Explanatory Note: CERES Coin LLC has prepared this Form 1-A/A solely for the purpose of filing Exhibit 12a, which shall replace the exhibit previously filed as Exhibit 12a.
PART III
to REGULATION A OFFERING CIRCULAR
of CERES COIN LLC, a Delaware limited liability company
Index to Exhibits
| | | |
Exhibit
Number | | Exhibit |
| | | |
| 2a* | | Certificate of Formation of the issuer, filed November 13, 2017 |
| 2a* | | Certificate of Formation of CM Solutions LLC (f/k/a “CM Warehouse Solutions”), filed June 15, 2017 |
| 2a* | | Certificate of Filing of CoolMellon, LLC filed September 8, 2014 |
| 2a* | | Certificate of Amendment of CM Solutions LLC, filed June 15, 2017 |
| 2a* | | Operating Agreement of the issuer, effective as of November 15, 2017 |
| 2a* | | Limited Liability Company Agreement of CM Solutions LLC, effective as of April 8, 2018 |
| 2a* | | Limited Liability Company Agreement of CoolMellon, LLC, effective as of September 8, 2014 |
| 4a* | | Form of Subscription Agreement |
| 11a* | | Consent of Turner Stone and Company LLP |
| 12a** | | Opinion of Counsel as to the Legality of the Securities |
| 15* | | Token Rights Agreement |
| 15* | | Coin Rights Agreement |
| 15* | | Form of previously issued “Private Investment Agreements” |
| | | |
| * | Previously Filed |
| ** | Filed Herewith |
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this offering statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago, State of Illinois, on August 26, 2020.
COMPANY: | | CERES COIN LLC, a Delaware limited liability company |
| | | |
| | | By: | /s/ Charlie Uchill |
| | | | Charlie Uchill, Manager |
