DISCLAIMER FOR CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM
This offering is being made by Alliance Consulting Group LLC, a Wyoming Limited Liability Company (“Sponsor”). We are offering equity participation opportunity to invest as Limited Partners in Cabarrus Farm Property LLC (a Limited Liability Company to be formed in Delaware) in denomination of US$500,000 (“LP”). The offering is made in reliance upon an exemption from registration under the federal securities laws provided by Rule 506(b) of Regulation D as promulgated by the United States Securities and Exchange Commission (the “SEC” or the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act” or the “1933 Act”). There is currently no public market for the limited partnership.
We expect the offering to commence on the date of this memorandum set forth below. The offering will terminate upon the earlier of (i) the sale of US$7,500,000 of LP or (ii) July 31, 2019, unless terminated earlier, or extended for an additional ninety (90) days, in our sole discretion. The LP will be offered on a “best efforts,” no minimum basis. There is no firm commitment by any person to purchase or sell the LP offered herein. The minimum investment is US$500,000 (1x LP membership), although we may, in our sole discretion, accept subscriptions for a lesser amount. We reserve the right to reject orders for the purchase of LP in whole or in part, and if a subscription is rejected the subscriber’s funds will be returned without interest the next business day after rejection. The proceeds from the sale will be placed in an Escrow Account by wire transfer only.
NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (“SEC” OR “COMMISSION”) NOR ANY STATE SECURITIES ADMINISTRATOR HAS APPROVED OR DISAPPROVED THE SECURITIES OFFERED HEREIN NOR HAS THE COMMISSION OR ANY STATE SECURITIES ADMINISTRATOR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURES CONTAINED IN THIS CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM OR THE MERITS OF AN INVESTMENT IN THE SECURITIES OFFERED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE 1933 ACT, OR THE SECURITIES LAWS OF ANY STATE AND ARE BEING OFFERED IN RELIANCE UPON CERTAIN EXEMPTIONS FROM REGISTRATION UNDER SUCH LAWS. SUCH EXEMPTIONS IMPOSE SUBSTANTIAL RESTRICTIONS ON THE SUBSEQUENT TRANSFER OF SECURITIES SUCH THAT AN INVESTOR HEREIN MAY NOT SUBSEQUENTLY RESELL THE SECURITIES OFFERED HEREIN UNLESS THE SECURITIES ARE SUBSEQUENTLY REGISTERED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. SEE “RISK FACTORS,” “SUITABILITY STANDARDS” AND “PLACEMENT OF THE OFFERING.”
Party who receive and/or view this Offering Material agrees to keep the contents in confidence. Any unauthorized release or sharing, both physically and electronically, without written consent from the Sponsor is strictly prohibited.