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ISLAND CONSULTING

ISLAND CONSULTING

US Hemp Agriculture Program. 7100+ acres under contract for 2019 season; Expected yield: 14.2+ million pounds with a MP of $35-50 per lb.

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Deal Type

Equity

Funding Goal

$3,500,000

Current Reservations

$5,670,000

Minimum Reservation

$5,000

Maximum Reservation

$3,500,000

Deal Stage

Series A

Pre-money Valuation

$75,000,000

Open Date

05/01/2019

Closing Date

11/15/2019

Elevator Pitch

Island will be the leader in the US Hemp Market for 2019. Having 7100+ acres under contract for the 2019 farming season, yielding appx 14.2 M lbs of hemp biomass for at an expected rate of $35-50/ lb.

KPIs

40 Users

Company Overview

Island’s Mission is to strategically align with the agricultural communities of the United States, providing economic opportunity to the heart of our country, the farmers, while also providing a widely sought after resource and product at a higher quality and lower cost into the market that will revolutionize the way that healthcare and wellness are approached.

Island will be the leader in the US Hemp Derived Cannabis Market by the end of 2019. The global industrial hemp market size was estimated at USD 3.9 billion in 2017, which we know is grossly underestimated due to the lack of banking opportunities, regardless, expanding at a CAGR of 14.0% over the forecast period. Growing demand for hemp-based wellness and food products including cooking oil, dairy alternatives, flour, and salad dressings is expected to drive market growth.Island has 7100 acres under contract for the 2019 farming season which will have an expected yield of 14,200,000 pounds of hemp biomass (the monetizable flower of the hemp), having a market value of no less than $35-50 per pound.

The sales of the biomass into the industry can then be monetized a second time by setting up what are known as process tolling contracts, whereas we will run the biomass through our network of labs in order to produce the end derivatives realizing revenues greater than $2000 per unit of oil or isolated cannabinoids.

When Colonel Edwin Drake drilled the first successful oil well in Titusville, Pennsylvania in 1859, few had any idea of how petroleum would change the world. The cannabis industry is in the same place the petroleum industry was in the late 1800s. People are looking for alternative health and wellness options, discouraged with the state of the current healthcare market, the prevalence of chronic disease, and the lack of availability for effective medicines without life threatening side effects.

There is enough money in hemp biomass production and purification to fund the large scale implementation of farming, drying and processing of these essential oils. As we move forward, we will find that not only can we compete and even replace many petroleum derivatives with hemp fiber derivatives, but the oils of the plant are of EXTREME medical interest.

This petroleum analogy is a similar strategy in which ISLAND looks to deploy. Island has access to over 400,000 acres of farmable and contractable land, major university relationships in which we will develop the programs for hemp farming, developing the conversations and educational components around hemp, consulting with the farms to successfully raise hemp, the sales channels to monetize the materials, the capabilities and engineers to build large scale extraction for manufacturing and the retail component.

Starting in 2019 with the 7100 will provide the framework and successful model to ensure Island is able to capture up to 200,000 acres for the 2020 season yielding over 400,000,000 pounds of biomass, as well as the buildout of the physical plant location that can successfully process over 144,000 pounds of biomass daily.

Traction

  • Product being delivered to our centralized holding facility daily!

    October, 2019
  • Harvet has begun!!!

    October, 2019
  • All acreage planted. Most plants are 6-12" in height. Successful Emergence on all acreage.

    June, 2019
  • Successfully executed on the largest genetics contract and partnership in the US

    May, 2019
  • Dropped off 98 pounds of seeds to Oklahoma farmers

    May, 2019
  • Partnered with the largest cattle farmers in the world for farming of 300 acres of their land

