Investor Information - Micro Venture Capital Fund LLC

See if you qualify, while we are still accepting members!

This document/page is the supplemental of the Micro Venture Capital Fund, LLC Private Placement Memorandum and convertible note documentation. The Micro Venture Capital Fund is raising $25 Million serving as a business accelerator with a planned maximum 5-year waterfall. Capital raised is, in part, to invest into 23 existing enterprises, and used to raise secondary capital for the enterprises within the portfolio and future accelerator enterprises. The plan targets a 10X return within 5 years by selecting outstanding companies with exponential growth potential with early-stage investments and ongoing oversight. The first 23 Companies have already been identified, vetted, and are included in this slide deck.

PLUS LISTEN TO THE RECENT GARY CRAMER PODCAST >> HERE

Portfolio Diversification AND Growth significant potential.

The primary use of Funds are to be invested into existing Enterprises identified by FINFIRE, Inc, the Fund Committee, the Fund Advisory and the Fund Management team. The Portfolio is diversified in five primary sectors in:

Sector 1 – Technology, Innovation, Convergence
Sector 2 – Hospitality, Food & Beverage
Sector 3 – Health, Wellness & Beauty Sector 4 – Entertainment & Media
Sector 5 – Other high leverage opportunities

___________________________

Why is MVCF Considered an “Accelerator Fund”?

The plan is that $20 Million of the $25 Million towards existing portfolio Enterprises in five promising sectors $2.5 Million will be invested into 100 Enterprises averaging $25,000 each for secondary capital raise budgeting The capital from the Accelerator is expended, in part, to hire FINFIRE, Inc. to support documentation and secondary capital fund raise expenses. Every $1 Million of funds dedicated to the accelerator equates to 40 new equity opportunities to the Fund

VCAP Global LLC serves as the “Advisor” to the Micro Venture Capital Fund, LLC (MVCF) and coordinates the efforts of FINFIRE, Inc. and the Micro Venture Capital Fund Management, LLC (TJ Marrs & Gary Cramer). FINFIRE provides advice, consulting, business finance documentation, due diligence, and investor marketing services to enterprises by supporting the MVCF.

_____________________________

MVCF Portfolio Enterprises must agree to the following in their engagement agreements:

We don’t just fund these enterprises, we lead them to success with essential tools and resources.

SECTOR: Agree to maintain their business model as either:
Sector 1 – Technology, Innovation, Convergence
Sector 2 – Hospitality, Food & Beverage
Sector 3 – Health, Wellness & Beauty Sector
Sector 4 – Entertainment & Media Sector 5 – Other
EQUITY: Each Portfolio Enterprise will agree to issue the MVCF equity in an amount of no less than 7%, or more, to be based upon an agreed valuation determined by FINFIRE, Inc.
SERVICES: The Portfolio Enterprise shall agree to engage FINFIRE, Inc., for monthly services throughout the investment period wherein the MVCF is investing into the Enterprise. Services shall include, but are not limited to; project management, review of quarterly financial statements, development and follow-through of second round capital after the MVCF investment to realize the full capitalization of the Enterprise.
SECONDARY CAPITAL: The Portfolio company shall agree that at least 10% of funding from the MVCF shall be allocated for the expenses related to raising additional capital (Such as Reg A+, Reg D 506C or other viable alternatives – to be managed by FINFIRE).
BOARD SEAT: MVCF or FINFIRE, Inc. Representative shall hold a board seat in the Portfolio Enterprise.
ACCOUNTING: Minimum Double Entry, preferred Triple entry blockchain real-time accounting.
WEB 3.0 PLAN: Adopt a web 3.0 integration strategy.
SMART CONTRACTS: Adapt use of Smart Contracts.
STATUS REPORTS: Monthly Presentation update in person or via zoom.
DISTRIBUTION: Planned Profit Distribution no later than 36 Months.
EXIT: MVCF Exit on or before December 31, 2029.

