrapped with low debt — Manufacturing partnerships: Over 5 years of established relationships with OEM/ODM capabilities — CUSTOMERS -------------------------------------------------------------------------------- THREE-PRONGED CUSTOMER ACQUISITION STRATEGY BUSINESS MODEL -------------------------------------------------------------------------------- B2B & B2C MONTHLY SUBSCRIPTIONS BETWEEN $80-$1000 B2B SUBSCRIPTION-BASED MODEL * Office coffee market size: $5.7B * Pricing: monthly coffee subscription from $175-$1K on a cup consumption between 39-80 cents B2C subscription-based model * Home coffee market size: $14B * Pricing: monthly coffee subscription from $80-$120 on a cup consumption between 70-80 cents MARKET -------------------------------------------------------------------------------- 150M US COFFEE DRINKERS Total addressable market: $88B Serviceable addressable market: $25.1B The US coffee market is projected to grow at a CAGR of 4.8% during the forecast period (2020-2025). COMPETITION -------------------------------------------------------------------------------- COMPARABLES IN THE COFFEE SPACE VISION AND STRATEGY -------------------------------------------------------------------------------- TARGETING GROWTH TO $3M ARR IN 12 TO 18 MONTHS* — MARKETING-FOCUSED USE OF FUNDS — — 7 YEARS TO EXIT — Moriondo Espresso Club Increase market reach Moriondo FABRICA Increase vertical integration FUNDING -------------------------------------------------------------------------------- BOOTSTRAPPED TO DATE Non-dilutive funding capital partnerships: FOUNDERS -------------------------------------------------------------------------------- ALVISE PASQUALETTI & MAX GENDLER $ Invest in Moriondo DEAL TERMS SPECIAL -------------------------------------------------------------------------------- Valuation cap $6.4M $8M The maximum valuation at which your investment converts into equity shares or cash. Learn more. Minimum investment $100 The smallest investment amount that Moriondo is accepting. Learn more Maximum investment $124K The largest investment amount that Moriondo is accepting. Learn more Funding goal $25K / $1.24M Moriondo needs to raise $25K before the deadline. The maximum amount Moriondo is willing to raise is $1.24M. Learn more Deadline February 20, 2023 Moriondo needs to reach their minimum funding goal before the deadline (February 20, 2023 at 7:59 AM GMT). If they don’t, all investments will be refunded. Learn more Security type Crowd SAFE A SAFE allows an investor to make a cash investment in a company, with rights to receive certain company stock at a later date, in connection with a specific event. Learn more Nominee Lead Chief Executive Officer of Luxbeverage LLC (currently Alvise Pasqualetti) How it works DOCUMENTS Republic (OpenDeal Portal LLC, CRD #283874) is hosting this Reg CF securities offering by Luxbeverage LLC. View the official SEC filing and all updates: Form C SEC.gov Company documents Moriondo Crowd SAFE Moriondo Coffee Form C.pdf BONUS PERKS In addition to your Crowd SAFE, you'll receive perks for investing in Moriondo . Invest $200 Receive * 10% off 1st membership order Invest $200 Invest $500 Receive * 15% off 1st membership order * Free Set of Espresso Cups Invest $500 Invest $1,000 Receive * 20% off 1st membership order * Free Set of Espresso Cups * Moriondo To-Go Tumbler Invest $1,000 Invest $2,500 Receive * 10% off 3 month membership * Free Set of Espresso Cups * Moriondo To-Go Tumbler * Moriondo Hat Invest $2,500 Invest $5,000 Receive * 15% off 3 month membership * Free Set of Espresso Cups * Moriondo To-Go Tumbler * Moriondo Hat Invest $5,000 Invest $10,000 Receive * 20% off 3 month membership * Free Set of Espresso Cups * Moriondo To-Go Tumbler * Moriondo Hat Invest $10,000 Invest $25,000 Receive * 20% off 6 month membership * Zoom Meeting with CEO * Free Set of Espresso Cups * Moriondo To-Go Tumbler * Moriondo Hat Invest $25,000 Invest $50,000 Receive * 20% off 1 year membership * Zoom Meeting with CEO * Free Set of Espresso Cups * Moriondo To-Go Tumbler * Moriondo Hat Invest $50,000 Invest $100,000 Receive * 1 year free coffee membership * Monthly meeting with CEO * Free Set of Espresso Cups * Moriondo To-Go Tumbler * Moriondo Hat Invest $100,000 ABOUT MORIONDO Legal Name Luxbeverage LLC Founded Jun 2014 Form New Jersey LLC Employees 2 Website moriondocoffee.com Social Media Headquarters 1412 Broadway 21st FL , New York, NY Headquarters 1412 Broadway, 21st FL, New York, NY, United States 10018 MORIONDO TEAM EVERYONE HELPING BUILD MORIONDO , NOT LIMITED TO EMPLOYEES Alvise Pasqualetti FOUNDER / CEO Max Gendler OPERATION Manjin Singh DESIGN Sara Borghi INBOUND STRATEGY 2 more team members Alvise Pasqualetti FOUNDER / CEO Max Gendler OPERATION Manjin Singh DESIGN Sara Borghi INBOUND STRATEGY RISKS We have a limited operating history upon which you can evaluate our performance, and accordingly, our prospects must be considered in light of the risks that any new company encounters. The Company is still in an early phase and we are just beginning to implement our business plan. There can be no assurance that we will ever operate profitably. The likelihood of our success should be considered in light of the problems, expenses, difficulties, complications and delays usually encountered by early stage companies. The Company may not be successful in attaining the objectives necessary for it to overcome these risks and uncertainties. Global crises and geopolitical events, including without limitation, COVID-19 can have a significant effect on our business operations and revenue projections. The Company’s revenue was adversely affected related to the COVID-19 crisis. Conditions have eased. If another significant outbreak of COVID-19 or another contagious disease were to occur, we may lose a significant portion of our revenue. In addition, a significant outbreak of contagious diseases in the human population could result in a widespread health crisis. Additionally, geopolitical events, such as wars or conflicts, could result in global disruptions to supplies, political uncertainty and displacement. Each of these crises could adversely affect the economies and financial markets of many countries, including the United States where we principally operate, resulting in an economic downturn that could reduce the demand for our products and services and impair our business prospects, including as a result of being unable to raise additional capital on acceptable terms, if at all. The amount of capital the Company is attempting to raise in this Offering may not be enough to sustain the Company’s current business plan. In order to achieve the Company’s near and long-term goals, the Company may need to procure funds in addition to the amount raised in the Offering. There is no guarantee the Company will be able to raise such funds on acceptable terms or at all. If we are not able to raise sufficient capital in the future, we may not be able to execute our business plan, our continued operations will be in jeopardy and we may be forced to cease operations and sell or otherwise transfer all or substantially all of our remaining assets, which could cause an Investor to lose all or a portion of their investment. We may face potential difficulties in obtaining capital. We may have difficulty raising needed capital in the future as a result of, among other factors, lack of revenues from sales, as well as the inherent business risks associated with our Company and present and future market conditions. Additionally, our future sources of revenue may not be sufficient to meet our future