    May, 2019
  • Secured major Oklahoma banking relationship

    May, 2019
  • Secured State Certified Agronomists

    May, 2019
  • Dropped off 650 lbs of seeds to Montana Farmers to begin planting

    May, 2019
  • Purchased 700 lbs of seeds

    May, 2019
  • Rasied $500,000

    May, 2019
  • Successfully executed on 35 signed contracts with farmers

    May, 2019
  • Purchased 45 pounds of seeds

    April, 2019

Pitch Deck

Press Mentions

Key Customers & Partners

Tree of Life Seeds Botanac Redlands State College

Previous Funding

  • $120,000 Equity
  • Raise Source: Investors
  • May 2019
  • $100,000 Equity
  • Raise Source: Investors
  • May 2019
  • $50,000 Equity
  • Raise Source: Investors
  • May 2019
  • $25,000 Equity
  • Raise Source: Investors
  • May 2019
  • $100,000 Equity
  • Raise Source: Investors
  • May 2019
  • $25,000 Equity
  • Raise Source: Investors
  • May 2019
  • $25,000 Equity
  • Raise Source: Investors
  • May 2019
  • $90,000 Debt
  • Raise Source: Other
  • April 2019

Frequently Asked Questions

What is hemp?

Hemp is grown primarily for industrial purposes. It is different from marijuana in that it only contains trace amounts of THC, making it federally compliant to grow in the US.

Are there different types of hemp?

Yes. There is the fibrous variety grown for clothing and food items. There is also the industrial variety grown for high CBD content to be used in derivatives that are sold to nutraceutical and other retail product companies. Island will be growing the industrial variety.

What is biomass?

Biomass is the organic matter of the hemp plant. The term "biomass" refers to the portion of the plant that is able to be sold into the market.

Why invest in hemp?

Hemp is the fastest growing agricultural commodity in over 100 years. There are many uses of the plant. When structured properly, the relationships can yield over 40% margin.

How is Island different than other companies?

We invest in the farmers, the state departments and the universities supporting the growth of this commodity. Our relationships for farming have the potential to increase no less than 10x year over year for the next 3-5 years. We have a comprehensive team that can implement strategies to be the largest hemp company of its kind.

Does Island have the sales contracts for the product?

Yes. We received over 42.7 million pounds worth of "biomass" orders in 2018. Due to the low availability, our sales manager, working independently at that time, was able to sell around 4 million pounds of biomass.

How much does hemp sell for?

The industrial variety of hemp sells for approximately $35 -$50 per pound.

Risks & Disclosures

General:

Uncertain Risk: An investment in the Company (also referred to as “we”, “us”, “our”, or “Company”) involves a high degree of risk and should only be considered by those who can afford the loss of their entire investment. Furthermore, the purchase of any of the Common Stock should only be undertaken by persons whose financial resources are sufficient to enable them to indefinitely retain an illiquid investment. Each investor in the Company should consider all of the information provided to such potential investor regarding the Company as well as the following risk factors, in addition to the other information listed in the Company’s Form C. The following risk factors are not intended, and shall not be deemed to be, a complete description of the commercial and other risks inherent in the investment in the Company.

Our business projections are only projections.There can be no assurance that the Company will meet our projections. There can be no assurance that the Company will be able to find sufficient demand for our product, that people think it’s a better option than a competing product, or that we will able to provide the service at a level that allows the Company to make a profit and still attract business.

Any valuation at this stage is difficult to assess.The valuation for the offering was established by the Company. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private companies, especially startups, is difficult to assess and you may risk overpaying for your investment.

The transferability of the Securities you are buying is limited.Any Common Stock purchased through this crowdfunding campaign is subject to SEC limitations of transfer. This means that the stock that you purchase cannot be resold for a period of one year. The exception to this rule is if you are transferring the stock back to the Company, to an “accredited investor,” as part of an offering registered with the Commission, to a member of your family, trust created for the benefit of your family, or in connection with your death or divorce.

Your investment could be illiquid for a long time.You should be prepared to hold this investment for several years or longer. For the 12 months following your investment there will be restrictions on how you can resell the securities you receive. More importantly, there is no established market for these securities and there may never be one. As a result, if you decide to sell these securities in the future, you may not be able to find a buyer. The Company may be acquired by an existing player in the educational software development industry. However, that may never happen or it may happen at a price that results in you losing money on this investment.

If the Company cannot raise sufficient funds it will not succeed.Does this risk apply?