__________________________

Our chosen companies must follow the plan to get in to MVCF

Incorporate the FINFIRE Enterprise Engagement – 5 Steps to Capital

Step 1 – Registered affiliates refer enterprises to MVCF

Registration is completed with FINFIRE App, assessment, & identify capital types FINFIRE, Inc. AI driven FINFIRE App free registration.

1-page letter, FINFIRE white paper report FINFIRE engages the Enterprise for project management services. Enterprises DO NOT transition to Step 2 until they have completed Step 1:

A) Enterprise registered by an existing registered Affiliate within the network;

B) Completed the registration process;

C) Paid the $499 fee for a FINFIRE white paper report Steps A-B-C include data room setup and enterprise document onboarding for new Enterprise referrals.

Contact [email protected] or call/text 702-960-2607 After Steps A – B – C are completed, Step 2 begins with an onboarding call with a FINFIRE executive. Be sure to mention you came from the MVCF website.

Step 2 – Documentation to support capital type, legal materials, due diligence, presentation materials.

FINFIRE, Inc. – AI Driven tools for videos, decks, finance packaging, data room management, business finance process & relationship management with intermediaries Tony Drexel Smith Consulting Chief Consultant to all related parties on this sheet.
Provides business finance documents, business consulting, pro forma development, valuations at $250 per hour.
Indoor Harvest, Inc. INQD AI – smart contract – due diligence software to validate project, deal flow, qualification for capital type & Tokenization.
Weintraub Law Group – LP Legal counsel, formation documents, offering documents, exemption filings, convertible notes, PPMs.
Edison Apps – Graphic design, CRM design, website development, marketing services, presentation decks.

Step 3 – Micro Venture Capital Fund Accelerator – in some circumstances the MVCF may provide acceleration capital as a bridge to secondary capital.

FINFIRE, Inc. – When the MVCF Accelerator invests into an Enterprise, the funds are then managed by FINFIRE to pay all vendors to execute the secondary capitalization plan.
VCAP Global LLC – may advise FUND to invest $5,000 to $100,000 in early-stage companies needing seed capital to raise next round of capital or proof of concept.
Micro Venture Capital Fund, LLC – Business Accelerator that may provide early-stage capital to accelerate the business and fund the cost of capitalization
Pitchbook Investor Database – Hundreds of thousands of Investors identified by type, amount, sector Inven.AI
Investor Database – Hundreds of thousands of investors identified by type, amount, sector.

Step 4 – Capitalization plan & marketing – 17 capital markets with more than 80 separate types are engaged with the capital type most appropriate for the Enterprise.

FINFIRE, Inc. – AI Driven FINFIRE Capital Match Software, implementation of a capitalization plan & capital marketing campaign in concert with Edison Apps – more than 10,000 in database.
North Capital, Start Engine & DealMaker Broker – Dealer Representation
Edison Apps – provides investor marketing campaign services and implements FINFIRE investor & lender database.
Micro Venture Capital Fund, LLC – In some cases, the Micro Venture Capital Fund may invest directly into an enterprise for up to $1 Million.
VCAP Global LLC – Reviews all submissions prior to MVCF Investment based on Finfire’s analysis, for 2% plus nominal expenses.

Step 5 – Post Funding

FINFIRE, Inc. – AI Driven FINFIRE monthly subscription model of $499 – data room management, document updates, monthly reviews, quarterly reporting, smart contracts.
Micro Venture Capital Management, LLC – Management of the Micro Venture Capital Fund, LLC (20% Ownership).
Micro Venture Capital Fund, LLC – Primary purpose is to provide seed capital prior to secondary capital strategy implementation.
Carta Stock Transfer Agency – Investor relations; 409A valuations; stock transfer agency services Annual reports, shareholder meetings, quarterly reports, financial statements, tax returns, smart contracts, accounting, legal review, exit strategy management, public offerings & liquidity event management.

If you contact any of these parties be sure to tell them you came from this presentation and Micro Venture Capital Fund LLC.