capital requirements. As such, we may require additional funds to execute our business strategy and conduct our operations. If adequate funds are unavailable, we may be required to delay, reduce the scope of or eliminate one or more of our research, development or commercialization programs, product launches or marketing efforts, any of which may materially harm our business, financial condition and results of operations. We may implement new lines of business or offer new products and services within existing lines of business. As an early-stage company, we may implement new lines of business at any time. There are substantial risks and uncertainties associated with these efforts, particularly in instances where the markets are not fully developed. In developing and marketing new lines of business and/or new products and services, we may invest significant time and resources. Initial timetables for the introduction and development of new lines of business and/or new products or services may not be achieved, and price and profitability targets may not prove feasible. We may not be successful in introducing new products and services in response to industry trends or developments in technology, or those new products may not achieve market acceptance. As a result, we could lose business, be forced to price products and services on less advantageous terms to retain or attract clients or be subject to cost increases. As a result, our business, financial condition or results of operations may be adversely affected. We rely on other companies to provide components and services for our products. We depend on suppliers and contractors to meet our contractual obligations to our customers and conduct our operations. Our ability to meet our obligations to our customers may be adversely affected if suppliers or contractors do not provide the agreed-upon supplies or perform the agreed-upon services in compliance with customer requirements and in a timely and cost-effective manner. Likewise, the quality of our products may be adversely impacted if companies to whom we delegate manufacture of major components or subsystems for our products, or from whom we acquire such items, do not provide components which meet required specifications and perform to our, and our customers’, expectations. Our suppliers may also be unable to quickly recover from natural disasters and other events beyond their control and may be subject to additional risks such as financial problems that limit their ability to conduct their operations. The risk of these adverse effects may be greater in circumstances where we rely on only one or two contractors or suppliers for a particular component. Our products may utilize custom components available from only one source. Continued availability of those components at acceptable prices, or at all, may be affected for any number of reasons, including if those suppliers decide to concentrate on the production of common components instead of components customized to meet our requirements. The supply of components for a new or existing product could be delayed or constrained, or a key manufacturing vendor could delay shipments of completed products to us adversely affecting our business and results of operations. We rely on various intellectual property rights, including trademarks, in order to operate our business. The Company relies on certain intellectual property rights to operate its business. The Company’s intellectual property rights may not be sufficiently broad or otherwise may not provide us a significant competitive advantage. In addition, the steps that we have taken to maintain and protect our intellectual property may not prevent it from being challenged, invalidated, circumvented or designed-around, particularly in countries where intellectual property rights are not highly developed or protected. In some circumstances, enforcement may not be available to us because an infringer has a dominant intellectual property position or for other business reasons, or countries may require compulsory licensing of our intellectual property. Our failure to obtain or maintain intellectual property rights that convey competitive advantage, adequately protect our intellectual property or detect or prevent circumvention or unauthorized use of such property, could adversely impact our competitive position and results of operations. We also rely on nondisclosure and noncompetition agreements with employees, consultants and other parties to protect, in part, trade secrets and other proprietary rights. There can be no assurance that these agreements will adequately protect our trade secrets and other proprietary rights and will not be breached, that we will have adequate remedies for any breach, that others will not independently develop substantially equivalent proprietary information or that third parties will not otherwise gain access to our trade secrets or other proprietary rights. As we expand our business, protecting our intellectual property will become increasingly important. The protective steps we have taken may be inadequate to deter our competitors from using our proprietary information. In order to protect or enforce our intellectual property rights, we may be required to initiate litigation against third parties, such as infringement lawsuits. Also, these third parties may assert claims against us with or without provocation. These lawsuits could be expensive, take significant time and could divert management’s attention from other business concerns. We cannot assure you that we will prevail in any of these potential suits or that the damages or other remedies awarded, if any, would be commercially valuable. The Company’s success depends on the experience and skill of its executive officers and key personnel. We are dependent on our executive officers and key personnel. These persons may not devote their full time and attention to the matters of the Company. The loss of all or any of our executive officers and key personnel could harm the Company’s business, financial condition, cash flow and results of operations. Although dependent on certain key personnel, the Company does not have any key person life insurance policies on any such people. We are dependent on certain key personnel in order to conduct our operations and execute our business plan, however, the Company has not purchased any insurance policies with respect to those individuals in the event of their death or disability. Therefore, if any of these personnel die or become disabled, the Company will not receive any compensation to assist with such person’s absence. The loss of such person could negatively affect the Company and our operations. We have no way to guarantee key personnel will stay with the Company, as many states do not enforce non-competition agreements, and therefore acquiring key man insurance will not ameliorate all of the risk of relying on key personnel. In order for the Company to compete and grow, it must attract, recruit, retain and develop the necessary personnel who have the needed experience. Recruiting and retaining highly qualified personnel is critical to our success. These demands may require us to hire additional personnel and will require our existing management and other personnel to develop additional expertise. We face intense competition for personnel, making recruitment time-consuming and expensive. The failure to attract and retain personnel or to develop such expertise could delay or halt the development and commercialization of our product candidates. If we experience difficulties in