Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ☐   No þ

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.  Yes ☐   No þ

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes     þ          No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 

Yes þ   No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

 

 

 

HOME TREASURE FINDERS, INC.

 

FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2015

 

TABLE OF CONTENTS

 

PART I	Page
Item 1.    Description of Business	3
Item 2.    Description of Property	18
Item 3.    Legal Proceedings	18
Item 4.    Mine Safety Disclosure	18
PART II
Item 5.    Market for Common Equity and Related Stockholder Matters	18
Item 6.    Selected Financial Data	20
Item 7.    Management’s Discussion and Analysis or Plan of Operation	20
Item 8.    Financial Statements	25
Item 9.    Changes In And Disagreements With Accountants And Accounting And Financial Disclosure	26
Item 9A. Controls and Procedures	26
Item 9B.  Other Information	27
PART III
Item 10.  Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act	27
Item 11.  Executive Compensation	28
Item 12.  Security Ownership of Certain Beneficial Owners and Management And Related Stockholder Matters	30
Item 13.  Certain Relationships and Related Transactions	31
Item 14.  Principal Accountant Fees and Services	32
Item 15.  Exhibits	33

 

- 2 -

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ITEM 1. DESCRIPTION OF BUSINESS

We are a licensed and diversified, Colorado based real estate brokerage. We presently generate revenue from three sources:

1.

Rental revenue from our "Cannabis Zoned" warehouse property.

2.

Commission revenue from the sale of third party owned real property.

3.

Management revenue from real property managed for third party owners.

To activate our business we borrowed money from our President, Corey Wiegand, completed several private placements as well as a management led IPO. Our shares are quoted on the OTCQB under the symbol "HMTF."

Company History

 

We organized under the laws of the State of Colorado on July 28, 2008.

History of Operations.  In March of 2010, we began providing real estate agents with buyer leads and thereby obtaining referral commissions from subsequent sales. Colorado law provides that we must hold a real estate license to be paid such commissions. On February 13, 2012 the State of Colorado granted our founder, Corey Wiegand an "Employing Broker" license which satisfies regulatory requirements. As of December 31, 2015, and the date of this report, commission revenue from real estate transactions form a significant part of our total revenue.

During 2013 we expanded our real estate activities to include property management and as of December 31, 2015 and the date of this report, property management operations  continue to generate net revenue

On March 3, 2014 we formed a wholly owned subsidiary, HMTF Cannabis Holdings, Inc., The purpose of our subsidiary is to acquire and generate income from real property suited to the legal cultivation of marijuana.

On September 15, 2014 we closed the purchase of our first property zoned for cannabis cultivation.  Our Denver warehouse building is comprised of three units.  The purchase was accomplished with a 1% down payment with the balance carried by the seller. On November 5 and December 1, 2014 we leased space within the building to several unrelated licensed growers. One grower completed construction work on his two units and subsequently we amended his lease to include the third unit which had been abandoned by the original lessee. The City of Denver has issued our tenant an occupancy permit providing for legal marijuana cultivation at all three units which comprise the entire building.  Our tenant paid for improvements to bring the building into compliance with Building Codes of the City of Denver and rules promulgated by Colorado State Marijuana Enforcement Division.  As of December 31, 2015 and the date of this report, revenue generated from this property is a significant portion of our total revenue. Further information regarding our cannabis warehouse venture and related financial performance and projections may be found in the MD&A section of this report.

As of December 31, 2015 and the date of this report, we are seeking to acquire additional cannabis zoned properties. We continue to generate commission revenue by listing and selling real property. We also generate commissions on sales of property where we serve as 'buyer agent." We continue to expand the list of properties from which we generate management revenue.

We have recently entered discussions to expand operations by acquiring other real estate companies.

The address of our primary web site is  www.hometreasurefinders.com.  Additional web sites include:

www.HMTFrealty.com

www.HMTFmanagement.com

www.HMTFcannabisHoldings.com

 

 

 Principal Services and their Markets

 

Home Treasure Finders is a diversified, full service licensed real estate brokerage. We are client driven. We train our Licensed Real Estate Agents to assist their clients to understand and successfully compete in our three specialties:

We presently own one cannabis warehouse in Denver Colorado and lease space within that project to licensed cannabis growers. To date, this project has been successful in generating net revenue for our own account. For additional information see pages 6 and 23 of this report

To generate revenue we begin by purchasing  industrial zoned  real estate where we believe state and local law now permits, or  in the future  may permit,  the legal cultivation of cannabis. We may own  properties for our own investment account and as such are solely at financial risk in connection with our investments. We may invest our funds or alternately arrange to have tenants, at their expense improve and/or remodel properties to suit their needs.  In the event we utilize funds loaned to us by third party groups, they may in some circumstances share certain risks.

We do not grow, distribute or sell cannabis  We have no present plan to engage in such activities or obtain a license to do so, now, or in the future. However, we are presently the landlord to licensed tenant entities who do directly engage in the cultivation, distribution and sale of cannabis. Accordingly, we exercise appropriate and reasonable care to screen our tenants and verify that our tenants maintain proper licenses and operate in compliance with the state and local rules.

We are uniquely positioned and experienced to assist clients and investor groups seeking to enter the cannabis industry and  may expand operations into other locations.

 

Marketing of our Services

 

Each of our three divisions has a unique marketing plan developed by our founder and CEO, Corey Wiegand.

1.  Real Estate Sales. As an aid to listing and selling properties we insist that all our Licensed Real Estate Agents attend 12 two hour training seminars, weekly sales meetings, and participate in on the job mentoring as personally taught by Corey Wiegand. We train our agents to prospect for listings, obtain listing contracts, and convert the IVR ("integrated voice response") phone leads into "buy-side" contracts. The IVR leads are generated by our signs placed in front of listed properties. Our IVR system is fully functional.  It incorporates call capture technology through which we provide our Licensed Real Estate Agents with real time access to leads.

Our sign riders are attached  to normal real estate "for sale" signs located in front of a listed property. Our rider displays a 1-800-number and promises to provide listing specific information by a recorded message. As the caller listens to the property description, the caller's phone number is captured and sent via e-mail and text message to a Home Treasure Finders buyer agent. Our business plan provides that our buyer agent will endeavoor to immediately call back the potential buyer and begin a dialog designed to convert the "cold lead" to a signed offer to purchase a property.

 

 

When our buyer agent closes the related sale, Home Treasure Finders may be paid a portion of the total commission. This occurs on any sale involving the potential buyer who was introduced to the buyer agent by Home Treasure Finders and closing within one year of the original lead date. This feature of our business plan enables us to generate revenue even if the buyer eventually decides to purchase a property other than the one displaying our IVR sign

We may also provide videos for our listed properties featuring proprietary high definition "QuadCopter" military drone aerial video technology as seen at www.hmtfrealty.com/get-more .  Click on the embedded YouTube video on this page for a sample.

2.  Property Management.  Home Treasure Finders, Inc. also operates a division that provides tenant finder leasing services, comprehensive property management services, financial, reporting and maintenance services to Denver area landowners and investors. Our services are unique because we collect rent in person each month and offer monthly property condition reports. We help busy owners keep their property fully leased and in top condition.

We can assist with acquisition of free-standing buildings, land parcels and green houses.  We may assist client investment groups to build and retro-fit properties to meet the specific needs of qualified tenants and the rules promulgated by the State of Colorado Marijuana Enforcement Division.

We specialize in analysis of property cash flow. We prepare projections using our knowledge of comparable properties and various other techniques. We encourage clients to focus on acquiring prime properties under terms that make investment success most likely.

Competition

There are many real estate companies, however, management is aware of none that maintain operations to service all three of the diverse market segments in which we specialize.

Each of our divisions faces significant competition.

 

1.  Real Estate Sales.  The Denver Area Real Estate market is appreciating and there is a high level of competition with other brokerage firms.  We distinguish ourselves by providing a high level of training and mentoring to our brokers, and by providing IVR property signs plus aerial fly by video marketing and virtual tours, rather than still photos. Our strategic partnership with Visionary Aircraft Corporation allows our agents to receive a discounted rate for all listing video footage. Our 12 week training and mentoring program outlines a proven system for agents to succeed in establishing themselves as area specialists by actively prospecting door-to-door for new listings. We believe our competition does not provide effective training to convert leads to sales.