__________________________________________________________________________________________________________________

Meet our Founders and Advisory Team

**Gary Cramer – Founder – Chief Investment Officer**

More about FINFIRE

FINFIRE uses top-tier encrypted secure Large Language Models (LLMs) applying its proprietary knowledge base accessing industry standard platforms to deliver an automated financial application matching service to the most viable capital types, defines qualifications, and then makes introductions from its verified database.
The FINFIRE acronym is: “Financial Industry Network – Financiers, Intermediaries – Right Enterprises”.
FINFIRE is a PWA (Progressive Web App) AI driven platform.
FINFIRE Coordinates applicable markets – enterprises, intermediaries, capital sources, documentation experts.
FINFIRE is a Software as a Service (SaaS) that links Enterprises, Intermediaries and Capital Markets.
FINFIRE is a Software as a Service (SaaS) that links Enterprises, Intermediaries and Capital Markets

…and TONY DREXEL CONSULTING

Business Finance Documents, M & A Management & Valuation Expert.

Tony is an expert in due diligence, matching enterprises with capital markets and business valuations.
For 30 years, Tony has served small to medium enterprise business owners, start-up entrepreneurs and the capital market community by being an intermediary that specializes in developing and executing professional-grade business assessments (More than 1,600).
Tony has heard more than 11,000 elevator pitches and has curated more than 100,000 documents since 1995.

Capitalization Planning & Consulting

In coordination with legal counsels, Smith has led finance teams for the past 10 years in developing and marketing capitalization plans including Accredited Investors, Family Trusts, Venture Capital, Investment Banking, Seed and Series “A” rounds, Regulation Crowdfunding, SAFEs, Convertible Notes, and dozens of debt strategies.

Developer, Speaker & Expert Witness

Tony has taught more than 75 seminars and courses in business finance and business valuations. He has served as a keynote speaker for business finance and alternative-speculative investing. Smith scripted and led a software engineering team in 2024 to develop a sophisticated finance app for entrepreneurs. Smith created and developed due diligence processes and other related intellectual properties. He has mentored dozens of MBA students and is an invited speaker at colleges and universities across the nation such as: The UCLA School of Law Continuing Education (CA State Bar CE), West Virginia University (WVU), University of Las Vegas (UNLV), and the University of Nevada at Reno (UNR).

________________________________

INITIAL ENTERPRISES COMING INTO THE FUND **

Rayton Solar, Inc

With Electric Vehicles, AI, 5G+, and countless other innovations on the horizon, demand for semiconductors are quickly outpacing supply. Delivering up to 10X More Efficient Semiconductor Production. The revolutionary method replaces traditional wafer cutting with a high-current, high-voltage proton particle accelerator, reducing material waste by up to 50%. This process generates up to 10 times more wafers from the same material, producing ultra-thin, 2-micron wafers. With three times the industry-standard throughput and seamless integration into current tech, we make advanced semiconductors more efficient, cost-effective, and accessible.

Tranche 1 MVCF Accelerator Budget: MVCF 2025 Accelerator Total Budget: Post Accelerator Secondary Capitalization: Secondary Capitalization Type: Budget to pay for Secondary Capitalization: Live Campaign – https://invest.rayton.co

Primary use of Funds: Regulation CF; then Regulation A+; Support Reg CF on Dealmaker Website Domain: https://www.rayton.co

Data Room: https://FINFIRE.box.com/s/lg4ds7743no39x05am09477hhauin6rr

Red Leaf Coffee Company

This award-winning coffee company has been producing an average of $1 Million in revenue per store with 8 locations and is now expanding to more than 16 locations in 2025 through franchising, mergers and acquisitions. The Washington state based, the enterprise is vertically integrated with distribution channeling and is expanding into new markets. The mission is to bring clean, simple, nourishments, and organic coffee to the team, community, and planet. The company recently completed a $1.1 Million dollar equity raise and is now raising an additional $1 Million in equity and up to $4 Million in debt. Co-founders are Ray and Melissa Vandervalk, the CEO is Ann Lucas, with a highly experienced team.

