CanIDeal, LLC 506(c) Investor Portal

CanIDeal, LLC

Invest in the one digital platform that brings together the entire cannabis market.

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506(c) Offering Platform

Introduction to Our Company

CanIDeal, LLC (“CanIDeal”, or the “Company”) is a business to business e-commerce platform developed to serve the cannabis industry. CanIDeal will provide cannabis growers and distributors a legal platform to conduct business specifically within the State of California.

Legal cannabis trading in 2015 is estimated to have exceeded 6.7 billion dollars. In the opinion of the Company’s management, cannabis is a multi-billion dollar industry that has not fully taken advantage of the economies of scale offered by digital e-commerce. The legal cannabis market is expected to grow to over 25 billion dollars a year by 2020. In California alone, the market is projected to be 2.7 billion dollars. Any market of this size demands modern digital tools to participate fully in modern business practices. There is currently no fully legal digital cannabis trading platform available in California that offers the suite of tools that CanIDeal has to offer. The lack of a competitive landscape of quality digital cannabis focused trading platforms is a key opportunity that CanIDeal seeks to exploit.

The Problem

So why isn’t there an entirely legal Alibaba or eBay for wholesale cannabis? A key issue is that when the Internet routes packets of information, it sends those packets through the fastest route possible without regard for state or national boundaries. What this means is that if information regarding the sale of large amounts of cannabis is sent in the traditional way, it will routinely cross states lines where information related to cannabis sales is illegal. This problem has prevented the legal cannabis industry from taking advantage of the digital tools and technology of modern business. While digital platforms for wholesale cannabis is an emerging space, CanIDeal is the only one to offer “packet push” ring-fenced technology which ensures full compliance with applicable regulations.

The Solution

CanIDeal solves this issue by creating a geographic fence for the internet traffic which keeps the information flow completely inside of legal state lines. Based on the management team’s research, CanIDeal is currently the only cannabis digital marketplace offering a service with this specific advantage. While there are a couple of start-up digital cannabis markets, none offer the safety and security that the geo-fenced CanIDeal provides. By resolving this issue, CanIDeal removes the risk of punitive regulatory action that other systems do not provide adequate safeguards for.

Arcview Market Research projects sales will grow at a compound annual growth rate of 25% through 2021, when the North American market is expected to top $20.2 billion.

CanIDeal, LLC 506(c) Offering Platform

Summary of Operations

CanIDeal creates a digital door and brings shoppers through the door by offering free service to retailers as well as retail customers. It is a fully configured, easy to use, legal, e-commerce software platform, not much different from any other online shopping destination that puts the process of getting the best deals in the state directly into the palm of your hand. Think of farms as sellers on eBay and dispensaries as eBay shoppers. Just like eBay, CanIDeal is designed to display goods online, include useful information regarding the product, track sales, provide financial clearance for the transactions using Cannabis friendly banking, arrange for delivery, track the packages, offer full reporting, and has user reviews. Reporting includes sales, monthly and yearly revenue, invoices and full accounting. Future builds will be able to integrate data from growing software, which will offer a full view from seed through sales. CanIDeal also has the option of allowing growers who want to keep their locations private the ability to have a comfortable level of anonymity and security.

The CanIDeal Solution

The CanIDeal Team is currently making the final touches on the building of our fully integrated, cloud hosted, fully secure, decentralized real-time mobile software system for trading Cannabis. The Team projects a launch date to be in July 2017. CanIDeal will make the purchase of wholesale Cannabis as easy as using Amazon.com for retailing. Log on to your account, shop, click, pay using a variety of methods including, checks, money orders, major credit cards, and the product is delivered to your store. For growers and stores, CanIDeal offers full accounting, reporting, tax information, delivery and security for each transaction.

Problem number two, keeping the flow of information inside of state lines where the sale of Cannabis is legal is resolved by our proprietary “Packet Push” technology. Packet Push technology uses a unique process that allows CanIDeal to keep the entire transaction, and all information surrounding the transaction encrypted as well as inside of state geographic lines where the sale and transmission of information about the sale are completely legal. CanIDeal uses a combination of standard internet protocols, existing geo-fencing, combined with direct peer technology to route and control the flow of traffic.