2.  Property Management.  The Denver Metro population grew by more than 3% in 2013 and since then has continued to accelerate.  As a result there is a shortage of affordable low cost residential rentals.  As of December 31, 2015 and the date of this report, all sixty-nine of the residential units we manage are fully occupied.  We distinguish ourselves from the competition by offering video advertising of each rental if it becomes vacant. We arrange showings seven days per week.  We tailor our management services to meet the unique needs of each of our clients.

 

 

3.  Commercial Real Estate for Cannabis. We are an active participant in Colorado's fast growing cannabis industry. We have successfully acquired a vacant warehouse zoned for cannabis cultivation for our own account with a $10,000 down payment. Subsequently we leased the warehouse to licensed growers and we enjoy a positive cash flow from tenant rents.

 

Our leases now in place amount to a 7.4% capitalization rate and an annual cash return of $67,664 on an investment of approximately $27,000 for a 249% Cash on Cash return annually.

Further, we are licensed commercial Licensed Real Estate Agents and as such we enjoy strong operational advantages and honed skills to rapidly locate favorable cannabis zoning, find vacant property and help clients negotiate favorable financing  or leasing arrangements at target properties.

We market primarily by word of mouth because much of the prime real estate that is usable for cannabis cultivation under state and local rulemaking is within a short drive from our office.  We have few true competitors who bring our diverse skill, experience, work ethic and enthusiasm to the bargaining table.

Home Treasure Finders now provides both leads and specialized training at no cost to buyer agents. Our Licensed Real Estate Agents are requested to sign our agreement to split gross commissions.

 

Intellectual Property

 

The sales training material developed by Corey Wiegand are considered "trade secrets," and are believed eligible for copyright protection.  As of the date of this report no copyright has been filed.

 

We have entered Colorado's fastest growing industry, cannabis. We have developed a data base of cannabis regulation issues for our internal use. Where feasible we employ that data to assist our clients, potential tenants and investors.  Our data base includes zoning and Cannabis use rules we believe to be currently in effect.  It  is updated by interviews with state, county and municipal officials on an as needed basis.

Governmental Regulation

During November of 2000 Colorado voters approved Amendment 20 to amend the State Constitution to provide for legalized use and possession of medical marijuana.

 

During October, 2009 the Obama Administration ended aggressive law enforcement against medical marijuana growers, patients and dispensaries.

 

During November 2012 Colorado voters approved Amendment 64 to the State Constitution to legalize the use, possession and sale of retail marijuana. Amendment 64 also provides for the Colorado General Assembly to enact an excise tax on wholesale marijuana sales, adopt further rules to govern cultivation, processing, retail sale and finally to give cities and counties the ability to locally opt out of retail marijuana.

 

The following links may be of use to understand the details of Colorado Laws.

 

Maintaining all licenses deemed necessary by governmental jurisdictions is expensive and time consuming. and could delay operations.  An unfavorable outcome in connection with future government regulations, licensing and other risks is possible, however we are aware of no compliance problems as of December 31, 2015 and the date of this report.

 

 

ENVIRONMENT

 

We believe that our operations comply in all material respects with applicable laws and regulations concerning the environment. While it is impossible to predict accurately the future costs associated with environmental compliance and potential remediation activities, compliance with environmental laws is not expected to require significant capital expenditures and is not expected to have, a material adverse effect on our planned revenue or competitive position.

 

PRODUCT LIABILITY

 

Our service exposes the Company to liability claims by real estate owners, potential buyers and others. The company maintains legally required liability insurance. Any claim not covered by our policy could have a material adverse effect on our financial condition.

 

OUR FACILITIES

 

We conduct general administration, real estate sales and property management from our leased office location in Denver Colorado.

Our office is located at 4318 Tennyson Street, Denver CO 80212. This is a preferred storefront shopping location in the up and coming Highlands / Berkeley Neighborhood. We enjoy good visibility and walk-by exposure.

Our warehouse is located at 4430 Garfield Street, Denver CO 80216, in an industrial neighborhood zoned for cannabis cultivation.  Numerous warehouses utilized for cannabis cultivation are located in this industrial district of Denver.

 

SEASONALITY

Our business is materially affected by seasonal factors, including but not limited to:

 

1.

Changes in residential real estate inventory

2.

Changes in buyer demand caused by the economy, holidays,  Fall "back to school" or other special events

3.

Unusual or severe weather

4.

The seasonal nature of major construction projects in Colorado

EMPLOYEES

 

As of the date of this report we have one full time employee, Corey Wiegand. Mr. Wiegand is our founder and CEO.  He is assisted by agents, licensed Licensed Real Estate Agents and professional consultants on an as needed basis.

 

RISK FACTORS

 

This investment has a high degree of risk.  Before you invest you should carefully consider the risks and uncertainties described below.  If any of the following risks actually occur, our business, operating results and financial condition could be harmed and the value of our stock could go down. This means you could lose all or a part of your investment.

 

A footnote to our Auditor's report states that there is substantial doubt that we will be able to continue as a going concern.

 

We have had substantial losses since inception and as of December 31, 2015 and the date of this report we have minimal cash reserves. While we are beginning to generate increasing revenue and a  positive cash flow, our ability to build significant cash reserves and continue as a going concern over the long term remains unproven.  In the event that we are forced to reduce operations or seriously curtail our business, an investor will lose all money invested.

 

 

The business of our Cannabis Holdings Subsidiary is dependent on laws pertaining to the marijuana industry.

 

Continued development of the cannabis industry and a successful role in that industry for our Subsidiary, HMTF Cannabis Holdings, Inc.  is dependent upon continued legislative authorization at the state level. While there may be ample public support for legislative action that favors our industry, numerous factors impact the legislative process.

 

As of January 31, 2015 and the date of this report, 21 states and  the District of Columbia allow their citizens to use medical marijuana. Additionally, voters in the states of Colorado, Washington, Oregon , Alaska and the District of Columbia have approved  ballot  measures to legalize cannabis for "recreational" adult use.

During November of 2000 Colorado voters approved Amendment 20 to amend the State Constitution to provide for legalized use, possession and sale of medical marijuana.

 

During November 2012 Colorado voters approved Amendment 64 to the State Constitution to legalize the use, possession and sale of retail marijuana. Amendment 64 also provides for the Colorado General Assembly to enact an excise tax on wholesale marijuana sales, adopt further rules to govern cultivation, processing  retail sale and finally to give cities and counties the ability to locally opt out of retail marijuana.

These state laws are in conflict with the federal Controlled Substances Act, which makes marijuana  use and possession illegal on a national level.

The following links may be of use to understand the details of Colorado Laws.

 

Further, while we do not grow, harvest, distribute or sell cannabis, by leasing facilities to growers of cannabis, we could be deemed to be participating in marijuana cultivation, which remains illegal under federal law, and expose us to potential criminal liability, with additional risk that our properties could be subject to civil forfeiture proceedings.

 

Marijuana remains illegal under Federal Law

Marijuana is a schedule-1 controlled substance and is illegal under federal law. Even in those states in which the use of marijuana has been legalized, its use remains a violation of federal law. Since federal law criminalizing the use of marijuana preempts state laws that legalize its use, strict enforcement of federal law regarding marijuana would likely result in our inability to proceed with the cannabis properties portion of our business plan.

A revision or reversal of the Federal policies which presently allow Colorado and various other states to pursue legalized marijuana would likely cause widespread  financial difficulties to the cannabis business nationally.

 

The 2016 National elections could install a presidential administration having an intolerant policy toward Marijuana Legalization.  If such a political reversal were to occur, the thriving legalized Colorado Cannabis Industry could be at increased risk of vigorous enforcement of Federal Laws which prohibit Cannabis cultivation, sale and consumption.

 

 

The Marijuana Industry faces strong opposition.

