Private Placement Memorandum
Neighborhood Grocery LLC
Up to 200,000 shares of Preferred Stocks at $5.00 per share
Minimum offering – 10 shares at $5.00 per share
Maximum offering – 200,000 shares at $5.00 per share
Maximum purchase per investor – 2,000 shares at $5.00 per share
This private placement memorandum (the “Memorandum”) has been prepared in connection with an
offering (the “Offer”) up to 200,000 shares of Preferred Stock, $5.00 par value (the “Shares”) of
Neighborhood Grocery (the “Company”). The minimum offering amount is 10 shares (“Minimum
Offering Amount”) and the maximum offering amount is 100,000 shares (“Maximum Offering Amount”).
The minimum purchase per investor is 10 shares, or $50.00, and the maximum purchase per investor is
1,000 shares, or $10,000. All transactions will include a 7% surcharge. The Company will use a
broker-dealer registered with the National Association of Securities Dealers, Inc (NASD) and applicable
state securities authorities to sell all or portion of the shares. Offers and sales will be made to
“Accredited” investors as such term is defined in Rule 501 of Regulation D promulgated under the
Securities Act of 1933, as amended (“The Act”) which includes the Company’s officers, directors, and its
affiliates, and “Non-accredited” investors as such term is defined in Section 4(a)(6) under Title III of the
Jumpstart Our Business Startups Act of 2012 as amended (“The Act”) which includes the Company’s
officers, directors, and its affiliates.
The Offering is scheduled to terminate on December 31, 2024. The Company reserves the right however
to extend the term of this Offering for a period of up to 30 days. See “The Offering.” This memorandum
may not be reproduced in whole or in part without the express consent of the Company.
The date of this Private Placement Memorandum is March 27, 2024.
THIS MEMORANDUM IS FOR CONFIDENTIAL USE AND MAY NOT BE SUBJECT
FOR REPRODUCTION. DISTRIBUTION OF THIS DOCUMENT WITHOUT
CONSENT FROM THE COMPANY MAY BE IN VIOLATION OF FEDERAL AND