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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly Period Ended March 31, 2024

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from __________ to __________

 

Commission File No. 000-55445

 

DREAM HOMES & DEVELOPMENT CORPORATION

(Exact Name of Registrant As Specified In Its Charter)

 

Nevada   20-2208821

(State Or Other Jurisdiction

Of Incorporation Or Organization)

 

(I.R.S. Employer

Identification No.)

 

314 South Main Street Forked River, New Jersey 08731

(Address of Principal Executive Offices and Zip Code)

 

609 693 8881

Registrant’s Telephone Number, Including Area Code:

 

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 ☐ No

 

Indicate by check mark whether the registrant has submitted every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☐ No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company”, or “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large Accelerated Filer ☐ Accelerated Filer ☐ Non-Accelerated Filer ☐ Smaller Reporting Company

Emerging Growth Company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes ☐ No

 

The number of shares outstanding of the registrant’s common stock, as of October 1, 2024 was 47,414,493.

 

 

 

 

 

 

DREAM HOMES & DEVELOPMENT CORPORATION

TABLE OF CONTENTS

 

PART I. FINANCIAL INFORMATION  
ITEM 1. FINANCIAL STATEMENTS  
Consolidated Balance Sheets (Unaudited) F-1
Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) F-3
Consolidated Statements of Cash Flow (Unaudited) F-4
Notes to Consolidated Financial Statements (Unaudited) F-5
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 3
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS 7
ITEM 4. CONTROLS AND PROCEDURES 7
   
PART II. OTHER INFORMATION 7
ITEM 1. LEGAL PROCEEDINGS 7
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 7
ITEM 3. DEFAULTS UPON SENIOR SECURITIES AND CONVERTIBLE NOTES 7
ITEM 4. MINE SAFETY DISCLOSURES 7
ITEM 5. OTHER INFORMATION 7
ITEM 6. EXHIBITS 8
SIGNATURES 9

 

2

 

 

DREAM HOMES AND DEVELOPMENT CORPORATION

CONSOLIDATED BALANCE SHEETS

 

  

March 31, 2024

(Unaudited)

  

December 31, 2023

(Audited)

 
ASSETS          
CURRENT ASSETS          
Cash  $2,451,803   $2,712,503 
Accounts receivable, net   165,403    202,507 
Prepaid contract interest   332,362    332,362 
Contract assets   101,797    53,005 
Total current assets   3,051,365    3,300,377 
           
OTHER ASSETS          
Security deposit   2,200    2,200 
Deposits and costs coincident to acquisition of land for development   6,903,180    6,805,932 
Other assets   895    - 
Total assets  $9,957,640   $10,108,509 
           
CURRENT LIABILITIES          
Accounts payable and accrued expenses  $621,335   $537,972 
Accrued interest   353,012    354,722 
Deposits held   510,000    510,000 
Contract liabilities   171,408    232,603 
Loans payable-others   180,506    236,703 
Note payable-line of credit   921,960    921,960 
Loans payable to related parties   425,707    523,219 
Total current liabilities   3,183,928    3,317,179 
           
Long-term mortgages payable   6,158,065    6,158,065 
Total liabilities   9,341,993    9,475,244 
           
STOCKHOLDERS’ EQUITY          
Preferred stock; 5,000,000 shares authorized, $.001 par value, as of March 31, 2024 and December 31, 2023, there are no shares outstanding   -    - 
Common stock; 70,000,000 shares authorized, $.001 par value, as of March 31, 2024 and December 31, 2023, there are 47,414,493 and 40,414,493 shares outstanding, respectively   47,414    40,414 
Additional paid-in capital   2,425,330    2,327,330 
Accumulated deficit   (1,857,097)   (1,734,479)
Total stockholders’ equity   615,647    633,265 
           
Total liabilities and stockholders’ equity  $9,957,640   $10,108,509 

 

The accompanying notes are an integral part of these financial statements.

 

F-1

 

 

DREAM HOMES AND DEVELOPMENT CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023

(UNAUDITED)

 

   2024   2023 
   March 31, 
   2024   2023 
         
Revenue:          
Construction contracts  $1,473,735   $1,104,466 
Cost of construction contracts   1,240,320    651,444 
Gross profit   233,415    453,022 
           
Operating Expenses:          
Selling, general and administrative   331,717    295,434 
Depreciation expense   -    1,575 
Total operating expenses   331,717    297,009 
           
Income (loss) from operations   (98,302)   156,013 
           
Other income (expenses):          
Interest expense   (19,050)   (55,597)
Total other income (expenses)   (19,050)   (55,597)
           
Net income (loss) before income taxes   (117,352)   100,416 
           
Provision for income taxes   (5,266)   - 
           
Net income (loss)  $(122,618)  $100,416 
           
Basic and diluted income per common share  $(0.00)  $0.00 
           
Weighted average common shares outstanding-          
basic and diluted   46,260,647    35,824,493 

 

The accompanying notes are an integral part of these financial statements.