It is believed by many that large well-funded businesses may have a strong economic opposition to the cannabis industry.  We believe that the pharmaceutical industry clearly does not want to cede control of any product that could generate significant revenue. For example, we believe medical marijuana likely has adversely impacted the consumer market for the proposed "marijuana pill" which may sold by the mainstream pharmaceutical industry.  Legalization of marijuana could displace other drugs or encroach upon the pharmaceutical industry's products. The pharmaceutical industry is well funded with a strong and experienced lobby that eclipses the funding of the medical marijuana movement.   Inroads, if any, that the pharmaceutical industry makes toward halting the cannabis industry could have a detrimental impact on our proposed business.

 

Tenants of our Company owned Denver warehouse facility, and of any additional facilities of a similar nature which we may acquire in the future, may have difficulty accessing the services of banks which may make it difficult for them to operate.

Since the use of marijuana is illegal under federal law, a compelling argument has been made in the past that banks cannot accept deposit funds from businesses involved with marijuana. We believe that this argument may someday be abandoned, but there is no assurance of this. Recently the State of Colorado has made efforts to organize Four Corners Credit Union which is intended to serve the banking needs of the Cannabis Industry in Colorado.  However, as of the date of this report this facility has not opened for business. There is no assurance that the environment for banking relationships will continue to progress favorably. In any case, inability to open conventional bank accounts may make it difficult for potential tenants of proposed facilities to operate.

 

Potential Competitors could duplicate the business model of our Subsidiary, HMTF Cannabis Holdings. Inc.

 

While our subsidiary has acquired, improved and leased properties suitable to legal cultivation of cannabis, there is no aspect of our business model which is protected by patents, copyrights, trademarks or trade names. As a result, potential competitors will likely duplicate our business model.

A significant portion of our monthly cash flow derives from rental revenue which may prove uncollectable.

We carefully vett prospective tenants, and we obtain their personal guarantees as to payment and performance under the lease terms.

In the event the cultivation business of one or more grower tenants fails, or for any reason our tenant fails to pay rent in a timely fashion and we do not receive the rent payments as such payments become due under lease terms, thereafter, if satisfactory payment arrangements as acceptable to us are not made, we may be forced to evict.

Under terms of the leases now in effect, if we do not receive rent payments as such payments become due and payable under lease terms, we may first utilize the sums we hold as tenant security deposits to collect the late rent payments with penalty. Under the terms of the leases in place, tenants then are required, within five days, to replace such security deposit sums such that the full tenant security deposit is restored. There is no assurance that such replacements of deposit sums will actually occur.

 

In any event, if tenants do not comply with lease terms, and no workable arrangement can be achieved, we may be forced to evict one or more tenants. This has occurred in the past and could occur again. Unfavorable developments of this nature could contribute to or cause us to fall behind on our obligations to make monthly mortgage payments as such payments become due.

During the past year we have experienced disagreements with our warehouse tenants.  One tenant abandoned his unit and was evicted. The other tenant ultimately amended his lease to include the abandoned space but only after considerable argument over various lease terms had been settled.  As of the date of this report, a single tenant is leasing our entire Garfield Street warehouse and that tenant has been current on lease payments for the past eight months.  As of December 31, 2015 and the date of this report, we know of no further unresolved issues with our present tenant.  However, unfavorable developments as experienced in the past could repeat and could cause us to fall behind on our building mortgage payments.

 

If we pursue an action for eviction, one or more tenants might cause physical damage to our real estate and/or fight an action for eviction, and/or refuse to vacate or otherwise undertake to block and/or slow our efforts to regain proper possession of our warehouse or to locate a suitable alternative tenant to re-lease our warehouse.

We believe that we have acted legally and in good faith with respect to our tenants. We further believe that our real estate is adequately insured. We plan to defend our property and related contractual rights to the fullest extent of the law.  In the past we were assisted by counsel and with such assistance we acted to negotiate a suitable remedy to these various disputes.  There is no present way to predict the final outcome of these issues.

A tenant, present or former, may claim to have suffered damages and in connection with that belief, may elect to initiate and thereafter pursue one or more lawsuits against the Company and/or its subsidiaries.

We believe we have acted properly in all of our dealings with tenants and otherwise. We have requested counsel to confirm the legality of our past and present agreements and actions and to advise us accordingly. In any case we plan to vigorously defend any suit brought against the Company or its subsidiaries.

 

The former tenant of our Garfield Street warehouse, evicted for failure to pay rent, has since intiated litigation in the nornal course of business activities claiming damages allegedly suffered prior to eviction.  In connection with this matter, we believe that pending legal defense will be successful, that any and all future legal services, as required will be performed on our behalf by an attorney made available under our title insurance policy and that the entire cost of such defense will be paid by the company that issued our title insurance policy.

 

We have a limited operating history.

 

Our ability to achieve consistent cash flow and profitability depends upon the continued service of Corey Wiegand. Mr. Wiegand is our primary source of commission revenue and our CEO and only management level executive.

During 2013 our revenues accelerated and we are no longer considered a development stage company. Our business plan provides that we will grow rapidly and ultimately deliver professional services to would be buyers through licensed Licensed Real Estate Agents acting as listing agents and buyer agents rather than primarily through commissions earned by our founder.

 

To actualize this goal, we plan to market our advanced sales techniques to established realtors that wish to earn more commissions from buyer transactions. We are working to recruit buyer agents to sign our master referral agreements, graduate from our workshops and respond to our IVR leads.  As of the date of this report, we are training additional buyer agents.

Our real estate sales business plan provides that we will grow rapidly and ultimately deliver professional services to would be buyers through "buyer agents" rather than primarily through our founder. To actualize this goal, we plan to market our advanced sales techniques to established realtors that wish to earn more commissions from buyer transactions. We have leased office space where we plan to aggressively expand our professional staff.

We have activated our plan to recruit buyer agents to sign our master referral agreements, graduate from our workshops and respond to our IVR leads.  As of the date of this report, we have four active licensed Licensed Real Estate Agents and we are training an additional two agents. All our trainees are either presently licensed or enrolled in courses operated by third party realtor schools. All of our trainees pay their own expenses for the classes. We offer  newly hired Licensed Real Estate Agents a bonus plan which awards shares of our common stock which vest over a one year period assuming  productivity goals are achieved by each agent as expressed in the Broker Relationship Agreement signed by each new hire.

 

We may not be able to generate predictable and continuous revenue in the future. Further, there is no assurance that we will ever grow operations outside the Denver Metro area.  While we own a cannabis qualified warehouse and lease it to licensed growers who are presently current on rent payments, the cash flow generated is from  a new untested industry which is unique to Colorado and just a few other states and subject to rapid change.  Cash flow that our warehouse presently generates may become erratic or cease. 

We may incur significant operating losses in the future, due to the expansion of our operations or other factors. There is no assurance that we can expand under terms that permit profitable operations over the long term. Failure to generate sufficient revenue to pay expenses as they come due may make us unable to continue as a going concern and result in the failure of our company and the complete loss of any money invested to purchase our shares.

 

 

We may be unable to manage our growth or implement our expansion strategy. 

Several years ago Mr. Wiegand contributed his property management entity known as CW Properties and we have taken over operations.  We currently manage sixty-nine rental units and as of December 31, 2015 and the date of this report they generate net revenue from management fees.  In the future we may undertake additional activities in property management as well as those in connection with our ongoing business plan or we may elect to sell the property management business.

 

As a public company, our expenses include, but are not limited to, annual audits, legal costs, SEC reporting costs, costs of a transfer agent and the costs associated with fees and compliance. Further, our management will need to invest significant time and energy to stay current with the public company responsibilities of our business and will therefore have diminished time available to apply to other tasks necessary to our survival and growth. It is therefore possible that the financial and time burdens of operating as a public company will cause us to fail to achieve profitability.  If we exhaust our funds, our business will fail and our investors will lose all money invested in our stock. 

It is essential that we grow our business, achieve significant profits and maintain adequate cash flow in order to pay the cost of remaining public.  If we fail to pay public company costs, as such costs are incurred; we could become delinquent in our reporting obligations and face the delisting of our shares.