CanIDeal is not only beneficial for the users of the system, it is consistent with government policy, since the federal government has provided guidance which demands a “CanIDeal.com” type industry-wide solution.

CanIDeal’s proprietary “Packet Push” technology, as well as the tracking and accounting benefits, are specifically recommended by the US Department of Justice as written:

“In jurisdictions that have enacted laws legalizing marijuana in some form and that have also implemented strong and effective regulatory and enforcement systems to control the cultivation, distribution, sale, and possession of marijuana, conduct in compliance with those laws and regulations is less likely to threaten the federal priorities. Indeed, a robust system may affirmatively address those priorities by, for example, implementing effective measures to prevent diversion of marijuana outside of the regulated system and to other states, prohibiting access to marijuana by minors, and replacing an illicit marijuana trade that funds criminal enterprises with a tightly regulated market in which revenues are tracked and accounted for.”

CanIDeal satisfies all of these priorities that are cited here by the US Department of Justice.

"In states where cannabis is legal for medical use, potential cannaboid-based therapeutic application have been identified for more than 40 medical conditions, including arthritis, cancer, chronic pain, epilepsy, glaucoma and HIV/Aids."

Ackrell Capital, LLC, an independent investment bank focused on growth companies

CanIDeal, LLC 506(c) Offering Platform

Company Management Team

The Company is currently managed by seasoned business and sector professionals dedicated to the success of the Company and efficient execution of its planned operations

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Joseph Farruggia

Founder and Interim CEO

Joseph is an investment industry veteran with a passion for emerging markets. He was the past Director of Sales and Advertising World Perspective Communications, responsible for the launch and all aspects of MoneyWorld Magazine and Money World Investment Conferences. He was the Investor Relations Specialist at Atlantic Capital Corporation, where he raised hundreds of millions of dollars by creating demand-side pull for numerous NASDAQ companies. He did Investor Relations for Wall Street Marketing Group through brokerdealer relationships, direct mail, and well-placed recommendations. He raised hundreds of millions for publicly traded companies on NASDAQ, American Stock Exchange as well as international markets.

Joseph is the Co-founder of Cafe.com Wi-Fi, Denny’s Wireless Internet. Cafe.com pioneered corporate branded Wi-Fi for the restaurant sector. As V.P. of Business Development he successfully negotiated Cafe.com’s position as the creator and sole approved vendor of Denny’s Wireless Internet for the Denny’s Franchisee Association as well as Jack In The Box. Cafe.com was successfully sold to ICOA Inc, a publicly traded company. Joseph is also an accomplished professional screenwriter who has written a string of profitably produced feature films including Baby Face Nelson with Academy Award Winner F. Murray Abraham.

Joseph is handling the CEO duties during the initial launch of the company in order to set the stage for an experienced, CEO to take the company reigns.
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Lawrence A. Wagner

CPA Cams, Financial Advisor

Lawrence was the Chief Financial Officer of Investment Bank and Asset Management for Nomura Holding America, Inc. ‘03 to ‘07. He was responsible for 150 individuals in Finance and Treasury, $120 billion balance sheet and all business lines.

From 1990 to 2003 he was the Chief Financial Officer and Managing Director of Finance for ING Financial Services LLC and Furman Selz LLC.

From 1981 to 1990 Lawrence was Controller/Corporate Vice President of Securities Operations Division, Manager/Corporate Vice President of International Operations, and Manager/Vice President of Internal Auditing for Drexel Burnham Lambert; a company with 12,000 employees and one of the largest investment banking firms in 1980’s.
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Matthew Walshin

VP of Sales

A Cannabis industry veteran and entrepreneur with decades of experience as a marijuana broker, Matt has a deep understanding of the market and knows the key players inside the cannabis market. His connections to top legal, entrepreneurial and business leaders is an indispensable asset. His understanding of the needs of growers, drivers, as well as the people involved with CBD sets the basis for creating a software platform that caters to the needs of the market.
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Stan Deland

Strategic Development Advisor

Stan is a former Marine Corps Infantry Captain, Co-Founder and CEO of Siddha Flower Essences, LLC. Since its founding in 2008, Siddha Flower Essences has gained traction in the natural channel. Their products are carried by retailers like Sprouts Farmers Market, The Vitamin Shoppe, Whole Foods Market and other natural grocery stores throughout the country.
This past November, cannabis legalization in some form was on the ballot in 9 states and passed in all but one, Arizona, which already has legalizard medical cannabis.