hiring and retaining personnel in key positions, we could suffer from delays in product development, loss of customers and sales and diversion of management resources, which could adversely affect operating results. Our consultants and advisors may be employed by third parties and may have commitments under consulting or advisory contracts with third parties that may limit their availability to us, which could further delay or disrupt our product development and growth plans. We need to rapidly and successfully develop and introduce new products in a competitive, demanding and rapidly changing environment. To succeed in our intensely competitive industry, we must continually improve, refresh and expand our product and service offerings to include newer features, functionality or solutions, and keep pace with changes in the industry. Shortened product life cycles due to changing customer demands and competitive pressures may impact the pace at which we must introduce new products or implement new functions or solutions. In addition, bringing new products or solutions to the market entails a costly and lengthy process, and requires us to accurately anticipate changing customer needs and trends. We must continue to respond to changing market demands and trends or our business operations may be adversely affected. The development and commercialization of our products is highly competitive. We face competition with respect to any products that we may seek to develop or commercialize in the future. Our competitors include major companies worldwide. Many of our competitors have significantly greater financial, technical and human resources than we have and superior expertise in research and development and marketing approved products and thus may be better equipped than us to develop and commercialize products. These competitors also compete with us in recruiting and retaining qualified personnel and acquiring technologies. Smaller or early stage companies may also prove to be significant competitors, particularly through collaborative arrangements with large and established companies. Accordingly, our competitors may commercialize products more rapidly or effectively than we are able to, which would adversely affect our competitive position, the likelihood that our products will achieve initial market acceptance, and our ability to generate meaningful additional revenues from our products. Industry consolidation may result in increased competition, which could result in a loss of customers or a reduction in revenue. Some of our competitors have made or may make acquisitions or may enter into partnerships or other strategic relationships to offer more comprehensive services than they individually had offered or achieve greater economies of scale. In addition, new entrants not currently considered to be competitors may enter our market through acquisitions, partnerships or strategic relationships. We expect these trends to continue as companies attempt to strengthen or maintain their market positions. The potential entrants may have competitive advantages over us, such as greater name recognition, longer operating histories, more varied services and larger marketing budgets, as well as greater financial, technical and other resources. The companies resulting from combinations or that expand or vertically integrate their business to include the market that we address may create more compelling service offerings and may offer greater pricing flexibility than we can or may engage in business practices that make it more difficult for us to compete effectively, including on the basis of price, sales and marketing programs, technology or service functionality. These pressures could result in a substantial loss of our customers or a reduction in our revenue. We face various risks as an e-commerce retailer. We operate a business that sells directly to consumers via e-commerce. This may require additional investments to sustain or grow our e-commerce business, including increased capital requirements. Additionally, there are business risks we face related to operating our e-commerce business which include our inability to keep pace with rapid technological change, failure in our security procedures or operational controls, failure or inadequacy in our systems or labor resource levels to effectively process customer orders in a timely manner, government regulation and legal uncertainties with respect to e-commerce, and the collection of sales or other taxes by one or more states or foreign jurisdictions. If any of these risks materialize, they could have an adverse effect on our business. In addition, we may face increased competition in the future from internet retailers who enter the market. Our failure to positively differentiate our product and services offerings or customer experience from these new internet retailers could have a material adverse effect on our business, financial condition and results of operations. Damage to our reputation could negatively impact our business, financial condition and results of operations. Our reputation and the quality of our brand are critical to our business and success in existing markets, and will be critical to our success as we enter new markets. Any incident that erodes consumer loyalty for our brand could significantly reduce its value and damage our business. We may be adversely affected by any negative publicity, regardless of its accuracy. Also, there has been a marked increase in the use of social media platforms and similar devices, including blogs, social media websites and other forms of internet-based communications that provide individuals with access to a broad audience of consumers and other interested persons. The availability of information on social media platforms is virtually immediate as is its impact. Information posted may be adverse to our interests or may be inaccurate, each of which may harm our performance, prospects or business. The harm may be immediate and may disseminate rapidly and broadly, without affording us an opportunity for redress or correction. We have not prepared any audited financial statements. The financial statements attached as Exhibit A to this Form C have been “reviewed” only and such financial statements have not been verified with outside evidence as to management’s amounts and disclosures. Additionally, tests on internal controls have not been conducted. Therefore, you will have no audited financial information regarding the Company’s capitalization or assets or liabilities on which to make your investment decision. Our business could be negatively impacted by cyber security threats, attacks and other disruptions. We may face advanced and persistent attacks on our information infrastructure where we manage and store various proprietary information and sensitive/confidential data relating to our operations. These attacks may include sophisticated malware (viruses, worms, and other malicious software programs) and phishing emails that attack our products or otherwise exploit any security vulnerabilities. These intrusions sometimes may be zero-day malware that are difficult to identify because they are not included in the signature set of commercially available antivirus scanning programs. Experienced computer programmers and hackers may be able to penetrate our network security and misappropriate or compromise our confidential information or that of our customers or other third-parties, create system disruptions, or cause shutdowns. Additionally, sophisticated software and applications that we produce or procure from