The Company, is offering Common Stock in the amount of up to $3,500,000 in this offering, and may close on any investments that are made. Even if the maximum amount is raised, the Company is likely to need additional funds in the future in order to grow, and if it cannot raise those funds for whatever reason, including reasons relating to the Company itself or the broader economy, it may not survive. If the Company manages to raise only the minimum amount of funds, sought, it will have to find other sources of funding for some of the plans outlined in “Use of Proceeds.”

Funds:

We may not have enough capital as needed and may be required to raise more capital.We anticipate needing access to credit in order to support our working capital requirements as we grow. Although interest rates are low, it is still a difficult environment for obtaining credit on favorable terms. If we cannot obtain credit when we need it, we could be forced to raise additional equity capital, modify our growth plans, or take some other action. Issuing more equity may require bringing on additional investors. Securing these additional investors could require pricing our equity below its current price. If so, your investment could lose value as a result of this additional dilution. In addition, even if the equity is not priced lower, your ownership percentage would be decreased with the addition of more investors. If we are unable to find additional investors willing to provide capital, then it is possible that we will choose to cease our sales activity. In that case, the only asset remaining to generate a return on your investment could be our intellectual property. Even if we are not forced to cease our sales activity, the unavailability of credit could result in the Company performing below expectations, which could adversely impact the value of your investment.

Terms of subsequent financings may adversely impact your investment.We will likely need to engage in common equity, debt, or preferred stock financings in the future, which may reduce the value of your investment in the Common Stock. Interest on debt securities could increase costs and negatively impact operating results. Preferred stock could be issued in series from time to time with such designation, rights, preferences, and limitations as needed to raise capital. The terms of preferred stock could be more advantageous to those investors than to the holders of Common Stock. In addition, if we need to raise more equity capital from the sale of Common Stock, institutional or other investors may negotiate terms that are likely to be more favorable than the terms of your investment, and possibly a lower purchase price per share.

Management Discretion as to Use of Proceeds.Our success will be substantially dependent upon the discretion and judgment of our management team with respect to the application and allocation of the proceeds of this Offering. The use of proceeds described below is an estimate based on our current business plan. We, however, may find it necessary or advisable to re-allocate portions of the net proceeds reserved for one category to another, and we will have broad discretion in doing so.

Projections: Forward Looking Information.Any projections or forward looking statements regarding our anticipated financial or operational performance are hypothetical and are based on management's best estimate of the probable results of our operations and will not have been reviewed by our independent accountants. These projections will be based on assumptions which management believes are reasonable. Some assumptions invariably will not materialize due to unanticipated events and circumstances beyond management's control. Therefore, actual results of operations will vary from such projections, and such variances may be material. Any projected results cannot be guaranteed.

Product or Service

We are reliant on one main type of service.All of our current services are variants on one type of service, farming and processing hemp. Our revenues are therefore dependent upon the market for the byproducts of hemp.

Does this apply? Bad weather could kill the crop……..We may never have an operational product or service.It is possible that there may never be an operational hemp and cbd manufacturing company or that the product may never be used to engage in transactions. It is possible that the failure to release the product is the result of a change in business model upon Company’s making a determination that the business model, or some other factor, will not be in the best interest of Company and its stockholders/members/creditors.

Security Rights:

Minority Holder; Securities with Voting Rights. The Common Stock that an investor is buying has voting rights attached to them. However, you will be part of the minority shareholders of the Company and therefore will have a limited ability to influence management's decisions on how to run the business. You are trusting in management discretion in making good business decisions that will grow your investments. Furthermore, in the event of a liquidation of our company, you will only be paid out if there is any cash remaining after all of the creditors of our company have been paid out.

You are trusting that management will make the best decision for the company.You are trusting in management discretion. You are buying non-voting membership interest as a minority holder, and therefore must trust the management of the Company to make good business decisions that grow your investment.

Insufficient Funds.The company might not sell enough securities in this offering to meet its operating needs and fulfill its plans, in which case it will cease operating and you will get nothing. Even if we sell all the common stock we are offering now, the Company will (possibly) need to raise more funds in the future, and if it can’t get them, we will fail. Even if we do make a successful offering in the future, the terms of that offering might result in your investment in the company being worth less, because later investors might get better terms.

