Pacific Ventures Group, Inc. was incorporated under the laws of the State of Delaware
on October 3, 1986, under the name AOA Corporation. On November 12, 1991, the
Company changed its name to American Eagle Group, Inc. On October 22, 2012, the
Company changed its name to Pacific Ventures Group, Inc.
On August 14, 2015, Pacific Ventures Group, Inc. and its stockholders entered
into a share exchange agreement with Snöbar Holdings, Inc. ("Snöbar
Holdings"), pursuant to which Pacific Ventures acquired 100% of the issued
and outstanding shares of Snöbar Holdings Class A and Class B common stock
in exchange for 22,500,000 restricted shares of Pacific Ventures common stock
while simultaneously issuing 2,500,000 shares of Pacific Ventures restricted
common stock to certain other persons.
Snöbar Holdings, Inc. ("Snöbar Holdings") was formed in
the State of Delaware on January 7, 2013. Snöbar Holdings is the trustor
and sole beneficiary of Snobar Trust, a California trust ("Trust"),
which was formed in June 1, 2013. The current trustee that holds legal title
to the Trust is Clark Rutledge, who is the father of Shannon Masjedi, who controls
Snöbar Holdings. The Trust owns 100% of the shares of International Production
Impex Corporation, a California corporation ("IPIC"), which was formed
on August 2, 2001. IPIC is in the business of selling alcohol-infused ice cream
and ice-pops, and holds all of the rights to the liquor licenses to sell such
products and trade names "SnöBar". As such, the Trust holds all
ownership interest of IPIC and its liquor licenses, permitting IPIC to sell
its product to distributors, with all income, expense, gains and losses rolling
up to the Trust, of which Snöbar Holdings is the sole beneficiary. Snöbar
Holdings also owns 99.9% of the shares of MAS Global Distributors, Inc., a California
corporation ("MGD"). MGD is in the business of selling and leasing
freezers and providing marketing services.
Snöbar Holdings, Inc., a Delaware corporation ("Snöbar Holdings"),
was incorporated in the state of Delaware on January 7, 2013. Snöbar Holdings
is the trustor and sole beneficiary of Snobar Trust, a California trust ("Trust"),
which was formed in June 1, 2013. The trustee that holds legal title to the
Trust is Clark Rutledge, who is the father of Shannon Masjedi. The Trust owns
100% of the shares of International Production Impex Corporation, a California
corporation ("IPIC"), which was formed on August 2, 2001. IPIC is
the owner of liquor licenses and the trade name "SnöBar" and
is in the business of selling and distributing alcohol-infused ice creams and
ice-pops through its distributors. Snöbar Holdings also owns 99.9% of the
shares of MAS Global Distributors, Inc., a California corporation ("MGD").
MGD is in the business of selling and leasing freezers and providing marketing
services. As a matter of law, IPIC may not be engaged in any business similar
to MGD. As a result of the foregoing, Snöbar Holdings is the beneficiary
of all assets, liabilities and any income received from the business of IPIC
through the Trust and is the parent company of MGD.
IPIC is a food and beverage, alcohol distribution company, that is initially
marketing two products: SnöBar alcohol infused ice pops, and SnöBar
alcohol infused ice cream and sorbet.
SnöBar ice pops are original frozen alcohol beverage bars, similar to
popsicles on a stick, but made with premium liquor such as premium tequila and
vodka and are currently manufactured in three flavors, Margarita, Cosmopolitan
and Mojito. The alcohol freezing technology used to produce these beverage bars
can be applied to almost any alcohol type and mixture, presenting significant
market potential and an almost unlimited variety of flavors and employment of
premium brands. Each ice pop is the equivalent of a full cocktail.
SnöBar ice cream is an additional innovative product that the company
is marketing using proprietary formulas and technology. These products are premium
ice cream and sorbets that are distilled spirit cocktails containing up to 20%
quality liqueurs and liquors. Currently, there are four flavors available: Brandy
Alexander; Brandy Alexander with chocolate chips; Grasshopper; and Pink Squirrel.
There are also numerous different liquor ice cream flavors in development in
classic ice cream drink styles such as Coffee Liqueur Ice Cream, Piña
Colada Sorbet, Sherry Ice Cream, and Strawberry Margarita Sorbet. The product
contains ultra premium dairy and the highest quality of ingredients.
What makes the SnöBar products unique is the proprietary formulation and
method of manufacturing. SnöBar ice pops and SnöBar ice cream use
a system to stabilize the alcohol molecule, whereby the alcohol content, quality
and flavor is not degraded during the production process. The technology is
also applicable to other food and beverage products such as yogurt, water ice
creations and alcohol based goods. IPIC has begun the process of obtaining trade
secret and other intellectual property protections as to these unique technologies.
The SnöBar brand is fully trademarked within the USA and is currently seeking
worldwide trademark rights.