 

F-2

 

 

DREAM HOMES AND DEVELOPMENT CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023

(UNAUDITED)

 

   Shares   Amount   Capital   Deficit   Total 
   Common stock issued   Additional         
   and to be issued   Paid-in   Accumulated     
   Shares   Amount   Capital   Deficit   Total 
Balance at December 31, 2022   35,824,493   $35,824   $2,240,120   $(1,637,100)  $638,844 
Net income   -    -    -    100,416    100,416 
Balance at March 31, 2023   35,824,493   $35,824   $2,240,120   $(1,536,684)  $739,260 
                          
Balance at December 31, 2023   40,414,493   $40,414   $2,327,330   $(1,734,479)  $633,265 
Shares issued for related party debt conversion   7,000,000    7,000    98,000    -    105,000 
Net income   -    -    -    (122,618)   (122,618)
Balance at March 31, 2024   47,414,493   $47,414   $2,425,330   $(1,857,097)  $615,647 

 

The accompanying notes are an integral part of these financial statements.

 

F-3

 

 

DREAM HOMES AND DEVELOPMENT CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023

(UNAUDITED)

 

   2024   2023 
   March 31, 
   2024   2023 
OPERATING ACTIVITIES          
Net income (loss)  $(122,618)  $100,416 
Adjustments to reconcile net income to net cash provided (used) in operating activities:          
Depreciation expense   -    1,575 
Changes in operating assets and liabilities:          
Accounts receivable   37,104    21,609 
Prepaid fees-property held for development   -    (398,304)
Contract assets   (48,792)   90,646 
Other assets   (895)   - 
Accounts payable and accrued liabilities   81,653    138,502 
Contract liabilities   (61,195)   (215,145)
Net cash used in operating activities   (114,743)   (260,701)
           
INVESTING ACTIVITIES          
Deposits and costs coincident to acquisition of land for development   (97,248)   (307,883)
Net cash used in investing activities   (97,248)   (307,883)
           
 FINANCING ACTIVITIES          
Proceeds (payments) on note payable-line of credit   -    19,000 
Proceeds from mortgages   -    1,350,000 
Proceeds from loans payable-others   19,050    544,965 
Payments on mortgages   -    (1,725,000)
Proceeds from loans payable to related parties, net   32,871    177,702 
Proceeds from bank note   -    64,142 
Payments on bank note   -    (196,500)
Repayments of loans payable-others   (75,247)   - 
Repayments of loans payable to related parties   (25,383)   - 
Net cash provided (used) by financing activities   (48,709)   234,309 
           
NET INCREASE IN CASH   (260,700)   (334,275)
CASH BALANCE, BEGINNING OF PERIOD   2,712,503    525,389 
CASH BALANCE, END OF PERIOD  $2,451,803   $191,114 
           
Supplemental Disclosures of Cash Flow Information:          
Interest paid  $-   $- 
Taxes paid  $-   $- 
           
Shares issued for related party debt conversion  $105,000   $- 

 

The accompanying notes are an integral part of these financial statements.

 

F-4

 

 

DREAM HOMES & DEVELOPMENT CORPORATION

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended March 31, 2024 and 2023

(Unaudited)

 

Note 1 - Significant Accounting Policies

 

Nature of Operations

 

Dream Homes & Development Corporation is a regional builder and developer of new single-family homes and subdivisions, as well as a market leader in coastal construction, elevation and mitigation. In the twelve years that have passed since Superstorm Sandy flooded 40,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements.

 

In addition to the coastal construction market, Dream Homes will continue to pursue opportunities in new single and multi-family home construction, with 4 new developments totaling 267 units in title, or under contract and in development. Dream Homes’ operations will include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.

 

A new trend in the real estate market which has experienced significant growth in the last year is the emerging Build To Lease trend. This focus and concentration on building both single and multi-family developments with the intention to lease them immediately upon completion is being made in response to several factors. One factor is the extreme shortage of rental properties on the market, not only for first time homemakers, but for retirees, and young professionals who are unclear as to the intentions of settling in one location. The second factor is the overall lender and funding source preference to lend to Build To Lease developments, as opposed to more traditional Build To Sell developments due to the perception of Build To Lease as a safer investment over the long term. Finally, the extraordinary amount of interest from non-traditional sources such as pension and hedge funds, insurance companies and venture capital firms to purchase completed new For Lease developments at attractive metrics based on capitalization rates has spurred a large growth in this market segment.