third-parties may contain defects in design or manufacture, including “bugs” and other problems that could unexpectedly interfere with the operation of the information infrastructure. A disruption, infiltration or failure of our information infrastructure systems or any of our data centers as a result of software or hardware malfunctions, computer viruses, cyber-attacks, employee theft or misuse, power disruptions, natural disasters or accidents could cause breaches of data security, loss of critical data and performance delays, which in turn could adversely affect our business. Security breaches of confidential customer information, in connection with our electronic processing of credit and debit card transactions, or confidential employee information may adversely affect our business. Our business requires the collection, transmission and retention of personally identifiable information, in various information technology systems that we maintain and in those maintained by third parties with whom we contract to provide services. The integrity and protection of that data is critical to us. The information, security and privacy requirements imposed by governmental regulation are increasingly demanding. Our systems may not be able to satisfy these changing requirements and customer and employee expectations, or may require significant additional investments or time in order to do so. A breach in the security of our information technology systems or those of our service providers could lead to an interruption in the operation of our systems, resulting in operational inefficiencies and a loss of profits. Additionally, a significant theft, loss or misappropriation of, or access to, customers’ or other proprietary data or other breach of our information technology systems could result in fines, legal claims or proceedings. The use of individually identifiable data by our business, our business associates and third parties is regulated at the state, federal and international levels. The regulation of individual data is changing rapidly, and in unpredictable ways. A change in regulation could adversely affect our business, including causing our business model to no longer be viable. Costs associated with information security – such as investment in technology, the costs of compliance with consumer protection laws and costs resulting from consumer fraud – could cause our business and results of operations to suffer materially. Additionally, the success of our online operations depends upon the secure transmission of confidential information over public networks, including the use of cashless payments. The intentional or negligent actions of employees, business associates or third parties may undermine our security measures. As a result, unauthorized parties may obtain access to our data systems and misappropriate confidential data. There can be no assurance that advances in computer capabilities, new discoveries in the field of cryptography or other developments will prevent the compromise of our customer transaction processing capabilities and personal data. If any such compromise of our security or the security of information residing with our business associates or third parties were to occur, it could have a material adverse effect on our reputation, operating results and financial condition. Any compromise of our data security may materially increase the costs we incur to protect against such breaches and could subject us to additional legal risk. The Company is not subject to Sarbanes-Oxley regulations and may lack the financial controls and procedures of public companies. The Company may not have the internal control infrastructure that would meet the standards of a public company, including the requirements of the Sarbanes Oxley Act of 2002. As a privately-held (non-public) Company, the Company is currently not subject to the Sarbanes Oxley Act of 2002, and its financial and disclosure controls and procedures reflect its status as a development stage, non-public company. There can be no guarantee that there are no significant deficiencies or material weaknesses in the quality of the Company’s financial and disclosure controls and procedures. If it were necessary to implement such financial and disclosure controls and procedures, the cost to the Company of such compliance could be substantial and could have a material adverse effect on the Company’s results of operations. Changes in federal, state or local laws and government regulation could adversely impact our business. The Company is subject to legislation and regulation at the federal and local levels and, in some instances, at the state level. New laws and regulations may impose new and significant disclosure obligations and other operational, marketing and compliance-related obligations and requirements, which may lead to additional costs, risks of non-compliance, and diversion of our management's time and attention from strategic initiatives. Additionally, federal, state and local legislators or regulators may change current laws or regulations which could adversely impact our business. Further, court actions or regulatory proceedings could also change our rights and obligations under applicable federal, state and local laws, which cannot be predicted. Modifications to existing requirements or imposition of new requirements or limitations could have an adverse impact on our business. We operate in a highly regulated environment, and if we are found to be in violation of any of the federal, state, or local laws or regulations applicable to us, our business could suffer. We are also subject to a wide range of federal, state, and local laws and regulations. The violation of these or future requirements or laws and regulations could result in administrative, civil, or criminal sanctions against us, which may include fines, a cease and desist order against the subject operations or even revocation or suspension of our license to operate the subject business. As a result, we may incur capital and operating expenditures and other costs to comply with these requirements and laws and regulations. Changes in employment laws or regulation could harm our performance. Various federal and state labor laws govern our relationship with our employees and affect operating costs. These laws include minimum wage requirements, overtime pay, healthcare reform and the implementation of the Patient Protection and Affordable Care Act, unemployment tax rates, workers’ compensation rates, citizenship requirements, union membership and sales taxes. A number of factors could adversely affect our operating results, including additional government- imposed increases in minimum wages, overtime pay, paid leaves of absence and mandated health benefits, mandated training for employees, increased tax reporting and tax payment requirements for employees who receive tips, a reduction in the number of states that allow tips to be credited toward minimum wage requirements, changing regulations from the National Labor Relations Board and increased employee litigation including claims relating to the Fair Labor Standards Act. Affiliates of the Company, including officers, managers and existing members of the Company, may invest in this Offering and their funds will be counted toward the Company achieving the Minimum Amount. There is no restriction on affiliates of the Company, including its officers, managers and existing members, investing in the Offering. As a result, it is possible that if the Company has raised some funds, but not reached the Minimum Amount, affiliates can