Primary use of Funds: Reg A+, Support of Current $1 Million Equity Raise and M&A associated Costs Website Domain: https://redleafcoffee.com

Data Room: https://FINFIRE.box.com/s/2phh01bg3eae5dvt0u4xlwhu1dmu4hlp

The Stirling Club

WHERE PARADISE IS ATTAINABLE – Discover the genuine essence of Las Vegas at The Stirling Club. We provide unparalleled hospitality within a sophisticated and inviting setting. Located just minutes from the iconic Strip, in the heart of the Las Vegas Valley, our members-only club presents a lifestyle where luxury and paradise are attainable. Unlock a world of exclusivity with prestigious memberships, experience personalized services, timeless amenities and private venues that enhance your experience at the club.

Primary use of Funds: ($250K Loan) M&A Takeover April 15, 2025 – First 60 days of Operating Capital Website Domain:

Domain: https://www.thestirlingclub.com

Data Room: https://finfire.app.box.com/s/h2h6gu3wepz3n7rp1v7adfn4q228e7xe

Plus these enterprises in the enrollment process now.

**ALL COMPANIES SHOWN ARE UNDER FINAL CONSIDERATION AND GENERALLY MEET OUR STRICT CRITERIA TO BE IN THE FUND. HOWEVER SOME CONTRACTS ARE PENDING OR SUBJECT TO CHANGE.

______________________________

MICRO VENTURE CAPITAL FUND, LLC (MVCF), “THE OFFERING”

Micro Venture Capital Fund, LLC (MVCF), is raising up to a maximum of twenty-five million dollars ($25,000,000) (“Maximum Offering Amount”) of eight-hundred (800) Member Units (the “Member Units”).

Each member unit is sold at thirty-one thousand two hundred fifty dollars ($31,250).
The member units are being offered on a “best efforts” basis pursuant to the terms and conditions set forth in the Confidential Private Placement Memorandum (this “Memorandum”).
The Company shall receive and begin to use proceeds from this Offering on a rolling basis. Investments in this Offering will be due and payable to the Company immediately upon the execution of the required offering documentation. Timing of payouts to enterprises being funded may be affected by capital raise timing.
The minimum offering amount is thirty-one thousand two hundred fifty dollars ($31,250) per UNIT, and the Company may use investor funds as they are received and at the Company’s sole discretion.
You should read this the Private Placement Memorandum, offering documents and supporting disclosures, risks, and other supporting materials carefully and in it’s entirety prior to investing in our Member Units.

Keep in mind, once the fund is more widely made available we do expect units to sell out quickly.

COMPLETE OUR BRIEF INVESTOR INQUIRY FORM >>HERE

______________________________________________________

Investor Disclaimer

This is not an offer to sell securities or a solicitation of an offer to purchase securities. An offer to sell securities may be made only through the Micro Ventures Capital Fund, LLC Private Placement Memorandum (the “PPM”), which will be made available in the future to persons interested considering an investment in Micro Ventures Capital Fund, LLC (the “Fund”). The PPM will contain the terms of the offering of limited liability company membership Interests (“Units”) issued by the Fund and the risks of investing in the Units. No person will be permitted to purchase Units without acknowledging receipt and complete review of the PPM. The information set forth in the Investor Presentation Deck investors may receive is qualified in its entirety by the PPM.

The Units will be sold to only “accredited investors,” which are persons or entities that meet certain requirements set forth in Rule 501 of Regulation D promulgated under the Securities Act of 1933, as amended (“Securities Act”).

The Units are being offered in reliance on an exemption from the registration requirements of the Securities Act and are not required to comply with specific disclosure requirements that apply to registration under the Securities Act. The Commission has not passed upon the merits of or given its approval to the Units, the terms of the offering, or the accuracy or completeness of any offering materials. The Units are subject to legal restrictions on transfer and resale, and investors should not assume they will be able to resell their Units. Investing in securities involves risk, and investors should be able to bear the loss of their investment. The securities offered are not subject to the protections of the Investment Company Act.