The issuance of additional shares of our common stock may be necessary for the implementation of our growth strategy. 

A limited private placement of restricted shares of our common stock was completed several years ago. Cash generated was used to acquire cannabis zoned real property, finance our new office space and provide working capital.  Issuance of any additional securities pursuant to future fundraising activities undertaken may significantly dilute the ownership of existing shareholders and may reduce the price of our common stock.

Our subsidiary, HMTF Cannabis Holdings has acquired, improved and leased a Denver warehouse to a licensed third party grower. Our project is showing positive cash flow, however this was accomplished primarily through an owner-carry purchase arrangement and funds invested by the tenant to improve the property.

To acquire additional properties suitable to the cultivations of cannabis may require sale of additional restricted shares in a private placement. Alternately, a debt financing could be utilized; however any debt financing will require payment of interest and may involve offering security interests in our planned properties and possibly issuing warrants to purchase our common stock. Future financings, if undertaken, could impose limitations on our operating flexibility and may involve the issuance of additional shares of our common stock, or warrants to purchase shares of common stock and may be dilutive to our existing shareholders.

While we have been able to acquire a warehouse in Denver Colorado with 99% owner finance, future acquisitions may require financial resources well in excess of our present balance sheet. Failure to successfully obtain additional funding would likely jeopardize our ability to expand our cannabis business and related operations.  

The loss of our current executive officer or key management personnel or inability to attract and retain the necessary personnel could have a material adverse effect upon our business, financial condition or results of operations

 

Our success is heavily dependent on the continued active participation of our current executive officer and sole director listed under "Management." Loss of the services of Corey Wiegand would have a material adverse effect upon our business, financial condition or results of operations. Further, our success and achievement of our growth plans depend on our ability to recruit, hire, train and retain other highly qualified technical, professional, clerical, administrative and managerial personnel. Competition for qualified buyer agents among companies in the real estate industry is intense, and the loss of any of such persons, or an inability to attract, retain and motivate any additional highly skilled realtors required for the expansion of our activities, could have a materially adverse effect on our future financial performance.  Inability to attract and retain the necessary personnel, consultants and advisors could have a material adverse effect on our business, financial condition or results of operations.  

 

We are controlled by our current officer and director. 

Corey Wiegand, our sole director, who is our sole executive officer, beneficially owns approximately 50.7% of our outstanding shares of Common Stock. Mr. Wiegand consequently controls the election of our Board of Directors and the outcome of issues submitted to our stockholders.

 

Since we have only one director who serves as our president, chief executive officer, chief financial officer and secretary, decisions which affect the company will be made by only one individual.  It is likely that conflicts of interest will arise in the day-to- day operations of our business.  Such conflicts, if not properly resolved, could have a material negative impact on our business. 

In the past, the Company has issued shares for cash and services at prices which were solely determined by Corey Wiegand. At that time, Mr. Wiegand made a determination of both the value of services exchanged for our shares, and, as well, the price per share used as compensation.   Transactions of this nature were not made at arm's length and were made without input from a knowledgeable and non-interested third party.  Future transactions of a like nature could dilute the percentage ownership of the company owned by a given investor. While the company believes its past transactions were appropriate, and plans to act in good faith in the future, an investor in our shares will have no ability to alter such transactions as they may occur in the future and, further, will not be consulted by the company in advance of any such transactions. An investor who is unwilling to endure such potential dilution should not purchase our shares.

We have limited financial resources to take advantage of advertising opportunities as they may arise.  

         

The inability to pay for press releases, investor road shows or other events intended to expose our shares to institutional investors, could adversely affect our ability to generate investor support for our common shares.

Our operating results will be subject to fluctuations and our stock price may decline significantly. 

Our quarterly revenue and operating results from commissions, management fees and lease revenues, if any, will be difficult to predict from quarter to quarter. We derive relatively stable revenue from our property management operations. Nonetheless, it is possible that our net operating results in some quarters will fall below our expectations. Our quarterly operating results will be affected by a number of factors, including: 

If revenue for a particular quarter is lower than we expect, we likely will be unable to proportionately reduce our operating expenses for that quarter, which would harm our operating results for that quarter. If we fail to meet investor expectations or our own future guidance, even by a small amount, our stock price could decline, perhaps substantially.  

 

 

Existing real estate laws, regulations, land use codes and policies, the rules promulgated by the State of Colorado's Marijuana Enforcement authorities and changes to these regulations and policies may present technical, regulatory and economic barriers to potential buyers and to our tenants at the Company's Garfield Street warehouse. 

The market for homes and other real estate is influenced by U.S. federal, state and local government regulations and policies concerning the real estate industry, as well as policies promulgated by local real estate boards. These regulations and policies often relate to realtor compensation, and pricing. In the U.S. and in a number of other countries, these regulations and policies are being modified and may continue to be modified. Investment in the real estate could be deterred by these regulations and policies, which could result in a significant reduction in the potential demand for various types of real property and  for our services. For example, loss of favorable tax treatment, certain government buyer incentive programs, and or government subsidized or backed loan programs may result in loss of sales which would likely harm our financial performance.  

The reduction or elimination of government and economic incentives could cause our revenue to decline.   

Today, we believe consumer confidence is slowly recovering. However buyers are finding it very difficult to qualify for loans and the interest charged on mortgages is rising.   In the past federal, state and local government bodies in many states have provided incentives in the form of rebates, tax credits and other incentives to buyers that are willing to purchase real estate. For example, an eight thousand dollar first time home buyer tax credit was offered and thereafter the credit offering expired.  Future government economic incentives, if any, could be reduced or eliminated altogether. Such home buyer incentives expire, decline over time, are limited in total funding or require renewal of authority. Reductions in, or eliminations or expirations of governmental incentives could result in decreased demand for our services.

Changes in tax laws or fiscal policies may decrease the return on investment for customers of our business which could decrease demand for our services and harm our business. 

We anticipate that a portion of our future revenues will be derived from commissions in connection with the sale of single family residences to individual homebuyers. In deciding whether to purchase or to rent, prospective customers may evaluate their projected return on investment. Such projections are based on current and proposed federal, state and local laws, particularly tax legislation. Changes to these laws, including amendments to existing tax laws or the introduction of new tax laws, tax court rulings as well as changes in administrative guidelines, ordinances and similar rules and regulations could result in different tax assessments and may adversely effect a homeowner's projected return on investment, which could have a material adverse effect on our business and results of operations.

 

Problems with service quality or individual buyer agent performance may include agent error, agent negligence or problems within the mentoring services we plan to provide. The result would likely be fewer customers, reduced revenue, unexpected expenses and loss of market share. 

 

We are significantly reliant on the abilities and skills of Corey Wiegand and other agents and assistants that act on our behalf.  In the past, various clients who received services from our company or who lease our Garfield Street warehouse have filed complaints that allege poor performance, fraud or in some way challenge our performance.  While we believe that these allegations are without merit and we vigorously defend the legality and appropriateness of our past actions, we may fall victim to regulatory actions or court rulings in connection with alleged agent errors, omissions or other issues.  

 

 

The Realtors we plan to recruit may not deliver consistent and professional mentor and "buyer agent" services and thus our business plan may not gain market acceptance, which would prevent us from achieving sales and market share 

The development of a successful market for our mentor services and lead generation techniques  may be adversely affected by a number of factors: 

If the services and techniques we offer fail to gain market acceptance, we will be unable to achieve significant sales and market share.

 

The real estate industry is rapidly evolving and highly competitive. A variety of competing lead generation technologies are in use or under development now that could result in lower buyer agent costs or higher conversion rates than those lead generation technologies selected by us. These development efforts may render obsolete the lead generation services we have to offer. 

Existing telephone and web advertising regulations and changes to such regulations may present regulatory and economic barriers to our real estate lead generation activities. 

