Funding profile · Functional beverage

Rarebird

Five Form D notices between July 2023 and October 2024 account for $9.03 million sold. Nothing has been filed since. Two federal SBIR awards add $1.76 million that no investor had to price.

$9.03MSold across five Form D notices, 2023 to 2024
$6.52MSold in the July 2023 equity offering, 27 investors
$1.76MNSF SBIR funds obligated, 2021 to 2025
$9.2MRaised to date, third party estimate

Data as of September 23, 2026. Company-reported figures are labeled.

Rounds at a glance

When Round Amount Investors Source
2020 Y Combinator, Summer 2020 Not disclosed Y Combinator YC data
Jan to Feb 2023 Kickstarter pre orders Over $15,000 pledged against a $7,500 goal Crowd Independent
Jul 2023 Seed equity $6,518,064 sold of $7,518,064 offered 27 · co led by AgFunder per the founder Form D
Sep 2023 Debt plus options $400,000 sold of $400,000 2 Form D
Dec 2023 to Oct 2024 Options and securities to be acquired $1,115,000 sold of $1,200,000 at the amendment 4 Form D and D/A
Oct 2024 Options and securities to be acquired $1,000,000 sold of $1,000,000 1 Form D
Feb 2025 43North accelerator $1,000,000 43North Company release
2021 to 2025 Federal grants $1,755,999 NSF SBIR Phase I and Phase II NSF

What the filings show

Rarebird, Inc. · Form D · filed Jul 28, 2023

First sale
Jul 14, 2023
Type
Equity and securities to be acquired
Offered
$7,518,064
Sold
$6,518,064 · $1,000,000 remaining
Investors
27 · average about $241,400
Exemption
Rule 506(b)
Related persons
Jeffrey Dietrich (executive officer, director); Ann Dunn Andracchio (director)
Filing
SEC EDGAR, CIK 0001987368

Rarebird, Inc. · Form D · filed Sep 19, 2023

First sale
Sep 5, 2023
Type
Debt and options to acquire
Offered
$400,000
Sold
$400,000 · nothing remaining
Investors
2 · average $200,000
Exemption
Rule 506(b)
Related persons
Jeffrey Dietrich; Ann Dunn Andracchio
Filing
SEC EDGAR, CIK 0001987368

Rarebird, Inc. · Form D filed Jan 2, 2024, amended Oct 16, 2024

First sale
Dec 18, 2023
Original
$500,000 offered · $100,000 sold · 1 investor
Amended
$1,200,000 offered · $1,115,000 sold
Investors
4 at the amendment · average about $278,750
Exemption
Rule 506(b)
Related persons
Jeffrey Dietrich; Ann Dunn Andracchio
Filing
SEC EDGAR, CIK 0001987368

Rarebird, Inc. · Form D · filed Oct 17, 2024

First sale
Oct 11, 2024
Offered
$1,000,000
Sold
$1,000,000 · nothing remaining
Investors
1 · $1,000,000
Exemption
Rule 506(b)
Related persons
Jeffrey Dietrich; Ann Dunn Andracchio
Filing
SEC EDGAR, CIK 0001987368

Reading the filings

  1. One real round, then a string of bridges.The July 2023 equity offering is the only institutional sized raise on file: $6,518,064 from 27 investors, about $241,400 each. Everything after it is options, debt or securities to be acquired, the instruments used between priced rounds.
  2. The December 2023 offering more than doubled while it was open.The January 2024 notice reported $500,000 offered and $100,000 taken from one investor. The October 2024 amendment reported $1,200,000 offered and $1,115,000 taken from four. That is $1,015,000 of new money added over ten months, and the raise was resized upward rather than closed.
  3. A $1,000,000 single investor filing lands four months before the 43North announcement.The October 17, 2024 notice reports exactly $1,000,000 from exactly one investor, first sale October 11, 2024. 43North announced a $1,000,000 investment on February 11, 2025. The filing does not name its investor, so the match is an inference, not a fact. No separate Form D was filed for the 43North money.
  4. The cap table never shows up.All five notices list the same two related persons, Jeffrey Dietrich and Ann Dunn Andracchio. No investor director appears, and no investor is named anywhere in the Form D record. Investor names come from the founder, AgFunder and PitchBook, not from the SEC.
  5. A fifth of the capital came without dilution.NSF obligated $255,999 in 2021 and $1,500,000 across FY2024 and FY2025 against a Phase II cooperative agreement that runs to May 2028. Against $9.03 million of Form D sales, the federal share is about 16 percent of the total.
  6. Two years of EDGAR silence through a rebrand.The last filing is dated October 17, 2024. Since then the company moved to Buffalo, launched new formats, hired a chief science officer, changed chief executives and changed its name. None of it produced a Form D, which is consistent with no new Regulation D offering, with financing under Section 4(a)(2), or with a filing yet to come.