This Investor Presentation Deck which investors may receive contains forward-looking statements involving risks and uncertainties. These statements relate to future events or the Fund’s future financial performance. Any statement that is not a reference to historical fact is a forward-looking statement. For example, forward-looking statements can often be identified by terminology such as “could,” “may,” “will,” “should,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” the negative of such terms, or other comparable terminology. These statements are only hypotheses and predictions. Actual events or results may, and often do, differ materially. The companies that appear in this presentation are ones in which the Fund may choose to may invest into. There is no guarantee that the Fund will invest in any of these companies. Moreover, the Fund may choose to invest in other companies that are not included in the presentation deck.

Important Disclaimer Regarding Investment in Micro Venture Capital Fund LLC

Please read this disclaimer carefully before accessing or using any information on this website or considering any investment in Micro Venture Capital Fund LLC (the “Fund”); a Nevada LLC. By accessing this website, you acknowledge that you have read, understood, and agree to the terms of this disclaimer.

Nature of Venture Capital Investment:

You understand and acknowledge that investment in venture capital funds involves a high degree of risk. Venture capital investments are typically illiquid, meaning they may be difficult or impossible to sell or transfer. There is a significant risk that investors may lose some or all of their invested capital.

No Guarantee of Returns:

Past performance is not indicative of future results. There is no guarantee that the Fund will achieve its investment objectives, and investment returns may vary significantly over time. The value of investments in the Fund can go down as well as up. You could lose money by investing in the Fund.

Diversification Does Not Eliminate Risk:

While Micro Venture Capital Fund LLC employs a highly selective analysis and diversification strategy across different portfolio companies and sectors, diversification does not eliminate the risk of loss. All investments carry risk, and even a diversified portfolio can experience losses. Various factors, including market conditions, economic downturns, and the performance of individual portfolio companies, can negatively impact investment returns.

Suitability of Investment:

An investment in Micro Venture Capital Fund LLC may not be suitable for all investors. It is intended for sophisticated and experienced investors who understand and are willing to accept the risks associated with venture capital investments. You should carefully consider your financial situation, investment objectives, risk tolerance, and consult with your financial advisor before making any investment decisions.

No Offer or Solicitation:

Nothing on this website should be construed as an offer to sell, or a solicitation of an offer to buy, any securities or investment products. Any offer or solicitation will be made only through a confidential private placement memorandum or similar offering documents and only to qualified investors in accordance with applicable securities laws.

Information Purposes Only:

The information provided on this website is for informational purposes only and does not constitute investment advice, financial advice, legal advice, or tax advice. The opinions expressed on this website are those of Micro Venture Capital Fund LLC as of the date indicated and are subject to change without notice. We do not undertake any obligation to update or revise any information contained on this website.

Accuracy of Information:

While we strive to provide accurate and up-to-date information, Micro Venture Capital Fund LLC makes no representations or warranties as to the accuracy, completeness, or reliability of any information contained on this website. Any reliance you place on such information is strictly at your own risk.

Limitation of Liability:

To the fullest extent permitted by law, Micro Venture Capital Fund LLC, its affiliates, and its personnel shall not be liable for any direct, indirect, incidental, consequential, or special damages arising out of or in any way connected with your access to or use of this website or any investment in the Fund.

Governing Law:

This disclaimer shall be governed by and construed in accordance with the laws of Nevada.

By proceeding further on this website, you represent and warrant that you have read, understood, and agree to the terms and conditions of this disclaimer.

Key things to remember and discuss with your legal counsel:

Jurisdiction: Ensure the governing law specified is appropriate for your fund and investors.
Specific Risks: Consider adding any specific risks relevant to your fund’s investment strategy or the industries you focus on.
Investor Qualifications: If there are specific investor suitability requirements (e.g., accredited investor status), make sure your website and offering documents clearly state these.
Privacy Policy: You’ll also need a separate privacy policy outlining how you collect, use, and protect user data.
Accessibility: Ensure your disclaimer is easily accessible on all pages of your website where investment information is presented.