The Convertible Promissory Notes have no rights to vote until the date of maturity.The Convertible Promissory Notes have no voting rights. This means you are trusting in management discretion. You will also hold these non-voting securities as a minority holder. Therefore, you will have no say in the day-to-day operation of the Company and must trust the management of the Company to make good business decisions that grow your investment. Holders of our outstanding Preferred Stock have liquidation preferences over holders of Common Stock, including the Common Stock being offered in this offering. This liquidation preferences is paid if the amount a holder of Preferred Stock would receive under the liquidation preference in greater than the amount such holder would have received if such holder’s shares of Preferred Stock had been converted to Common Stock immediately prior to the liquidation event. If a liquidation event, including a sale of our company, were to occur then first all creditors and Preferred Stockholder of the Company will be paid out. If there is any cash remaining, then the Common stockholders will be paid.

Market Competition and Operating History.Our new product could fail to achieve the sales projections we expected.

Our growth projections are based on an assumption that with an increased advertising and marketing budget our products will be able to gain traction in the marketplace at a faster rate than our current products have. It is possible that our new products will fail to gain market acceptance for any number of reasons. If the new products fail to achieve significant sales and acceptance in the marketplace, this could materially and adversely impact the value of your investment.We face significant market competition.We compete with larger, established companies who currently have their services embedded in our growth markets and/or various respective business development programs. They may have much better financial means and marketing/sales and human resources than us. They may succeed marketing equivalent services to us, or superior services than we are able to achieve. There can be no assurance that competitors will render our services as superior orpreferred to any existing or new service providers. It should further be assumed that competition will intensify.

We are competing against other farmers and processors of Hemp.Although we are a unique company that caters to a select market, we do compete against other farmers and processors of hemp. Our business growth depends on the market interest in the Company’s products over the competition.

We are an early stage company and have not yet generated any profits.Island Consulting, Inc. was formed on August 3rd, 2018. Accordingly, the Company has a limited history upon which an evaluation of its performance and future prospects can be made. Our current and proposed operations are subject to all business risks associated with new enterprises. These include likely fluctuations in operating results as the Company reacts to developments in its market, managing its growth and the entry of competitors into the market. We will only be able to pay dividends on any shares once our directors determine that we are financially able to do so. Island Consulting, Inc. has incurred a net loss and has had limited revenues generated since inception. There is no assurance that we will be profitable in the next 3 years or generate sufficient revenues to pay dividends to the holders of the shares.

We are an early stage company and have limited revenue and operating history.The Company has a short history, few customers, and effectively no revenue. If you are investing in this company, it’s because you think that Hemp and CBD cultivation and manufacturing is a good idea, that the team will be able to successfully market, and sell the product or service, that we can price them right and sell them to enough peoples so that the Company will succeed. Further, we have never turned a profit and there is no assurance that we will ever be profitable.

Trademarks and Patents.

Our trademarks, copyrights and other intellectual property could be unenforceable or ineffective.Intellectual property is a complex field of law in which few things are certain. It is possible that competitors will be able to design around our intellectual property, find prior art to invalidate it, or render the patents unenforceable through some other mechanism. If competitors are able to bypass our trademark and copyright protection without obtaining a sublicense, it is likely that the Company’s value will be materially and adversely impacted. This could also impair the Company’s ability to compete in the marketplace. Moreover, if our trademarks and copyrights are deemed unenforceable, the Company will almost certainly lose any potential revenue it might be able to raise by entering into sublicenses. This would cut off a significant potential revenue stream for the Company.

The cost of enforcing our trademarks and copyrights could prevent us from enforcing them.Trademark and copyright litigation has become extremely expensive. Even if we believe that a competitor is infringing on one or more of our trademarks or copyrights, we might choose not to file suit because we lack the cash to successfully prosecute a multi-year litigation with an uncertain outcome; or because we believe that the cost of enforcing our trademark(s) or copyright(s) outweighs the value of winning the suit in light of the risks and consequences of losing it; or for some other reason. Choosing not to enforce our trademark(s) or copyright(s) could have adverse consequences for the Company, including undermining the credibility of our intellectual property, reducing our ability to enter into sublicenses, and weakening our attempts to prevent competitors from entering the market. As a result, if we are unable to enforce our trademark(s) or copyright(s) because of the cost of enforcement, your investment in the Company could be significantly and adversely affected.