Lead generation activity is heavily influenced by federal, state and local government regulations and policies concerning the tech based marketing industry, as well as internal policies and regulations promulgated by "national do not call lists." These regulations and policies often relate to public privacy. In the United States these regulations and policies are being modified and may continue to be modified. We anticipate that our lead generation channels and activity will be subject to oversight and regulation in accordance with national and local ordinances relating to privacy protection, and related matters.  Any new government regulations or utility policies pertaining to our lead generation services may result in significant additional expenses to us and as a result, could cause a significant reduction in sales referrals and related commission revenue. 

If our mentoring services are not suitable for widespread adoption, or a sufficient demand for trained buyer agents or leads does not develop, or takes longer to develop than we anticipate, we would be unable to achieve sales. 

The market for residential real estate is rapidly evolving and its future is uncertain. If real estate proves unsuitable for widespread ownership or if demand for our mentoring services fails to develop sufficiently, we would be unable to achieve sales and market share. Many factors will influence our revenues: 

·

success of alternative lead generation technologies such as web-casts, text messaging, email spamming;

·

fluctuations in economic and market conditions that impact the viability of real estate purchases;

·

increases or decreases in the costs associated with obtaining a residential home loan;

·

capital expenditures by customers, which tend to decrease when the domestic or foreign economies slow;

·

continued regulation of the real estate and lending industries; and

·

availability and effectiveness of government subsidies and incentives.

 

 

The reduction in home loan availability could prevent us from achieving sales and market share. 

The reduction or elimination of government lending incentives may adversely affect the growth of this market or result in increased price competition, which could prevent us from achieving sales and market share. 

 

Today, over 70% of home loans are insured by the federal housing administration (FHA loans). These loans are popular because they have lower down payment requirements and lower credit score requirements.  Should FHA raise their down payment or credit requirements the result could be reduced home purchases which would significantly harm our business.  

We face intense competition from other real estate brokerages and other real estate mentoring companies. If we fail to compete effectively, we may be unable to increase our market share and sales. 

 

Most of our competitors are substantially larger than we are, have longer operating histories and have substantially greater financial, technical, marketing and other resources than we do. Our competitors' greater size in some cases provides them with competitive advantages with respect to marketing costs due to their ability to allocate fixed costs across a greater volume of marketing channels and purchase signs and services at lower prices. They also have far greater name recognition, an established network of past customers. In addition, many of our competitors have well-established relationships with current and potential home sellers. As a result, our competitors will be able to devote greater resources to prospecting, relationship development, and promotion and may be able to respond more quickly to evolving industry standards and changing customer requirements than we can. 

A substantial number of our issued shares are, or are being made available for sale on the open market. The resale of these securities might adversely affect our stock price. 

 

The sale of a substantial number of shares of our common stock, or the market's anticipation of such sales, could make it more difficult for us to sell equity or equity-related securities in the future at a time and at a price that we might otherwise obtain.

 

Availability of these shares for sale in the public market could also impair our ability to raise capital by selling equity securities.

 

There is presently a limited trading market for our shares.  This is a recent development.  An investment in our shares may be or become totally illiquid and any investor purchasing our shares may be unable to resell their shares.  There can be no assurance that market interest in our shares will develop or continue.  Therefore, investors who purchase our shares could lose their entire investment.

 

Even if significant trading activity involving our shares continues, the volume of trading may be small and on some days the volume may be zero. Our share price will likely be volatile and will likely fall rapidly should an investor attempt to liquidate a significant number of shares.  These conditions are likely to persist and could prevent resale of our shares on desirable terms.  

We are subject to corporate governance and internal control reporting requirements, and our costs related to compliance with, or our failure to comply with existing and future requirements, could adversely affect our business. 

 

We face new corporate governance requirements under the Sarbanes-Oxley Act of 2002, as well as new rules and regulations subsequently adopted by the SEC and the Public Company Accounting Oversight Board. These laws, rules and regulations continue to evolve and may become increasingly stringent in the future. In particular, under new SEC rules we will be required to include management's report on internal controls as part of our annual report pursuant to Section 404 of the Sarbanes-Oxley Act. Furthermore, under the proposed rules, an attestation report on our internal controls from our independent registered public accounting firm will be required as part of our annual report. We are in the process of evaluating our control structure to help ensure that we will be able to comply with Section 404 of the Sarbanes-Oxley Act. The financial cost of compliance with these laws, rules and regulations is expected to be substantial. We cannot assure you that we will be able to fully comply with these laws, rules and regulations that address corporate governance, internal control reporting and similar matters. Failure to comply with these laws, rules and regulations could materially adversely affect our reputation, financial condition and the value of our securities. 

 

 

 

Demand for our mentoring services is affected by general economic conditions. 

 

The United States and international economies have recently experienced a period of reduced economic growth. A sustained economic recovery is uncertain. In particular, terrorist acts and similar events, continued turmoil in the Middle East or war in general could contribute to a slowdown of the market demand for real estate investments that require significant initial capital expenditures, including demand for fix and flips, rental properties, and new residential and commercial buildings. In addition, increases in interest rates may increase financing costs to customers, which in turn may decrease demand for real estate investment. If the economic recovery slows as a result of the recent economic, political and social turmoil, or if there are further terrorist attacks in the United States or elsewhere, we may experience decreases in the demand for our mentoring services.

Compliance with real estate law and local regulations can be expensive, and non-compliance with these regulations may result in adverse publicity and potentially significant monetary damages and fines for us 

 

The Company as well as its tenants must comply with all foreign, U.S. federal, state and local laws and regulations regarding licensing and insurance requirements. In addition, under some statutes and regulations, a government agency, or other parties, may seek recovery and response costs from an agent where warrantees have been made, even if the agent was not responsible for such a warrantee or is otherwise at fault. In the course of future business we may inadvertently refer business to an agent who does not comply with local laws and regulations.  Any failure by us to shift responsibility onto that agent, and thus restrict our liability in connection with the incident, could subject us to potentially significant monetary damages and fines or suspensions in our business operations. In addition, if more stringent laws and regulations are adopted in the future, the costs of compliance with these new laws and regulations could be substantial. If we fail to comply with present or future real estate laws and regulations we may be required to pay substantial fines, suspend, or cease operations.

 

There are restrictions on the transferability of the securities. 

 

Until registered for resale, investors must bear the economic risk of an investment in the Shares for an indefinite period of time.  Rule 144 promulgated under the Securities Act ("Rule 144"), which provides for an exemption from the registration requirements under the Securities Act under certain conditions, requires, among other conditions, a six month holding period prior to the resale (in limited amounts) of securities acquired in a non-public offering without having to satisfy the registration requirements under the Securities Act.  There can be no assurance that we will fulfill any reporting requirements in the future under the Exchange Act or disseminate to the public any current financial or other information concerning us. 

If the Company uses its stock in acquisitions of other entities there may be substantial dilution at the time of a transaction. 

 

The offering price of the common stock we sold under our prospectus, and more recently as a private placement of restricted shares of our common stock to raise working capital, was arbitrarily set. The price did not bear any relationship to our assets, book value, earnings or net worth and it is not an indication of actual value. You may also suffer additional dilution in the future from the sale of additional shares of common stock or other securities or if the Company's shares are issued to purchase other assets or to raise additional working capital. 

The laws which govern merger transactions provide that since our sole director and officer owns over 50% of our outstanding shares, we may enter into a share exchange, reverse merger or other similar transaction with a private company in an unrelated business without the prior approval of unaffiliated shareholders. 

 

The various securities laws applicable to our company provide that our management may elect to enter and consummate a transaction to enter new or additional businesses. In that event, our shareholders might receive only an information statement with certain disclosures as required by law and would likely not be in a position to approve or disapprove the transaction. Investors who are unwilling to accept the uncertainty of new management, a new business plan, likely dilution and all the numerous related uncertainties that may materialize in the event such a transaction is consummated should not purchase our shares. 

 

 

There is presently a very limited market for our common stock.  Failure to maintain a trading market could negatively effect the value of our shares and make it difficult or impossible for you to sell your shares.