contribute the balance so that there will be a closing. The Minimum Amount is typically intended to be a protection for investors and gives investors confidence that other investors, along with them, are sufficiently interested in the Offering and the Company and its prospects to make an investment of at least the Minimum Amount. By permitting affiliates to invest in the offering and make up any shortfall between what non-affiliate investors have invested and the Minimum Amount, this protection is largely eliminated. The U.S. Securities and Exchange Commission does not pass upon the merits of the Securities or the terms of the Offering, nor does it pass upon the accuracy or completeness of any Offering document or literature. You should not rely on the fact that our Form C is accessible through the U.S. Securities and Exchange Commission’s EDGAR filing system as an approval, endorsement or guarantee of compliance as it relates to this Offering. The U.S. Securities and Exchange Commission has not reviewed this Form C, nor any document or literature related to this Offering. Neither the Offering nor the Securities have been registered under federal or state securities laws. No governmental agency has reviewed or passed upon this Offering or the Securities. Neither the Offering nor the Securities have been registered under federal or state securities laws. Investors will not receive any of the benefits available in registered offerings, which may include access to quarterly and annual financial statements that have been audited by an independent accounting firm. Investors must therefore assess the adequacy of disclosure and the fairness of the terms of this Offering based on the information provided in this Form C and the accompanying exhibits. The Company's management may have broad discretion in how the Company uses the net proceeds of the Offering. Unless the Company has agreed to a specific use of the proceeds from the Offering, the Company’s management will have considerable discretion over the use of proceeds from the Offering. You may not have the opportunity, as part of your investment decision, to assess whether the proceeds are being used appropriately. Because the Offering consists of two separate tranches, a single investor may receive different Crowd SAFEs with different terms, depending on the timing of its investment commitment. The Offering is divided into separate tranches for early investors and standard investors. “Early Investors,” which include investors who invest during the first tranche of the Offering, which includes the initial subscriptions amounting up to and including a sum of $500,000.00 USD, will receive a Crowd SAFE with preferential terms, namely a reduced pre-money valuation cap ($6,400,000 instead of $8,000,000). A Crowd SAFE with different terms will be issued to “Standard Investors,” or investors who invest during the second tranche of the Offering, which includes all subscriptions from $500,000.01 USD to $1,235,000.00 USD. Accordingly, a single investor may be issued two different Crowd SAFEs with different terms, depending on the timing of the investor’s investment commitment. The Company has the right to limit individual Investor commitment amounts based on the Company’s determination of an Investor’s sophistication. The Company may prevent any Investor from committing more than a certain amount in this Offering based on the Company’s determination of the Investor’s sophistication and ability to assume the risk of the investment. This means that your desired investment amount may be limited or lowered based solely on the Company’s determination and not in line with relevant investment limits set forth by the Regulation CF rules. This also means that other Investors may receive larger allocations of the Offering based solely on the Company’s determination. The Company has the right to extend the Offering Deadline. The Company may extend the Offering Deadline beyond what is currently stated herein. This means that your investment may continue to be held in escrow while the Company attempts to raise the Target Offering Amount even after the Offering Deadline stated herein is reached. While you have the right to cancel your investment in the event the Company extends the Offering Deadline, if you choose to reconfirm your investment, your investment will not be accruing interest during this time and will simply be held until such time as the new Offering Deadline is reached without the Company receiving the Target Offering Amount, at which time it will be returned to you without interest or deduction, or the Company receives the Target Offering Amount, at which time it will be released to the Company to be used as set forth herein. Upon or shortly after the release of such funds to the Company, the Securities will be issued and distributed to you. The Company may also end the Offering early. If the Target Offering Amount is met after 21 calendar days, but before the Offering Deadline, the Company can end the Offering by providing notice to Investors at least 5 business days prior to the end of the Offering. This means your failure to participate in the Offering in a timely manner, may prevent you from being able to invest in this Offering – it also means the Company may limit the amount of capital it can raise during the Offering by ending the Offering early. The Company has the right to conduct multiple closings during the Offering. If the Company meets certain terms and conditions, an intermediate close (also known as a rolling close) of the Offering can occur, which will allow the Company to draw down on seventy percent (70%) of Investor proceeds committed and captured in the Offering during the relevant period. The Company may choose to continue the Offering thereafter. Investors should be mindful that this means they can make multiple investment commitments in the Offering, which may be subject to different cancellation rights. For example, if an intermediate close occurs and later a material change occurs as the Offering continues, Investors whose investment commitments were previously closed upon will not have the right to re-confirm their investment as it will be deemed to have been completed prior to the material change. Investors will not have voting rights, even upon conversion of the Securities and will grant a third-party nominee broad power and authority to act on their behalf. In connection with investing in this Offering to purchase a Crowd SAFE (Simple Agreement for Future Equity) investors will designate Republic Investment Services LLC (f/k/a NextSeed Services, LLC) (the “Nominee”) to act on their behalf as agent and proxy in all respects. The Nominee will be entitled, among other things, to exercise any voting rights (if any) conferred upon the holder of the Securities or any securities acquired upon their conversion, to execute on behalf of an investor all transaction documents related to the transaction or other corporate event causing the conversion of the Securities, and as part of the conversion process the Nominee has the authority to open an account in the name of a qualified custodian, of the Nominee’s sole discretion, to take custody of any securities acquired upon conversion of the Securities. Thus, by participating in the Offering, investors will grant broad discretion to a third party (the Nominee and its agents) to take various actions on their behalf, and investors will essentially not be able to vote upon matters related to the governance and affairs of the Company nor take or effect actions that might otherwise be available