Commercial signals

Signal Detail Source type
Intellectual property Three US patents granted 2024 to 2025 on paraxanthine coffees and their production, plus applications pending in Australia, Canada and Europe. Public record
Non dilutive NSF SBIR Phase I and Phase II, $1,755,999 obligated, Phase II running to May 2028. Public record
Regulatory Paraxanthine is sold on a self affirmed GRAS determination. FDA’s GRAS Notice Inventory holds no notice for it. No FDA warning letter names the company or the ingredient. Public record
Clinical evidence One company funded rodent toxicology paper, 2023. No registered trial and no published human study of the product. Not found
Channel Direct to consumer and Amazon. A wholesale page solicits cafes and retailers. No named retail partner found. Company-stated
Corporate Delaware corporation, incorporated 2020, SEC address in San Francisco, headquarters in Buffalo since January 2025, renamed NEUCAFF in September 2026. Industry self classified on every Form D as Retailing, revenue Decline to Disclose. Public record

What to watch

  • A Form D under the NEUCAFF name. One is due within 15 days of the first sale of any new Regulation D offering.
  • Whether the new chief executive arrived with capital behind him. The rebrand release names none.
  • Named retail distribution. A wholesale funnel with no announced accounts is the weakest line here.
  • Any human trial of the finished coffee, which is what would move the marketing claims onto firmer ground.
  • The NSF Phase II milestone. A working fermentation route would change the ingredient cost the business rests on.

The Rarebird story on Healthcare DiscoveryHealthcare Discovery

Related companies

  • Lygos: Also in Industrial Bio. A Berkeley Lab spinout that taught yeast to make malonic acid without cyanide, then became a specialty chemicals supplier whose polymers end up in shampoo, diapers and
  • 20n: Also in Industrial Bio. A Y Combinator biotech whose software invented a fermentation route to the active ingredient in Tylenol, then published its whole stack as open source in March 2017 and
  • BluumBio: Also in Industrial Bio. A four-person Berkeley company making microbial products that eat industrial pollution
  • Kingdom: Also in Industrial Bio. A Brooklyn fermentation lab that sells postbiotic powders to pet brands rather than products to pet owners

Sources

  1. Public recordForm D, Rarebird, Inc., filed Jul 28, 2023SEC · CIK 0001987368
  2. Public recordForm D, Rarebird, Inc., filed Sep 19, 2023SEC · CIK 0001987368
  3. Public recordForm D, Rarebird, Inc., filed Jan 2, 2024, and Form D/A filed Oct 16, 2024SEC · CIK 0001987368
  4. Public recordForm D, Rarebird, Inc., filed Oct 17, 2024SEC · CIK 0001987368
  5. Public recordNSF awards 2039060 and 2329361National Science Foundation
  6. Public recordUS patents 11,872,232, 12,178,820 and 12,310,971USPTO, via Justia Patents
  7. Public recordFDA GRAS Notice Inventory and warning letter database searchesFDA · Sep 23, 2026
  8. InterviewMeet the founder: Rarebird’s Jeffrey DietrichAgFunderNews · Oct 27, 2023
  9. IndependentRarebird Kickstarter campaignAgFunderNews · Jan 30, 2023
  10. IndependentRarebird Coffee eyes roastery launch after securing $1mWorld Coffee Portal · Mar 19, 2025
  11. IndependentRarebird company profilePitchBook · accessed Aug 2026
  12. CompanyCapital infusion via 43North and relocation of headquartersPR Newswire · Feb 11, 2025
  13. CompanyRarebird Becomes NEUCAFF Performance CoffeeEIN Presswire · Sep 14, 2026

Compiled from SEC, NSF, USPTO and FDA public records and published reports as of September 23, 2026. Form D notices report offerings under Regulation D; amounts reflect the filing date and may not capture later sales. Healthcare Venture Capital Fund holds no position in Rarebird. This page is not an offer to sell or a recommendation to buy any security.