Sow Good (SOWG) Registration Filing summary

Company overview and business model

• Manufactures freeze dried candy and snacks using proprietary technology, commercialized since Q1 2023, with 21 SKUs in candy and 3 in cream lines as of September 30, 2024.

• Products are sold primarily through wholesale and retail channels, with less than 2% of sales from e-commerce.

• Available in over 6,000 retail outlets in the U.S. as of September 30, 2024, reflecting rapid demand growth since retail debut in March 2023.

• Company has undergone several transformations, including a name and business change in 2021 to focus on freeze dried foods.

Financial performance and metrics

• As of November 14, 2024, market value of common equity held by non-affiliates was $60,142,575, based on 10,245,388 shares outstanding.

• Net tangible book value as of September 30, 2024, was $32.8 million, or $3.20 per share.

• After a $20 million offering at $9.81 per share, as adjusted net tangible book value would be $51.9 million, or $4.23 per share, with immediate dilution of $5.58 per share to new investors.

Use of proceeds and capital allocation

• Net proceeds from securities sales will be used for working capital, capital expenditures, and general corporate purposes.

• Management has broad discretion in the application of proceeds, which may vary from current intentions.