to holders of the Securities and any securities acquired upon their conversion. Investors should not participate in the Offering unless he, she or it is willing to waive or assign certain rights that might otherwise be afforded to a holder of the Securities to the Nominee and grant broad authority to the Nominee to take certain actions on behalf of the investor, including changing title to the Security. The Securities will not be freely tradable under the Securities Act until one year from the initial purchase date. Although the Securities may be tradable under federal securities law, state securities regulations may apply, and each Investor should consult with their attorney. You should be aware of the long-term nature of this investment. There is not now and likely will not ever be a public market for the Securities. Because the Securities have not been registered under the Securities Act or under the securities laws of any state or foreign jurisdiction, the Securities have transfer restrictions and cannot be resold in the United States except pursuant to Rule 501 of Regulation CF. It is not currently contemplated that registration under the Securities Act or other securities laws will be effected. Limitations on the transfer of the Securities may also adversely affect the price that you might be able to obtain for the Securities in a private sale. Investors should be aware of the long-term nature of their investment in the Company. Each Investor in this Offering will be required to represent that they are purchasing the Securities for their own account, for investment purposes and not with a view to resale or distribution thereof. If a transfer, resale, assignment or distribution of the Security should occur prior to the conversion of the Security or after, if the Security is still held by the original purchaser directly, the transferee, purchaser, assignee or distribute, as relevant, will be required to sign a new Nominee Rider (as defined in the Security) and provide personally identifiable information to the Nominee sufficient to establish a custodial account at a later date and time. Under the Terms of the Securities, the Nominee has the right to place units received from the conversion of the Security into a custodial relationship with a qualified third party and have said Nominee be listed as the holder of record. In this case, Investors will only have a beneficial interest in the equity securities derived from the Securities, not legal ownership, which may make their resale more difficult as it will require coordination with the custodian and Republic Investment Services. Investors will not become equity holders until the Company decides to convert the Securities or until there is a change of control or sale of substantially all of the Company’s assets. The Investor may never directly hold equity in the Company. Investors will not have an ownership claim to the Company or to any of its assets or revenues for an indefinite amount of time and depending on when and how the Securities are converted, the Investors may never become equity holders of the Company. Investors will not become equity holders of the Company unless the Company receives a future round of financing great enough to trigger a conversion and the Company elects to convert the Securities. The Company is under no obligation to convert the Securities. In certain instances, such as a sale of the Company or substantially all of its assets, an initial public offering or a dissolution or bankruptcy, the Investors may only have a right to receive cash, to the extent available, rather than equity in the Company. Further, the Investor may never become an equity holder, merely a beneficial owner of an equity interest, should the Company or the Nominee decide to move the Crowd SAFE or the securities issuable thereto into a custodial relationship. Investors will not be entitled to any inspection or information rights other than those required by law. Investors will not have the right to inspect the books and records of the Company or to receive financial or other information from the Company, other than as required by law. Other security holders of the Company may have such rights. Regulation CF requires only the provision of an annual report on Form C and no additional information. Additionally, there are numerous methods by which the Company can terminate annual report obligations, resulting in no information rights, contractual, statutory or otherwise, owed to Investors. This lack of information could put Investors at a disadvantage in general and with respect to other security holders, including certain security holders who have rights to periodic financial statements and updates from the Company such as quarterly unaudited financials, annual projections and budgets, and monthly progress reports, among other things. Investors will be unable to declare the Security in “default” and demand repayment. Unlike convertible notes and some other securities, the Securities do not have any “default” provisions upon which Investors will be able to demand repayment of their investment. The Company has ultimate discretion as to whether or not to convert the Securities upon a future equity financing and Investors have no right to demand such conversion. Only in limited circumstances, such as a liquidity event, may Investors demand payment and even then, such payments will be limited to the amount of cash available to the Company. The Company may never elect to convert the Securities or undergo a liquidity event and Investors may have to hold the Securities indefinitely. The Company may never conduct a future equity financing or elect to convert the Securities if such future equity financing does occur. In addition, the Company may never undergo a liquidity event such as a sale of the Company or an initial public offering. If neither the conversion of the Securities nor a liquidity event occurs, Investors could be left holding the Securities in perpetuity. The Securities have numerous transfer restrictions and will likely be highly illiquid, with no secondary market on which to sell them. If a transfer, resale, assignment or distribution of the Security should occur prior to the conversion of the Security or after, if the Security is still held by the original purchaser directly, the transferee, purchaser, assignee or distribute, as relevant, will be required to sign a new Nominee Rider (as defined in the Security) and provide personally identifiable information to the Nominee sufficient to establish a custodial account at a later date and time. Under the terms of the Securities, the Nominee has the right to place units received from the conversion of the Security into a custodial relationship with a qualified third party and have said Nominee be listed as the holder of record. In this case, Investors will only have a beneficial interest in the equity securities derived from the Securities, not legal ownership, which may make their resale more difficult as it will require coordination with the custodian and Republic Investment Services. The Securities are not equity interests, have no ownership rights, have no rights to the Company’s assets or profits and have no voting rights or ability to direct the Company or its actions. Any equity securities acquired upon conversion of the Securities may be significantly diluted as a consequence of subsequent equity financings. The Company’s equity securities will be subject to dilution. The Company intends to issue equity to employees and third-party financing sources in amounts that are uncertain at