SnöBar brand products have been through extensive consumer testing across
all age groups and sexes over 21 years of age. According to the results of the
consumer testing, there is a large untapped market potential for frozen alcohol
desserts. Market research shows that there are very few alcohol infused ice-creams
and ice pops available in the U.S. markets and the few that are out there are
of lower quality ingredients and are not mass produced. IPIC holds several Federal
and State granted liquor licenses. These licenses allow the SnöBar product
line to be introduced and distributed in 95% of the United States. IPIC desires
to be the first to mass market the SnöBar alcohol-infused products in this
untapped and sizeable market segment and capitalize on these two exclusive products.
IPIC only uses the finest of ingredients and dairy to produce SnöBar products
and strives to achieve the highest quality of texture and taste for all of the
SnöBar products. IPIC believes that the SnöBar brand has the potential
to scale on a national and international level with worldwide distribution capabilities.
The International Dairy Food Association ("IDFA") reported that approximately
86% of packaged ice cream retail sales occur in supermarkets. Convenience store
sales represented 11.4%, drug stores were at nearly 2%, while 0.6% occurred
at other locations.
The current marketing strategy is to sell products to high-end restaurants,
resorts, cruise lines and hotels. Additionally, various celebrity branding and
product endorsements are currently being explored. Initially, IPIC will focus
on major accounts in four core markets consisting of Southern California, Phoenix,
Las Vegas and Miami. The larger vision is to sell products in grocery stores
such as Kroger, Wal-Mart and others, and thereafter to begin a national marketing
program to all U.S. retailers. It is essentially a top down marketing plan where
products are placed with the largest retailer then trickle down to the smallest
seller in each market area.
The fact that SnöBar products are unique and exclusive, allows SnöBar
to bring new consumers and revenue to our vendors, hence creating incremental
growth in their overall sales. A national direct mail campaign to liquor retailers
and leading food service operators will support these efforts. By SnöBar
creating a new vehicle for distilled spirits, many consumers will be tasting
liqueurs and liquors for the first time, and in the very favorable mixed medium
of premium ice cream.
The initial target market for SnöBar popsicles consists of bars, night
clubs, restaurants, resorts, hotels, event banquet and catering firms, and cruise
lines. Negotiations are currently underway with several more Las Vegas resorts
and a major cruise line to initially launch the SnöBar products. Heavy
attention will also be given to consumer and trade shows in the beverage industry
to provide exposure and sampling as well as to enlist new accounts. IPIC intends
to provide SnöBar products to more major groceries stores at a later date.
IPIC has created a proprietary formula and the methodology and manufacturing
technique to mass produce alcohol-infused ice cream leveraging production facilities,
warehousing, distribution, and merchandising methods currently used for ice
cream. Specifically, the proprietary formulation and manufacturing method stabilize
the alcohol molecules from interacting with ice crystals and milk proteins making
it possible to mass-produce a solid alcohol-infused ice cream that has a flavoring
system of up to 20% distilled spirits. To date, SnöBar ice cream is one
of the only products of its kind in the U.S.
The original invention of these frozen alcohol desserts follows the same recipes
used by Americas finest bars and restaurants. The SnöBar products are
distilled spirit cocktails that contain up to 20% quality liqueurs and liquors.
What makes liquor ice cream and sorbet different is that the product is solid
just like regular ice cream, not semi-soft or in a milk shake consistency like
one would find at bars and restaurants: These products are ready-to-eat solid
or can be blended into a cocktail. While SnöBar products look like ice
cream and frozen popsicles, the Bureau of Alcohol, Tobacco, Firearms and Explosives
("ATF") and Food and Drug Administration ("FDA") have classified
SnöBar ice cream and SnöBar pops as distilled spirits due to the alcohol
content.
This formulation positions these two products in a unique market opportunity
taking advantage of the $26 billion a year frozen dessert market and the over
$400 billion a year alcohol beverage market. A 5 ounce serving represents a
significant consumer value when compared to the cost of a traditional drink.
Additionally, the concept of a frozen alcohol dessert product is seen by female
consumers in our studies as being "innovative" and "fun".
Female consumers have generally been high consumers of the dessert market;
consequently, males have been the greater consumer of alcohol. The primary target
market for these two products is adult women 21 to 65. An alcoholic-infused
ice cream drink would appear to combine the best of both worlds for the female
consumer. Of course, to a large degree the market for frozen alcohol desserts
includes all adults, excluding those who have dietary, medical, or social/religious
concerns. This presents an opportunity for a new innovative product that specifically
addresses both females and males.
IPIC will market and promote the SnöBar brand utilizing a proprietary
manufacturing and freezing method where the alcohol content and flavor is not
degraded during the production process. SnöBar ice pops are frozen beverage
alcohol bars, similar to a popsicle on a stick, and are currently manufactured
in three flavors; Margarita, Cosmopolitan, and Mojito. Both recipes include
premium liquors of blue agave tequila and vodka, however, the alcohol freezing
technology can be applied to almost any alcohol type and mixture, presenting
significant market potential and an almost unlimited variety of flavors and
employment of premium brands.