 

The Company has made the decision to change focus in their new home developments to better accommodate this growing trend. Currently all new multi-family developments located in Ocean County, which represent a total count of 155 units, will be changed from Build For Sale to Build for Lease. The Company now intends to hold these properties upon completion and lease-up for an indeterminate period of time, and realize the rental income from ownership. This strategy will become a very significant revenue stream for the Company and will become a third division of the Company, behind custom new homes and renovation/elevation projects.

 

History

 

Dream Homes & Development Corporation was originally incorporated as The Virtual Learning Company, Inc. (“Virtual Learning”) on January 6, 2009 as a Nevada corporation with 75,000,000 shares of capital stock authorized, of which 70,000,000 shares are common shares ($.001 par value), and 5,000,000 shares are preferred shares ($.001 par value).

 

On March 14, 2017, Virtual Learning changed its name to Dream Homes & Development Corporation (“DHDC”). DHDC maintains a web site at www.dreamhomesltd.com as well as a blog, located at http://blog.dreamhomesltd.com.

 

Principles of Consolidation

 

The consolidated financial statements include the accounts of DHDC and its wholly owned subsidiaries (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation.

 

F-5

 

 

Property and Equipment

 

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over an estimated useful life of five years. Repairs and maintenance costs are expensed as incurred, and renewals and betterments are capitalized.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates.

 

Fair Value of Financial Instruments

 

Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:

 

● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.

 

● Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data.

 

● Level 3 inputs are less observable and reflect our own assumptions.

 

Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and loans payable to related parties. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable to related parties approximates fair value because of their short maturities.

 

Construction Contracts

 

Revenue recognition:

 

The Company recognizes construction contract revenue using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

 

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

 

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

 

  Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.
  Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

 

F-6

 

 

Costs and estimated earnings in excess of billings result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

 

Change in Estimates:

 

The Company’s estimates of contract revenue and cost are highly detailed and many factors change during a contract performance period that result in a change to contract profitability. These factors include, but are not limited to, differing site conditions: availability of skilled contract labor: performance of major material suppliers and subcontractors: on-going subcontractor negotiations and buyout provisions: unusual weather conditions: changes in the timing of scheduled work: change orders: accuracy of the original bid estimate: changes in estimated labor productivity and costs based on experience to date: achievement of incentive-based income targets: and the expected, or actual, resolution terms for claims. The factors that cause changes in estimates vary depending on the maturation of the project within its lifecycle. For example, in the ramp-up phase, these factors typically consist of revisions in anticipated project costs and during the peak and close-out phases, these factors include the impact of change orders and claims as well as additional revisions in remaining anticipated project costs. Generally, if the contract is at an early stage of completion, the current period impact is smaller than if the same change in estimate is made to the contract at a later stage of completion. Management focuses on evaluating the performance of contracts individually and uses the cumulative catch-up method to account for revisions in estimates. Material changes in estimates are disclosed in the notes to the consolidated financial statements.

 

Income Taxes

 

The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the provision for income tax in the statements of operations. The Company evaluates the probability of realizing the future benefits of its deferred tax assets and provides a valuation allowance when realization of the assets is not reasonably assured.

 

The Company recognizes in its financial statements the impact of tax positions that meet a “more likely than not” threshold, based on the technical merits of the position. The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.

 

Net Income (Loss) Per Common Share

 

Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

 

Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

 

F-7

 

 

Basis of Presentation

 

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

 

Recent Accounting Pronouncements

 

The Company assesses new accounting standards on an ongoing basis. The Company does not believe any future standards will have a material impact on the Company’s present or future consolidated financial statements.

 

2 - Property and Equipment

 

Property and equipment is summarized as follows:

 

  

March 31,

2024

  

December 31,

2023

 
         
Office equipment  $5,115   $5,115 
Vehicles   60,772    60,772 
Less: Accumulated depreciation   (65,887)   (65,887)
           
Property and Equipment- net  $-   $- 

 

Depreciation expense for the three months ended March 31, 2024 and 2023 was $0 and $1,575 respectively.