this time, and as a consequence holders of equity securities resulting from the conversion of the Securities will be subject to dilution in an unpredictable amount. Such dilution may reduce the Investor’s control and economic interests in the Company. The amount of additional financing needed by the Company will depend upon several contingencies not foreseen at the time of this Offering. Generally, additional financing (whether in the form of loans or the issuance of other securities) will be intended to provide the Company with enough capital to reach the next major corporate milestone. If the funds received in any additional financing are not sufficient to meet the Company’s needs, the Company may have to raise additional capital at a price unfavorable to their existing investors, including the holders of the Securities. The availability of capital is at least partially a function of capital market conditions that are beyond the control of the Company. There can be no assurance that the Company will be able to accurately predict the future capital requirements necessary for success or that additional funds will be available from any source. Failure to obtain financing on favorable terms could dilute or otherwise severely impair the value of the Securities. In addition, the Company has certain equity grants outstanding. Should the Company enter into a financing that would trigger any conversion rights, the converting securities would further dilute the equity securities receivable by the holders of the Securities upon a qualifying financing. Any equity securities issued upon conversion of the Securities may be substantially different from other equity securities offered or issued by the Company at the time of conversion. In the event the Company decides to exercise the conversion right, the Company will convert the Securities into equity securities that are materially different from the equity securities being issued to new investors at the time of conversion in many ways, including, but not limited to, liquidation preferences, dividend rights, or anti-dilution protection. Additionally, any equity securities issued at the First Equity Financing Price (as defined in the Crowd SAFE agreement) shall have only such preferences, rights, and protections in proportion to the First Equity Financing Price and not in proportion to the price per unit paid by new investors receiving the equity securities. Upon conversion of the Securities, the Company may not provide the holders of such Securities with the same rights, preferences, protections, and other benefits or privileges provided to other investors of the Company. The forgoing paragraph is only a summary of a portion of the conversion feature of the Securities; it is not intended to be complete, and is qualified in its entirety by reference to the full text of the Crowd SAFE agreement, which is attached as Exhibit B. There is no present market for the Securities and we have arbitrarily set the price. The Offering price was not established in a competitive market. We have arbitrarily set the price of the Securities with reference to the general status of the securities market and other relevant factors. The Offering price for the Securities should not be considered an indication of the actual value of the Securities and is not based on our asset value, net worth, revenues or other established criteria of value. We cannot guarantee that the Securities can be resold at the Offering price or at any other price. In the event of the dissolution or bankruptcy of the Company, Investors will not be treated as debt holders and therefore are unlikely to recover any proceeds. In the event of the dissolution or bankruptcy of the Company, the holders of the Securities that have not been converted will be entitled to distributions as described in the Securities. This means that such holders will only receive distributions once all of the creditors and more senior security holders, including any holders of preferred interests, have been paid in full. No holders of any of the Securities can be guaranteed any proceeds in the event of the dissolution or bankruptcy of the Company. While the Securities provide mechanisms whereby holders of the Securities would be entitled to a return of their subscription amount upon the occurrence of certain events, if the Company does not have sufficient cash on hand, this obligation may not be fulfilled. Upon the occurrence of certain events, as provided in the Securities, holders of the Securities may be entitled to a return of the principal amount invested. Despite the contractual provisions in the Securities, this right cannot be guaranteed if the Company does not have sufficient liquid assets on hand. Therefore, potential Investors should not assume a guaranteed return of their investment amount. There is no guarantee of a return on an Investor’s investment. There is no assurance that an Investor will realize a return on their investment or that they will not lose their entire investment. For this reason, each Investor should read this Form C and all exhibits carefully and should consult with their attorney and business advisor prior to making any investment decision. Show all Risks DISCUSSION Ask questions and share feedback with the Moriondo team below. If you have support related questions for Republic, please contact investors@republic.co. Shu Jiang 11 days ago Hi Alvise, How many active B2B and B2C subscribers do you currently have? 0 Like Reply Alvise Pasqualetti @shu-jiang we have over 400+ recurring paying subscribers with slightly more B2C vs B2B but lower AOV on B2C. . Moriondo team 11 days ago 0 Like · Reply · Moriondo team · 11 days ago Richard Muhlenbruch 13 days ago Alvise, So are these coffee machines for sale or for lease? What's the price (if selling) and/or lease terms. And what if a customer doesn't want to use your coffee beans and just brew another brand of coffee? 0 Like Reply Alvise Pasqualetti @richard-muhlenbruch Hi Richard, with our business model we price the machine cost into the coffee subscription. Our revenue is from the coffee subscription and not from selling the hardware. B2C users automatically own the machine after one year subscription and we have seen most of users keep the subscription after one year because they love the coffee. B2B users do not own the hardware. Machines track the coffee consumption so we actually know if users will use other coffee. There is no need for the customer to use other coffee since they are paying for the amount of coffee drinkers w/the subscription. We are also focused on providing quality coffee delivered to the customer within a week from roasting. We roast different variety blends and will continue to add new ones as this builds our awareness as a coffee brand. Moriondo team 13 days ago 1 like · Reply · Moriondo team · 13 days ago Ryan Steinberg 13 days ago Dear Sir, I work with an investment firm looking to expand its portfolio globally through project financing. We can finance viable project, by making investment in form of a debt financing. If you are interested kindly contact me. Regards Ryan 0 Like Reply Alvise Pasqualetti @ryan-steinberg-1 Thank you for reaching out Ryan. We will keep your contact info. Moriondo team 13 days ago 0 Like · Reply · Moriondo team · 13 days ago ABDULLAH ALSHABIB Investor in Moriondo · 13 days ago Congrats on the campaign! I like how the company is already profitable even though it's tiny...it shows the right fundemtals are there in terms of cost structure, very important in such a shrewd business! I am concerned about the