 

As of the date of this report, our common stock has been assigned a trading symbol, "HMTF." Our common shares are quoted on the OTCBB and OTCQB. While trading activity in our shares has recently accelerated, there can be no assurance as to the liquidity of any markets for our common stock, the ability of holders of our common stock to sell our common stock, or the prices at which holders may be able to sell our common stock. 

 

Failure to maintain an active trading market could negatively effect the value of our shares and make it difficult for you to sell your shares or recover any part of your investment in our shares. The market price of our common stock may be highly volatile.  In addition to the uncertainties relating to our future operating performance and the profitability of our operations, factors such as variations in our interim financial results, or various, and as yet unpredictable factors, many of which are beyond our control, may have a negative effect on the market price of our common stock.

 

Investors will find additional information on day-to-day trading activity of our common shares, updated in real time and including level two market information on the web site maintained by OTC Markets.  The web address is:  www.otcmarkets.com.  The trading symbol of our common shares is "HMTF."

Our common stock is still presently subject to the "Penny Stock" rules of the SEC.

 

The Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a "penny stock," for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require:

 

In order to approve a person's account for transactions in penny stocks, the broker or dealer must:

 

The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating to the penny stock market, which, in highlight form:

 

 

ITEM 2. DESCRIPTION OF PROPERTY

 

DESCRIPTION OF PROPERTY

 

We own a 5,600 square foot warehouse located at 4430 Garfield Street, Denver, CO 80216.  The facility is leased to licensed growers for cannabis cultivation.

We currently maintain administrative and real estate operations in office space of approximately 700 square feet located at 4318 Tennyson Street, Denver, CO 80212 at a monthly rent of $1,150.

We see no present need for additional office space. We are evaluating opportunities to acquire additional properties zoned for cannabis cultivation.

ITEM 3. LEGAL PROCEEDINGS

 

There is no litigation or regulatory proceeding pending or threatened by or against us other than litigation, in the normal course of business, regarding a former tenant who was evicted for failure to pay rent. The former tenant has claimed damages allegedly suffered prior to eviction. In connection with this matter, we believe that pending legal defense will be successful, that any and all future legal services, as required will be performed on our behalf by an attorney made available under our title insurance policy and that the entire cost of such defense will be paid by the company that issued our title insurance policy.

 

ITEM 4.  MINE SAFETY DISCLOSURE

 Not applicable.

 

 

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

 

MARKET INFORMATION

 

As of December 31, 2015 and the date of this report our shares are quoted on the OTCBB/OTCQB under the symbol HMTF. In the future, should we meet stringent qualifications and pay the required fee,  we may seek to have our shares quoted on Capital Markets tier of NASDAQ, however here is no assurance that our shares will continue to be quoted on any market.

Since inception of a trading market in our shares activity have been unpredictable and highly volatile. Closing prices have ranged from $0.03 to $5.34. The closing price on June 30, 2015 was $0.03.

 

The following table contains data from OTC Markets, Inc. and summarizes our past share price:

 

 

SHAREHOLDERS

As of the date of this report, there were approximately 56 direct holders of our common stock certificates as shown on the list maintained by our transfer agent. Additional shareholders have recently purchased their shares on the OTCBB,  hold shares in street name and are not included in the tally maintained by our transfer agent.

  

DIVIDENDS

 

We have not declared or paid any cash dividends on our common stock nor do we anticipate paying any in the foreseeable future. Furthermore, we expect to retain any future earnings to finance our operations and expansion. The payment of cash dividends in the future will be at the discretion of our Board of Directors and will depend upon our earnings levels, capital requirements, any restrictive loan covenants and other factors the Board considers relevant.

 

WARRANTS OR OPTIONS

 

We have no outstanding warrant to purchase shares of our common stock.

 

EQUITY COMPENSATION PLANS

 

We currently have no equity compensation plans.

 

 

RECENT SALES OF UNREGISTERED SECURITIES; USE OF PROCEEDS FROM REGISTERED SECURITIES

 

Prior to our IPO, various shares were issued under Section 4(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated by the Securities and Exchange Commission. Subsequently, in accordance with the terms of Registration Statement on Form S-1, certain shares have been registered for resale and additional shares have been qualified for sale.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

 

We made no purchases of our equity securities nor were any such purchases made by any purchaser affiliated with us.

 

OUR TRANSFER AGENT

 

We have retained Standard Registrar and Transfer Agency, Albuquerque, New Mexico, as transfer agent for our Common shares. Shareholders are responsible to contact Standard to update their address. This may be done by writing:

Standard Registrar and Transfer Agency

P.O. Box 14411

Albuquerque, NM 87191

Phone : 505-828-2839

Or by e-mail to:  mary@standardregistrarta.com

 

Standard is responsible for all record-keeping and administrative functions in connection with our common shares.

 

ITEM 6. SELECTED FINANCIAL DATA- NOT APPLICABLE

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion should be read in conjunction with the financial statements of Home Treasure Finders, Inc. (the "Company"), which are included elsewhere in this Form 10-K. This Annual Report on Form 10-K contains forward-looking information. Forward-looking information includes statements relating to future actions, future performance, costs and expenses, interest rates, outcome of contingencies, financial condition, results of operations, liquidity, business strategies, cost savings, objectives of management, and other such matters of the Company. The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking information to encourage companies to provide prospective information about themselves without fear of litigation so long as that information is identified as forward-looking and is accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in the information. Forward-looking information may be included in this Annual Report on Form 10-K or may be incorporated by reference from other documents filed with the Securities and Exchange Commission (the "SEC") by the Company. You can find many of these statements by looking for words including, for example, "believes", "expects", "anticipates", "estimates" or similar expressions in this Annual Report on Form 10-K or in documents incorporated by reference in this Annual Report on Form 10-K. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events.

We have based the forward-looking statements relating to our operations on our management's current expectations, estimates and projections about our Company and the industry in which we operate. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that we cannot predict. In particular, we have based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Accordingly, our actual results may differ materially from those contemplated by these forward-looking statements. Any differences could result from a variety of factors, including, but not limited to general economic and business conditions, competition, and other factors. 

 

 

 

Limited Operating History

 

There is limited historical financial information about our Company upon which to base an evaluation of our future performance.  We cannot guarantee that we will be successful in our mainstream real estate business and furthermore we have recently entered a new and untested industry in Colorado. We are subject to risks inherent in a small company, including limited capital resources, delays and cost overruns due to price and cost increases. There is no assurance that future financing will be available to our company on acceptable terms. Additional equity financing could result in dilution to existing shareholders.

 

Company Description and Overview

Home Treasure Finders, Inc. was formed on July 28, 2008. The founder, sole director and officer of our company is Corey Wiegand.

 

Our web site is a key aspect of our business. As of the date of this report, our site is 80% functional. You may view the site at www.hometreasurefinders.com

 

Our website to supports three divisions:

Real Estate listing and sales. The best-selling author of several widely acclaimed science books, Machio Kaku speaks to the role of "Buyer's Agents" in his newly released "Physics of the Future; How science will shape human destiny and our daily lives by the year 2100".

 

"For example, in the future, you will be able to buy a house on the Internet via your watch or contact lens. But no one is going to buy a house this way, since this is one of the most important financial transactions you will perform in your life. For important purchases like a home, you will want to talk to a human who can tell you where the good schools are, where crime rate is low, how the sewer system works, etc. For this, you want to talk to a skilled agent who adds value."

 

We believe that Machio's book offers credible insight into our business. Machio makes predictions based upon his background as a scientist and his familiarity with changes brought on by new technology, that is future changes in our society to be expected from devices now available or in the late stage of development. We believe that this particular quote is relevant to our business plan because Machio states in the quote that the home buyers (100 years in the future) will still want to talk with a local human sales professional, not just enter a purchase agreement over the internet, because of the need to be correctly informed about local issues. Machio believes this can only be done by a local buyer agent. Contact with a human, Machio believes is so important because an investment in a home is likely the largest investment decision made by the average person, and because many of the considerations faced by the buyer are local in nature. Advice concerning those decisions needs to be experienced, informed and locally based to be helpful. We believe we can train our buyer agents to perform locally much better than an internet based advisor. Thus, in Machio's view, the role of buyer agents in the economy of the future is secure and will always be timely. We conclude that two of our three business activities, number one and number three, as discussed above, are unlikely to become outdated, which confirms to us, the longevity and wisdom of our business plan.