 

F-8

 

 

3- Deposits and Costs Coincident to Acquisition of Land for Development

 

Deposits and costs coincident to acquisition of land for development are summarized as follows:

 

  

March 31,

2024

  

December 31,

2023

 
         
Lacey Township, New Jersey, Pines property:          
Cost to acquire property   1,583,012    1,583,012 
Site engineering, permits, and other costs   809,245    809,245 
Total Pines property   2,400,561    2,392,257 
           
Other deposits:          
Louis Avenue, Bayville, New Jersey-17 units   619,264    619,264 
Berkeley Terrace – Bayville, New Jersey 70 units   2,325,401    2,325,401 
Autumn Run – Clayton – New Jersey – 62 units   1,329,125    1,329,125 
Other   228,829    139,885 
Total other deposits   4,502,619    4,413,675 
           
Total  $6,903,180   $6,805,932 

 

Properties currently owned and in the development stage

 

Berkeley Terrace – Bayville, NJ – 70 approved townhome units

 

The Company is in title to this property and finalized an infrastructure and construction finance facility which closed on 3/31/23. This facility included refinancing the land debt, and securing funding for a large portion of the site construction, as well as funding the first building of 10 townhomes. The amount of the facility is $4,670,000.

 

The Company began infrastructure work on the property in June of 2023, with land clearing completed and the site stabilized for soils erosion control. Sanitary sewer, water and drainage has been installed in Phase 1 and the majority of Phase 2.

 

The first 5 building pads have been compacted and completed.

 

Base paving has been completed and 74% of the entire site has been improved.

 

The vertical construction of Building 8 began in December of 2023.

 

The Company has entered into an agreement with a national builder to deliver improved building sites for this project. It is in the Company’s opinion that the financial advantages inherent in the sale of a portion of the improved lots in this development outweigh the advantages of building and selling or leasing the entire development.

 

Lacey Township, New Jersey, “Lacey Pines”

 

Dream Homes currently owns a parcel approved for 68 new townhomes in Ocean County NJ, of which 54 are market rate and 14 are affordable housing. The acquisition was made in June of 2021. This property has received final approvals, Department of Transportation approval, CAFRA approval, MUA, County, Fire and other outside agency approvals. This development began in 2023.

 

The Company acquired this property on June 29, 2021 and is currently in title.

 

Preliminary approval was granted in 2021.

 

The Company has secured permanent funding to install infrastructure and vertical construction for this project and has retired the previous lender.

 

Site bonds, escrows and fees have been posted, with clearing having started in the 4th quarter of 2023.

 

The Company has entered into an agreement with a national builder to deliver improved building sites for this project. It is in the Company’s opinion that the financial advantages inherent in the sale of a portion of the improved lots in this development outweigh the advantages of building and selling or leasing the entire development.

 

Louis Avenue – Bayville, NJ – 17 townhome units

 

The Company was heard before the Berkeley Township Planning Board on October 3, 2020 and the planning board awarded preliminary approvals for 17 townhome units.

 

The Company acquired this property on August 4, 2021.

 

The Company received Final approvals on August 8, 2021.

 

F-9

 

 

Autumn Run – Gloucester County

 

On December 7, 2018, the Company signed a contract to purchase a property in Gloucester County, NJ, which has been approved for 62 units of age-restricted manufactured housing. The property is currently in the final approval stage. An application was made to the DEP for a wetlands letter of interpretation, which was approved as proposed. Further action before the planning board is pending due to delays caused by township closures due to Covid-19. The Company had a virtual workshop meeting on September 15, 2020 and an additional virtual meeting was conducted on November 17, 2020.

 

The application for a use variance was heard on May 24, 2021 and the variance was approved.

 

The Company applied for preliminary and final site plan approval and was heard at the April 2023 planning board meeting. Preliminary approval was granted, and the Company submitted for finals in the 4th quarter of 2023.

 

The Company took title to this property in early September of 2023. It is the Company’s intention to develop this property, sell the individual manufactured homes and continue to own operate the development as a land lease rental property.

 

These new developments which the Company owns represent a significant value in new construction. This work will occur over the next 3-4 years and is in addition to the custom spot lot & elevation/renovation division of the business. Management is very positive about these new developments, as well as the cutting-edge construction technologies being employed to create healthier, safer, more energy efficient homes.