CanIDeal, LLC 506(c) Offering Platform

Terms of the Offering

$9,250,000

Minimum Offering: $1,000,000

Minimum Subscription: $50,000 (25,000 Units)

CanIDeal, LLC (the “Company” or “CanIDeal”), a California Company, is offering a minimum of 500,000 and a maximum of 4,650,000 Class B Membership Units for $2.00 per unit.

The Class B Membership Units sold through this Offering will have certain preferences regarding participation in distributions of Cash Available for Distribution. Assuming maximum proceeds are raised through this Offering, the Company’s cash available for distribution, as defined in its Amended and Restated Operating Agreement, a copy of which is attached to this Memorandum as Exhibit B, will be distributed 5% among the Class A Membership Unitholders, pro rata in accordance with their relative holdings of Class A Membership Units, 50% among the Class B Membership Unitholders, pro rata in accordance with their relative holdings of Class B Membership Units, and 45% among the Class C Manager/Membership Unitholders, pro rata in accordance with their relative holdings of Class C Manager/Membership Units, until the adjusted Capital Account balance for each Class B Member has been paid down to a zero balance (the “Recoupment”). Upon Recoupment, Cash Available for Distribution, if any, will be distributed among all Class A, Class B and Class C Membership Unitholders as a single class on a pro rata basis in accordance with their relative overall Participation Percentages. To the extent that less than the maximum proceeds of $9,250,000 are raised in this Offering, then the 50% pre-Recoupment allocation to Class B Membership Unitholders will be proportionately reduced, and the percentage allocation to Class C Manager/Membership Unitholders will be correspondently increased.

Using a conservative model, CanIDeal modestly projects capturing 7% of the available dispensary demand in Oregon and California the first fiscal year. This model puts CanIDeal’s expected first-year revenue at $920,000 with a net profit of $404,594 in year one.

CanIDeal, LLC 506(c) Offering Platform

So Much More than What You See

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The CanIDeal, LLC 506(c) Investor Portal provides the opportunity for you to become approved as a “prospect", and learn more about our investment opportunity. You will have:

  • Access to the Private Placement Memorandum, which outlines our comapany and gives greater detail about our offering. Download a PDF to review on your time, read the ebook presentation online or request a hard copy of the documents
  • Access to our SEC filing. Download a copy for your records or visit the sec.gov website
  • View real time offering metrics of where we are in the offering process
  • View the timeline of where you are in the investment process
  • View company contact information and send emails directly to the administrator
  • Easily upgrade to "investor" through the click of a button

We will upgrade your account to “Investor” level access, which provides all of the prospect level access and:

  • The ability to download subscription documents for completion
  • Document upload of subscription and accredidation documents
  • Specific process information for investing and instructions on transfer of investment funds
  • Access to quarterly and annual reports
  • Access to Financial documents
  • Access to Supporting Documents
  • Access to Asset Portfolio
  • Access to News articles written by the company for the investors
  • Access to documents that you have uploaded and have been uploaded to your account
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Ready to learn more about our investment opportunity?

Regulation D 506(c) Mandated Legend

Any historical performance data represents past performance. Past performance does not guarantee future results; Current performance may be different than the performance data presented; The Company is not required by law to follow any standard methodology when calculating and representing performance data; The performance of the Company may not be directly comparable to the performance of other private or registered funds or companies; The securities are being offered in reliance on an exemption from the registration requirements, and therefore are not required to comply with certain specific disclosure requirements; The Securities and Exchange Commission has not passed upon the merits of or approved the securities, the terms of the offering, or the accuracy of the materials.