The Market for Real Estate Investment Mentoring

We believe that the present market for lead generation and mentor services is sporadic, highly fragmented and we do not know of any commercial oversight group that has established any structure or standards. Our understanding of this market is incomplete and based solely on our limited observations, discussions with homeowners, realtors, lenders, homebuyers and home sellers and a very limited number of individuals engaged in real estate lead generation and mentoring services. Further, we have not conducted any studies or surveys or by other means tried to quantify or predict the volume or quality of competing real estate lead generation or mentor services that may have come on the market to date, or that in the future, may become available.

 

 

 

 

As previously stated, we believe our business and the role within it for trained and licensed buyer's agents will always be timely. As our business grows we plan to aggressively hire licensed listing agents and buyer agents. Our goal for 2016 is to recruit a Licensed Real Estate Agents who resides in, lists and sells property in each and every Denver zip code.

 

Integrated Voice Response, Call Capture System, Signs and Website

 

We may place our IVR SIGN in the yards of the homes on which we have a signed listing.  We may, in the future, place similar IVR signs at additional properties as such placements are authorized by listing contract.  Our IVR signs may direct calls from potential buyers to our database, and to the mobile phone of our founder or an assigned buyer agent.

 

Each time a home buyer sees a FOR SALE sign and the Home Treasure Finder's IVR sign in front of it, the prospective buyer may choose to:

 

 

If they elect to call the third party listing agent directly, Home Treasure Finders will not acquire the lead.

  

Presently we operate our website, WWW.HMTFrealty.com under a short term contract with a third party service. This arrangement provides us a functional generic IVR service for a monthly fee. Ultimately, we plan to integrate our IVR system into our website. This will aid us in tracking the incoming leads and potentially save us annually, thousands of dollars in monthly fees.

 

In either case, our IVR system seamlessly transfers the lead to Mr. Wiegand or a designated Licensed Real Estate Agents buyer agent

 

As of the date of this report we are negotiating a supplier agreement to purchase additional signs. We believe additional signs can be purchased from a variety of sources without difficulty.  Our new sign inventory will be stored indoors at our business address, and as of the date of this report, we are planning to deploy our new signs on specific properties, as appropriate.        

 

Our future supply of listing agents and buyer's agents

A key element of the Home Treasure Finders business plan is to recruit and train both listing agents and buyer's agents. By marketing to new agents in online job forums, and placing small classified ads on sites like Craiglist.com, we have recruited and hired agents who would like to have access to more prospects.

 

From conversations with other real estate professionals, we believe that established lead marketing companies sell their lead generation services to agents for a monthly fee. We further believe that our competition is not licensed, and thus cannot be paid a real estate commission. We believe our competition does not provide training to convert leads to sales.

 

Home Treasure Finders may provide leads and training at no cost to those buyer agents who sign our agreement to split gross commission.

We have used the services of a part time consultant to locate and screen prospective agents. The consultant is compensated for each licensed Licensed Real Estate Agents we hire. To date, this approach has been only modestly successful.  We have a 2016 goal of hiring one Licensed Real Estate Agents for each Denver Zip code. To achieve our goal we may retain a qualified "head hunter" who will be compensated at market rate.

 

PLAN OF OPERATIONS AND PROJECTIONS

 

During 2015 and 2014 our cash flow has been generally sufficient to sustain operations when supplemented by occasional loans from management and the immediate family of management. 

We have no present arrangement for financing and we cannot predict if or when funds will become available to us. When we need cash we may find that our management is unable to loan us adequate additional money. Management has made no commitment for additional finance to our business.  In the future, management is under no obligation to provide cash to our business. Even if management elects to provide cash, there could be significant dilution to other investors and the cash provided may still prove insufficient to prevent insolvency and failure of our business.  Our sales performance may grow slowly until we establish adequate listing agent relationships and recruit and train enough listing and buyer agents.  Consequently, we may fail for lack of cash and any investment into our Company may prove a total loss.

Our Potential for Growth.

 

We have fully commenced real estate sales and property management operations and generated significant revenues. We are no longer considered a Development Stage Company.

   

During 2015 we generated $192,415 in commission revenue and $198,326 in management fees and rental income at our Denver warehouse. Our plan is to continue to expand commission revenue and thereby generate increased cash from our operating activities.

During 2014 we generated $122,549 in commission revenue and $66,841 in management fees and rental income at our Denver warehouse. Our plan is to continue to expand commission revenue and thereby generate increased cash from our operating activities.

Our operating expenses include significant legal, consulting, accounting services.  As a consequence, our net losses for the years December 31, 2015 and 2014 total $10,476 and $139,482, respectively.

Financial Projection for Garfield Street Warehouse under presently performing leases:

 

 

 Results of Operations

 

See the Financial Statements for comparison data to prior periods.

 

We have financed our operations since inception primarily through loans from our founder, cash raised in our completed IPO and Private Placements.  Additionally, we have benefited from the property management company known as CW Properties contributed by Corey Wiegand, our founder, officer and director.

As of December 31, 2015, we had $45,210 in cash, and a working capital deficit of $65,622.

 

The following table sets forth our statements of operations data for the year ended December 31, 2015 and 2014.  

 

 

Summary Statement of Operations

 

 

Revenues

 

For the year ended December 31, 2015 we have generated $390,741 in revenues.  Revenue consisted of $192,415 in commission income and $198,326 in management fees and rent.

 

Total Operating Expenses

Our net loss decreased by $129,006 or 92% to $10,476 from $139,482 for the year ended December 31, 2015 compared with the prior year ended December 31, 2014. This was primarily attributed the net effect of the following factors:

 

 

 

Liquidity and Capital Resources

Our Initial Public Offering of our common stock was declared effective by the Securities and Exchange Commission on January 26, 2012. As of the date of this report, proceeds of our IPO representing the Minimum Offering of $30,000 have been released from the escrow account and utilized to support our business plan.

During 2014 we raised cash in two private placements of our common stock totaling $149,600. We applied this cash to expenses incurred to lease and remodel our Tennyson Street office, acquire our Garfield Street Warehouse and for working capital.

At December 31, 2015, we had $45,210 in cash. The cash held in our checking account is usable by the Company. The cash held in our savings account, representing segregated tenant deposits, is not usable.

At year end our working capital deficit was $65,622. 

ITEM 8. FINANCIAL STATEMENTS.

The financial statements and supplementary data required by this item are submitted on page 21 of this report.

 

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F-1

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors

Home Treasure Finders, Inc. and Subsidiaries

Denver, Colorado



We have audited the accompanying consolidated balance sheets of Home Treasure Finders, Inc. and Subsidiaries as of December 31, 2015, and the related consolidated statements of operations, stockholders' equity, and cash flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Home Treasure Finders, Inc. and Subsidiaries as of December 31, 2015, and the results of their operations and their cash flows for the years then ended, in conformity with U.S. generally accepted accounting principles.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 4 to the consolidated financial statements, the Company has incurred losses since inception and has liabilities in excess of assets, raising substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are also described in Note 4. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

 

 

 

 

 

 

F-4

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F-5

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F-6

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F-7

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Home Treasurer Finders, Inc. (the "Company") was initially incorporated on July 28, 2008 in the State of Colorado.  The Company has two subsidiaries, Ambermax III, Inc. and HTMF Cannabis Holdings, Inc.   On January 28, 2008 Ambermax III, Inc. became our wholly subsidiary through a merger consummated as a share exchange. The purpose of the merger was to obtain $12,676 in cash held by Ambermax III, Inc.

 

The Company is in the business of operating a real estate business and operates in Colorado as a State Licensed "Employing Broker" number 1000021235 issued on February 13, 2012.