 

Mortgages on Properties Held for Development:

 

  

March 31,

2024

  

December 31,

2023

 
Edisto Loan Fund, LLC  $-    $ 
Lynx Asset Services, LLC   750,000    750,000 
Karbar,LLC   350,000    350,000 
Briney Ave LLC   1,900,000    1,900,000 
Anchor Loans, LP   2,506,049    2,506,049 
AC Development, LLC   328,479    328,479 
AVB Development   323,537    323,537 
Total mortgages payable   6,158,065    6,158,065 
Less current portion   -    - 
Long-term portion  $6,158,065   $6,158,065 

 

4-Notes Payable-Others/Loans Payable to Related Parties

 

Loans payable to related parties is summarized as follows:

 

   March 31, 2024   December 31, 2023 
         
Loan payable-Rich Pezzullo  $1,250   $24,000 
Loan payable-Dream Homes, LTD   17,509    122,809 
Loans payable to GPIL   376,410    376,410 
Other related party loans   30,538    - 
Total  $425,707   $525,219 

 

Advances from the loans bear interest at a rate of 12%, with interest being payable on demand.

 

Notes payable - others is summarized as follows:

 

   March 31, 2024   December 31, 2023 
         
Note payable-Chipman Trust  $72,500   $122,500 
Note payable-LG Funding   17,610    15,040 
Note payable-Channel Partners   90,396    99,163 
Total  $180,506   $236,703 

 

The above notes bear interest ranging from 12% to 15% per annum and are payable on demand. All notes are secured by real estate and/or personal and corporate obligations.

 

F-10

 

 

5 - Common Stock Issuances

 

In January 2024,, the Company issued 7,000,000 restricted shares for the forgiveness of loans to Dream Homes Ltd., a related party, for $105,000.

 

6 – Income Taxes

 

As a result of the Tax Cuts and Jobs Act (Tax Legislation) enacted on December 22, 2017, the United States corporate income tax rate is 21% effective January 1, 2018.

 

The sources of the differences follow:

   3/31/24   3/31/23 
   Three months ended 
   3/31/24   3/31/23 
         
Expected tax at 21%  $(25,750)  $21,087 
State income taxes, net of federal income tax benefit   5,266    - 
Non-deductible stock-based compensation   -    - 
Non-taxable loan forgiveness income   -      
Change in valuation allowance/NOL carryforward   20,484    (21,087)
Provision for (benefit from) income taxes  $-   $- 

 

7- Commitments and Contingencies

 

Construction Contracts

 

As of March 31, 2024, the Company was committed under construction contracts outstanding with homeowners and investors with contract prices totaling $2,121,128, which are being fulfilled in the ordinary course of business. None of these construction projects are expected to take over one year to complete from commencement of construction. The Company has no significant commitments with material suppliers or subcontractors that involve any sums of substance or of long-term duration at the date of issuance of these financial statements.

 

Employment Agreements

 

The Company currently has no outstanding employment agreements.

 

Lease Agreements

 

The Company has occupied office space located in Forked River, New Jersey. Commencing April 2017, the Company originally paid monthly rent of $2,000 for this office space. In May of 2020, this amount was subsequently increased to $2,500 per month. As of September of 2023, the monthly rental amount has increased to $3,000 per month.

 

F-11

 

 

Line of Credit

 

On September 15, 2016, DHDC established a $500,000 line of credit with General Development Corp., a non-bank lender. On September 15, 2021, DHDC increased the existing line of credit from $500,000 to $1,000,000. Advances under the line bear interest at a rate of 12%, with interest being payable on demand. The outstanding principal is due and payable in 60 months. The line is secured by the guarantee of the Company as well as the personal guarantee of the Company’s Chief Executive Officer. The agreement to fund automatically renews on a yearly basis as long as interest payments are current or as agreed. To date, the Company has received several advances under the line of credit. As of March 31, 2024 and December 31, 2022, the outstanding principal balance was $950,990 and $908,660, respectively.

 

8. Related Party Transactions

 

Dream Homes Ltd. Allocated payroll

 

The Company formerly used the services of Shore Custom Homes Corp. (SCHC) personnel for its operations. For the three months ended March 31, 2023, the Company’s estimated share of DHL’s gross payroll and payroll taxes include $111,574. Beginning in 2024, a subsidiary of the Company commenced providing payroll services.

 

9 - Stock Warrants

 

The Company has no outstanding warrants.

 

10 – Subsequent Events

 

The Company has evaluated subsequent events through the date the financial statements are scheduled to be filed and have the following notes and comments.

 

The Company has no other subsequent events that required disclosure.