inflexibility of the business model (subscription only) which could be challenging to scale geographically. Especially given that fresh roasting is a main part of the value proposition. What's your thought on that? 0 Like Reply ABDULLAH ALSHABIB @alvise-pasqualetti Great! Thanks for the prompt reply. Investor in Moriondo 12 days ago 1 like · Reply · Investor in Moriondo · 12 days ago Alvise Pasqualetti @abdullah-alshabib First of all thank you for being an investor, truly appreciate it! Our business model as you got it right, combines machines, coffee and service and what the customer needs to be happy with all 3 segments. We had to implement systems and processes to make sure we have strong retention once we acquire a customer while at the same time be very capital efficient on how we execute. In fact, we run the company very lean such as having our coffee freshly roasted and shipped directly to our customers from our roasting partners. This is done without having extra warehouses with high fixed costs or having to rely on 3PL companies. We are also exploring potential distribution partnerships with revenue shares that is not subscription only. So far we were able to grow with very limited capital and our first equity round will help us grow while keeping the principles we learned from bootrstrapping. Moriondo team 13 days ago 1 like · Reply · Moriondo team · 13 days ago Pashmina Deshon 13 days ago How do your machines actual work? eg Spinn uses centrifugal brewing. What is your brew process and how good are the parts? What is your churn rate? What is your CAC? 0 Like Reply Alvise Pasqualetti @pashmina-lalchandani We don't use centrifugal brewing but we use the brew unit technology with 19 bar pump pressure. Currently several parts we use are from Italy such as the 19 bar pump and we work directly with our manufacture to constantly improve the product. For the metrics please see below: Yearly Churn rate: 5% CAC: 150 to 200 (Excluding cost of Hardware) Happy to share more metrics in details Moriondo team 13 days ago 0 Like · Reply · Moriondo team · 13 days ago Tirupathi Mangalarapu 13 days ago How is this different compared to steeped coffee? 0 Like Reply Alvise Pasqualetti @tirupathi-mangalarapu It's very different. We use freshly roasted whole beans and provide our machine for the end user to enjoy our coffee Moriondo team 13 days ago 1 like · Reply · Moriondo team · 13 days ago Meet Shah 20 days ago Hi. Really interesting product and definitely the office market is there. Some questions I had: - Are other bigger well-established companies (Nespresso, delonghi etc) trying to enter into this recyclable pod industry? - How do you make sure your supply chain is efficient (source of coffee, travel to offices, different roasters, different distributors) - What do you think about your at home coffee maker (% of total sales, how is it different from what is currently in the market) - Is the home pod and office pod of the same quality? 1 like Reply Andrii Khmelkov @alvise-pasqualetti Thank you for the response! I was just curious about exactly that. Question though: are you prepared for Nespresso's and other large coffee transition to compostable coffee pods? To me, it seems that established companies have a much higher probability of success in successfully transitioning to compostable coffee pods, than for a new player to build a successful and profitable business from scratch competing with established companies. MorningStar has this rating called "Economic Moat" that is basically indicates that how likely a company is to keep competitors at bay for an extended period of time. Besides compostable coffee pods, is there is anything that you think will be hard for competitors to copy/recreate? 13 days ago 0 Like · Reply · 13 days ago Alvise Pasqualetti @meet-shah-8 Thank you! Please see below: - Our main focus and the more sustainable option is our roasted whole bean coffee. We have one model of machine that uses compostable pods as well. Nespresso and other large coffee companies have recyclable pods but they can't be composted. Delonghi focus is manufacturing of the machines and less on coffee production (they are actually one of the machines manufacturer of Nespresso and it would not make sense for them to compete on coffee with Nespresso) - Our supply chain stays efficient because everything gets shipped from multiples locations directly to customers and all our coffee roasting and suppliers of materials are in the USA. Only our machine manufacturers are overseas and we have seen the supply chain become more stable compared 2021. -During COVID the home coffee market grew substantially but we have seen a come back to b2b and right now we have 40% of our sales for the home. - The home and office version are the same quality but the office can handle more consumption. We have 3 machines, the Workspace Machine and Home machine that use whole bean coffee and the Ecodisk machine which uses compostable pods. The whole beans are freshly roasted and shipped to customers within a week of a roast and the Ecodisk machine also uses our freshly roasted coffee that's put into a compostable pod. Moriondo team 20 days ago 1 like · Reply · Moriondo team · 20 days ago Isai Cortez 21 days ago Very cool. How does it compare to Jura? 0 Like Reply Alvise Pasqualetti @thinkboi-isai Thanks. We focus on having easier UX and we make it more accessible than a Jura without compromising quality. We also roast our own coffee brand to optimize the coffee extraction on the machines. Moriondo team 21 days ago 1 like · Reply · Moriondo team · 21 days ago Majed Mahmood about 1 month ago @alvise-pasqualetti Hi, Have you invested in SEO and app development? 1 like Reply Alvise Pasqualetti @majed-mahmood Hi Majed, before investing we test and see what is working or not with a small budget and then focus our spending on what is working. With more funds we will be able to run more tests and include testing more SEO and eventually app development. Moriondo team About 1 month ago 0 Like · Reply · Moriondo team · About 1 month ago Majed Mahmood @alvise-pasqualetti Sure, happy to help with both. About 1 month ago 0 Like · Reply · About 1 month ago Marked as helpful Helpful Dylan Talbot about 1 month ago Could you help me understand your current debt structure? The financial statements (Note-5 Loans) are a bit confusing compared to the Form C Capitalization Debt and Ownership section (specifically outstanding debt). Thanks! 2 likes Reply Alvise Pasqualetti @dylan-talbot-1 Hi Dylan, sure I would be happy to explain: On Note 5 Loans it explains loans for 2021, 2020 and some of them such as the $55,000 from stripe have already been paid off in 2022. On the Form C it current debt that is actually outstanding. This is the structure of Debt: Short Term Liabilities: Stripe Capital and Intuit Quick Loan. Stripe is a revenue based financing loan deducted automatically from our sales from stripe. Intuit is a 12 months loan at a fixed rate. Long Term Liabilities: Equipment Lease it's a 36 month fixed rate loan and it's going to be paid off on October 19, 2023 The remaining balances you can see it on the Form C. Keep in mind that stripe deducts payment daily as a % of sales so that amount now is actually lower than what you see on Form C. If you have any other questions let me know! Moriondo team About 1 month ago 2 likes · Reply · Moriondo team · About 1 month ago Join the discussion MORIONDO Invest in Moriondo Follow Following 150 INVEST IN ONE TAP. Scan code to get the new Republic app for iOS. 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