Effective April 1, 2013, all property management activities, revenues and expenses in connection with CW Properties, a property management company owned by the CEO, were transferred to a wholly owned subsidiary of Home Treasure Finders, Inc.  All net revenue earned by CW Properties has been booked as consolidated revenue of Home Treasure Finders, Inc.  

On March 3, 2014 the Company formed a wholly subsidiary, HMTF Cannabis Holdings, Inc. The purpose of the subsidiary is to purchase Colorado properties that qualify for legal cultivation of cannabis. The properties will then be improved and leased to licensed third party growers.

 

The Company generates income from its real estate holdings.  On September 15, 2014 the Company acquired a vacant warehouse property in Denver zoned for cannabis cultivation. On November 5 and December 1, 2014 the Company leased the warehouse to unrelated licensed growers. The Company's tenants have invested cash to improve their respective leaseholds per lease terms utilizing architectural and engineering documents we procured and provided.

 

b. Accounting Method

The Company's financial statements are prepared using the accrual method of accounting.  The Company has elected a December 31 year-end.

c.  Estimates

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

d.  Income Taxes

Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences.  Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases.  Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.  Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

F-8

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HOME TREASURER FINDERS, INC. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

December 31, 2015 and 2014

 

d.  Income Taxes (Continued)

 

F-9

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HOME TREASURER FINDERS, INC. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

e.  Loss per Common Share

 

	For the Year Ended December 31,
	2015				2014
Net loss (numerator)		$	(10,476	)		$	(139,482	)
Shares (denominator)			13,205,450				13,205,450
Net loss per share		$	(0.00	)		$	(0.01	)

F-10

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 NOTE 2 –PROPERTY AND EQUIPMENT

Computer equipment		$	5,672
Furniture and fixtures			6,837
Leasehold improvements			4,000
Warehouse units			861,000
Accumulated amortization and depreciation			(34,403	)
Total fixed assets		$	843,106

 

 

 

 

The note to seller is secured by the three warehouse units.

 

 

F-11

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NOTE 3 – LONG-TERM DEBT (continued)

NOTE 4 -COMMON STOCK TRANSACTIONS

 

 

 

 

 

Years ending         December 31,		Amount
2016		$	5,750
Thereafter			-
		$	5,750

F-13

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None.

ITEM 9A. CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were not effective to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

 

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met.  Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. To address the material weaknesses, we performed additional analysis and other post closing procedures in an effort to ensure our consolidated financial statements included in this annual report have been prepared in accordance with generally accepted accounting principles. Accordingly, management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.

 

Management's Report on Internal Control Over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended. Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2015. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") in Internal Control-Integrated Framework. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. We have identified the following material weaknesses:

 

As of December 31, 2015, we did not maintain effective controls over the control environment. Specifically, a lack of segregation of duties, a lack of oversight of financial reporting and inadequate documentation of business transactions.  Since these entity level controls have a pervasive effect across the organization, management has determined that these circumstances constitute material weaknesses.

 

Because of these material weaknesses, management has concluded that we did not maintain effective internal control over financial reporting as of December 31, 2015, based on the criteria established in "Internal Control-Integrated Framework" issued by the COSO.

 

No Attestation Report by Independent Registered Accountant

 

The effectiveness of our internal control over financial reporting as of December 31, 2015, has not been audited by our independent registered public accounting firm by virtue of our exemption from such requirement as a smaller reporting company.

 

 

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Changes in Internal Control Over Financial Reporting

 

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Section 16 (a) Beneficial Ownership Reporting Compliance

 

Corey Wiegand:  Failed to file his initial report on Form 3 in a timely fashion (1 report).  No other reports were required.

 

Bristlecone Associates LLC:  Failed to file its initial report on Form 3 in a timely fashion (1 report).  No other reports were required.

We have no director compensation policy. Directors may be reimbursed for their expenses incurred for attending each board of directors meeting and may be paid a fixed sum for attendance at each meeting of the directors or a stated salary as director. No policy or payment precludes any director from serving us in any other capacity and being compensated for the service. Members of special or standing committees may be allowed reimbursement and compensation for attending committee meetings. During the years ended December 31, 2015 and 2014 and the period from inception until December 31, 2015 and the date of this report, none of our directors were paid any fees to attend director meetings.

  

EXECUTIVE COMPENSATION

 

There were no executives who received annual and/or long-term compensation for more than $100,000 per year at the end of the last completed fiscal year.  Beginning January 2012 we agreed to pay Mr. Wiegand a salary of $2,500 per month plus an additional over-ride of 15% based on sales. However, during much of 2012, we experienced a cash shortage and were unable to pay salary to Mr. Wiegand as it became due.  Effective April 1, 2013 we increased Mr. Wiegand's salary to $5,500 per month. Subsequently, we increased that amount by $500 per month and as of December 31, 2015 we are paying Mr. Weigand $6,000 per month.  As of December 31, 2015 Mr. Wiegand is owed accrued salary totaling $18,612.  As of the date of this report, we have not executed a written agreement with Mr. Wiegand in connection with executive compensation and may, from time to time, increase or otherwise change  Mr. Wiegand's compensation package.

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The following table sets forth certain information concerning compensation paid our officer during years ended 2015, 2014, 2013 and 2012. Mr. Wiegand received no compensation prior. Going forward, Mr. Wiegand will receive a salary plus a commission based upon a percentage of gross sales, however, no written compensation agreement has been executed.

 

 

 

For the years ended 2015, 2014 and 2013, services valued at $0, $0, and $0 respectively, were contributed by our officers and director.

As of December 31, 2015 Mr. Wiegand is owed accrued salary totaling $18,612. As of the date of this report, we have not executed a written agreement with Mr. Wiegand in connection with executive compensation.   We plan to pay Mr. Wiegand accrued back salary.

Option Grants in Last Fiscal Year

 

No stock options were granted to the Named Executives for the years ended December 31, 2013, 2014, 2015 and as of the date of this report.

 

Aggregated Option Exercises in Last Fiscal Year and Year-End Option Values

 

No stock options were exercised or held for exercise.

 

Equity Compensation Plan Information

 

There is currently no stock option executive compensation plan in place.

 

Employment and Consulting Agreements

 

The Company has no agreement for employment. The Company entered and completed a written agreement for certain future financial printing services for which 140,000 shares of its common stock were issued on March 16, 2009. Going forward we will purchase these services for cash.

We presently pay Corey Wiegand a salary of $6,000 monthly plus an override of 15% based upon revenue. During periods when we did not have available cash, we have accrued unpaid salary and plan to pay these amounts at a future date when and if cash becomes available. We have not executed a written agreement in connections with this arrangement and we may change the arrangement at any time.

 

Board of Directors

Our Directors are elected by the vote of a majority in interest of the holders of our voting stock and hold office until the expiration of the term for which he or she was elected and until a successor has been elected and qualified.

 

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     Corey Wiegand has no relationship with any shareholder of the Company other than James Wiegand. 

 Other than as set forth above, none of the following parties has, during the last two years, had any material interest, direct or indirect, in any transaction with us or in any presently proposed transaction that has or will materially affect us:

 

 

 

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During the fiscal year ended December 31, 2015, we incurred approximately $27,000 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal years ended December 31, 2015.

During the fiscal year ended December 31, 2014, we incurred approximately $22,600 in fees to our principal independent accountants for professional services rendered in connection with the audit and reviews of our financial statements for fiscal years ended December 31, 2014.

 

Audit-Related Fees

The aggregate fees billed during the fiscal years ended December 31, 2015 and 2014 for assurance and related services by our principal independent accountants that are reasonably related to the performance of the audit or review of our financial statements (and are not reported under Item 9(e)(1) of Schedule 14A was $0 and $0, respectively. 

Tax Fees

The aggregate fees billed during the fiscal years ended December 31, 2015 and 2014 for professional services rendered by our principal accountant tax compliance, tax advice and tax planning was $300 and $0, respectively.

All Other Fees

The aggregate fees billed during the fiscal years ended December 31, 2015 and 2014 for products and services provided by our principal independent accountants (other than the services reported in Items 9(e)(1) through 9(e)(3) of Schedule 14A was $0 and $0, respectively.

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