 

F-12

 

 

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

This Quarterly Report on Form 10-Q and other written reports and oral statements made from time to time by the Company may contain so-called “forward-looking statements,” all of which are subject to risks and uncertainties. One can identify these forward-looking statements by their use of words such as “expect,” “plan,” “will,” “may,” “anticipate,” “believe,” “estimate,” “should,” “intend,” “forecast,” “project” the negative or plural of these words, and other comparable terminology. One can identify them by the fact that they do not relate strictly to historical or current facts. statements are likely to address the Company’s growth strategy, financial results and product and development programs. One must carefully consider any such statement and should understand that many factors could cause actual results to differ from the Company’s forward-looking statements. These factors include inaccurate assumptions and a broad variety of other risks and uncertainties, including some that are known and some that are not. No forward-looking statement can be guaranteed and actual future results may vary materially. The Company does not assume the obligation to update any forward-looking statement. One should carefully evaluate such statements in light of factors described in the Company’s filings with the SEC, especially the Company’s Annual Report on Form 10-K and the Company’s Quarterly Reports on Form 10-Q. In various filings the Company has identified important factors that could cause actual results to differ from expected or historic results. One should understand that it is not possible to predict or identify all such factors. Consequently, the reader should not consider any such list to be a complete list of all potential risks or uncertainties.

 

Use of Terms

 

The following discussion analyzes our financial condition and results of operations for the three months ended March 31, 2024 and 2023. Unless the context indicates or suggests otherwise, reference to “we”, “our”, “us” and the “Company” in this section refers to the operations of Dream Homes & Development Corporation (DHDC),

 

PLAN OF OPERATION

 

Overview

 

Building on a history of over 2,000 new homes built and over 400 elevation/renovation/addition projects since 1993, the management of Dream Homes & Development Corporation has positioned the company to emerge as a rapidly growing regional developer of new single-family subdivisions as well as a leader in coastal new home and modular construction, elevation and mitigation. Since Superstorm Sandy flooded 40,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to build new homes or raise their homes to comply with new FEMA requirements. While other companies involved with coastal construction in Flood Hazard Areas, Dream Homes has excelled. As many of our competitors have failed, Dream Homes has developed a reputation as the region’s most trusted builder and has even become known as the “rescue builder” for homeowners whose projects have been abandoned by others. Due to the damage caused by the storm, as well as the material changes in the FEMA flood maps which now require over 40,000 homeowners along the New Jersey coastline to elevate their homes, Dream Homes has capitalized on this opportunity for continued revenue growth.

 

A new trend in the real estate market which has experienced significant growth in the last year is the emerging Build To Lease trend. This focus and concentration on building both single and multi-family developments with the intention to lease them immediately upon completion is being made in response to several factors. One factor is the extreme shortage of rental properties on the market, not only for first time homemakers, but for retirees, and young professionals who are unclear as to the intentions of settling in one location. The second factor is the overall lender and funding source preference to lend to Build To Lease developments, as opposed to more traditional Build To Sell developments due to the perception of Build To Lease as a safer investment over the long term. Finally, the extraordinary amount of interest from non-traditional sources such as pension and hedge funds, insurance companies and venture capital firms to purchase completed new For Lease developments at attractive metrics based on capitalization rates has spurred a large growth in this market segment.

 

3

 

 

The Company has made the decision to change focus in their new home developments to better accommodate this growing trend. Currently 2 new multi-family developments, which represent a total count of 79 units, will be changed from Build For Sale to Build for Lease. The Company intends to hold these properties upon completion and lease-up for an indeterminate period of time, and realize the rental income from ownership. This strategy will become a very significant revenue stream for the Company and will become a third division of the Company, behind custom new homes and renovation/elevation projects.

 

Management recognized that the effects of Super Storm Sandy, which occurred on 10/29/12, would continue to cause a steady demand for construction services. Due to the damage caused by the storm, as well as the material changes in the FEMA flood maps which now require over 40,000 homeowners along the New Jersey coastline to elevate their homes, management feels that a continued focus on this portion of the market will continue to provide a stable revenue stream for the company.

 

Dream Homes and Development Corporation, through its subsidiaries and affiliate companies, continues to pursue opportunities in the real estate field, specifically in new home construction, home elevations and renovations.

In addition to the above projects, which are in process, the Company has also estimated an additional $6,500,000 worth of residential construction projects and added over 200 active prospects to its data base. All these prospects are prime candidates for educational videos and short books on specific construction and rebuilding topics, as well as candidates for rebuilding projects.

 

In addition to the projects which the Company currently has under contract for elevation, renovation, new construction and development, there are a number of parcels of land which the Company has the ability to secure, whether through land contract or other types of options. These parcels represent additional opportunities for development and construction potential.