Miscellaneous Risks.

The loss of one or more of our key personnel, or our failure to attract and retain other highly qualified personnel in the future, could harm our business.To be successful, the Company requires capable people to run its day to day operations. As the Company grows, it will need to attract and hire additional employees in sales, marketing, design, development, operations, finance, legal, human resources and other areas. Depending on the economic environment and the Company’s performance, we may not be able to locate or attract qualified individuals for such positions when we need them. We may also make hiring mistakes, which can be costly in terms of resources spent in recruiting, hiring and investing in the incorrect individual and in the time delay in locating the right employee fit. If we are unable to attract, hire and retain the right talent or make too many hiring mistakes, it is likely our business will suffer from not having the right employees in the right positions at the right time. This would likely adversely impact the value of your investment.

Our ability to sell our product or service is dependent on outside government regulation which can be subject to change at any time.Our ability to sell product is dependent on the outside government regulation such as the FDA (Food and Drug Administration), FTC (Federal Trade Commission) and other relevant government laws and regulations. The laws and regulations concerning the selling of product may be subject to change and if they do then the selling of product may no longer be in the best interest of the Company. At such point the Company may no longer want to sell product and therefore your investment in the Company may be affected.

We rely on third parties to provide services essential to the success of our business.We rely on third parties to provide a variety of essential business functions for us, including manufacturing, shipping, accounting, legal work, public relations, advertising, retailing, and distribution. It is possible that some of these third parties will fail to perform their services or will perform them in an unacceptable manner. It is possible that we will experience delays, defects, errors, or other problems with their work that will materially impact our operations and we may have little or no recourse to recover damages for these losses. A disruption in these key or other suppliers’ operations could materially and adversely affect our business. As a result, your investment could be adversely impacted by our reliance on third parties and their performance.

Dilution:

Investors should understand the potential for dilution. The investor’s stake in a company could be diluted due to the company issuing additional shares. In other words, when the company issues more shares, the percentage of the company that you own will go down, even though the value of the company may go up. You will own a smaller piece of a larger company. This increase in number of shares outstanding could result from a stock offering (such as an initial public offering, another crowdfunding round, a venture capital round, angel investment), employees exercising stock options, or by conversion of certain instruments (e.g. convertible bonds, preferred shares or warrants) into stock. If the company decides to issue more shares, an investor could experience value dilution, with each share being worth less than before, and control dilution, with the total percentage an investor owns being less than before. There may also be earnings dilution, with a reduction in the amount earned per share (though this typically occurs only if the company offers dividends, and most early stage companies are unlikely to offer dividends, preferring to invest any earnings into the company).

Minority Ownership:

As a minority stock holder the company, you will have limited rights in regards to the corporate actions of the company, including additional issuances of securities, company repurchases of securities, a sale of the company or its significant assets, or company transactions with related parties. Further, investors in this offering may have rights less than those of other investors, and will have limited influence on the corporate actions of the company.

Eligibility

I confirm that Island Consulting Inc. is:

Organized under, and subject to, the laws of a State or territory of the United States or the District of Columbia.

Not subject to the requirement to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934.

Not an investment company registered or required to be registered under the Investment Company Act of 1940.

Not ineligible to rely on this exemption under Section 4(a)(6) of the Securities Act as a result of a disqualification specified in Rule 503(a) of Regulation Crowdfunding.

Has filed with the Commission and provided to investors, to the extent required, the ongoing annual reports required by Regulation Crowdfunding during the two years immediately preceding the filing of this offering statement (or for such shorter period that the issuer was required to file such reports).

Not a development stage company that (a) has no specific business plan or (b) has indicated that its business plan is to engage in a merger or acquisition with an unidentified company or companies.

Documents

Confidential

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