 

4

 

 

Dream Homes has experienced solid growth in both the new home and elevation divisions, as well as strong additions to our personnel infrastructure, which are just now beginning to bear fruit.

 

The Company was awarded the Ocean County Best of the Best Awards repeatedly in several categories (Best Custom Modular Builder and Best Home Improvement Contractor), and this recognition has created continued and significant new awareness and interest from the public. This has led to more traffic, completed estimates and signed contracts. Referrals about Dream Homes are also being generated from many industry professionals, such as architects, engineers and attorneys, who’ve either had clients with abandoned projects or simply want to retain Dream due to superior performance and reliability.

 

The phrase ‘The Region’s Most Trusted Builder’ accurately describes the company and is becoming increasingly well known to homeowners in need of new homes, elevation & renovation work. The management team has never failed to complete a project in over 30 years in the industry.

 

The Company’s business model over the last year has been focused on increasing the new home and new development portion of our business, until it represents 50% - 70% of our entire revenue stream, from the current level of 20%. New home development has a much greater scalability and growth potential than elevation/renovation work. Though the Company has enjoyed steady growth in the renovation/elevation portion of the company the new homes division continues to represent a greater percentage of total revenue.

 

Management hopes for steady growth in all segments of the company, since the rebuilding process will occur over the next 15-20 years. The combined total number of homes affected by Storm Sandy that will need to be raised or demolished and rebuilt is in excess of 30,000 homes, of which less than 10,000 have been rebuilt. This remaining combined market for new construction and elevation projects in the Company’s market area is estimated to be in the range of $3.4 billion dollars. The company anticipates being able to efficiently address 5% - 10% of this market. Dream Homes’ potential operations include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.

 

Due to the opportunities afforded by the market conditions, Dream Homes and Development Corporation will continue to pursue opportunities in the construction and real estate field, specifically in new home construction, home elevations and renovations.

 

5

 

 

RESULTS OF OPERATIONS – DREAM HOMES & DEVELOPMENT CORPORATION

 

The summary below should be referenced in connection with a review of the following discussion of our results of operations for the three months ended March 31, 2024 and 2023.

 

STATEMENTS OF OPERATIONS

For the three months ended March 31, 2024 and 2023

(Unaudited)

 

   2024   2023 
Revenue:          
Construction contracts  $1,473,735   $1,104,466 
           
Cost of construction contracts   1,240,320    651,444 
           
Gross profit   233,415    453,022 
           
Operating Expenses:          
Selling, general and administrative, including stock based compensation of $0 and $0, respectively   331,717    295,434 
Depreciation expense   -    1,575 
           
Total operating expenses   331,717    297,009 
           
Income (loss) from operations   (98,302)   156,013 
           
Other income (expenses):          
Interest expense   (19,050)   (55,597)
Total other income (expenses)   (19,050)   (55,597)
           
Net income (loss) before income taxes   (117,352    100,416 
Provision for income taxes   (5,266)   - 
           
Net income (loss)  $(122,618)  $986,231 

 

Revenues

 

For the three months ended March 31, 2024 and 2023, revenues were $1,473,735 and $1,104,466 respectively.

 

The increase in revenue was due to ongoing property development.

 

Cost of Sales

 

For the three months ended March 31, 2024 and 2023,, cost of construction contracts were $1,240,320 and $651,444, respectively. The increase is due to the sale of property held for development, and it’s associated cost in 22024.

 

Operating Expenses

 

Operating expenses increased $34,708 from $297,009 in 2023 to $331,717 in 2024.

 

6

 

 

Liquidity and Capital Resources

 

As of March 31, 2024 and December 31, 2023, our cash balance was $2,451,803 and $2,712,503, respectively, total assets were $9,957,640 and $10,108,509, respectively, and total current liabilities amounted to $3,183,928 and $3,317,179, respectively, including loans payable to related parties of $425,707 and $523,219, respectively. As of March 31, 2024 and December 31, 2023, the total stockholders’ equity was $615,647 and $633,265, respectively. We may seek additional capital to fund potential costs associated with expansion and/or acquisitions.

 

Inflation

 

The impact of inflation on the costs of our company, and the ability to pass on cost increases to clients over time may be limited and is always dependent upon market conditions. At times, inflationary pressures have had a significant impact on our operations, and we anticipate that inflationary factors may have an impact on future operations.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

We do not maintain off-balance sheet arrangements, nor do we participate in non-exchange traded contracts requiring fair value accounting treatment.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

Not applicable.

 

Item 4. Controls and Procedures.

 

Disclosure Controls and Procedures

 

The Company has adopted and maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the reports filed under the Exchange Act, such as this Form 10-Q, is collected, recorded, processed, summarized and reported within the time periods specified in the rules of the Securities and Exchange Commission. The Company’s disclosure controls and procedures are also designed to ensure that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure. As required under Exchange Act Rule 13a-15, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, has conducted an evaluation of the effectiveness of disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Company’s President concluded that the Company’s disclosure controls and procedures are not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s President, as appropriate, to allow timely decisions regarding required disclosure.

 

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

The Company recently had two non-binding arbitration awards assessed against its subsidiary, Shore Custom Homes Corp. Though the Company considers these lawsuits to be frivolous and without merit, it has chosen to disclose their existence in the interest of full transparency. In demonstration of its opposition to these awards, the Company has filed for trial de novo in both cases and intends to vigorously defend its position in court.

 

In addition to the above referenced awards, the Company is involved in several other minor lawsuits in which it also expects to prevail, The Company considers the substance of these claims to be of no merit.

 

The Company is vigorously defending all lawsuits and fully expects to prevail in court.

 

In the opinion of the Company and of its professional advisors, none of the lawsuits which the Company is currently involved in have any substantive validity or potential for material consequence to the Company.

 

All other normal operations of the Company and its subsidiaries are continuing with no negative effect from these lawsuits.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

None.

 

Item 3. Defaults upon Senior Securities.

 

None.

 

Item 4. Mine Safety Disclosure

 

Not Applicable.

 

Item 5. Other Information.

 

None.

 

7

 

 

Item 6. Exhibits.

 

The following exhibits are included with this filing:

 

3.1* Articles of Incorporation (Form S-1 Registration No. 333-174674 filed June 2, 2011).

 

3.2* By-laws (Form S-1 Registration No. 333-174674 filed June 2, 2011).

 

4.1* Specimen Stock Certificate (Form S-1 Registration No. 333-174674 filed June 2, 2011).

 

10.1* Intellectual Property Purchase Agefreement (Form S-1 Registration No. 333-174674 filed June 2, 2011).

 

10.2* Consulting Agreement with William Kazmierczak 5-22-2010 (Form S-1 Registration No. 333-174674 filed June 2, 2011).

 

31 Sarbanes-Oxley Section 302 certification by Vincent Simonelli

 

32 Sarbanes-Oxley Section 906 certification by Vincent Simonelli

 

101.INS Inline XBRL Instance Document

 

101.SCH Inline XBRL Taxonomy Extension Schema Document

 

101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document

 

101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document

 

101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

* Previously filed and Incorporated by reference.

 

8

 

 

SIGNATURES

 

Pursuant to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on behalf by the undersigned; duly authorized.

 

Date: Dream Homes & Development Corporation
October 15, 2024  
  By: /s/ Vincent Simonelli
    Vincent Simonelli
    Chief Executive Officer and Chief Financial Officer

 

9

 

EXHIBIT 31

 

CERTIFICATIONS

 

I, Vincent C. Simonelli, certify that:

 

1. I have reviewed this quarterly report of Dream Homes & Development Corporation.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;

 

4. The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as 4efined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the issuer’s most recent fiscal quarter (the issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and

 

5. The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit committee of the issuer’s board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.

 

Date: October 15, 2024  
   
/s/ Vincent C. Simonelli  
CEO and CFO  

 

 

 

EXHIBIT 32

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the quarterly report of Dream Homes & Development Corporation (the “Company”) on Form 10-Q for the quarter ended March 31, 2024 (the “Report”), as filed with the Securities and Exchange Commission on the date hereof, I, Vincent C. Simonelli, CEO and CFO of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

 

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

/s/ Vincent C. Simonelli  
CEO and CFO  

 

Dated: October 15, 2024

 

A signed original of this written statement required by Section 906 has been provided to Dream Homes & Development Corporation and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

 
v3.24.3
Cover - shares
3 Months Ended
Mar. 31, 2024
Oct. 01, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Mar. 31, 2024  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2024  
Current Fiscal Year End Date --12-31  
Entity File Number 000-55445  
Entity Registrant Name DREAM HOMES & DEVELOPMENT CORPORATION  
Entity Central Index Key 0001518336  
Entity Tax Identification Number 20-2208821  
Entity Incorporation, State or Country Code NV  
Entity Address, Address Line One 314 South Main Street  
Entity Address, City or Town Forked River  
Entity Address, State or Province NJ  
Entity Address, Postal Zip Code 08731  
City Area Code 609  
Local Phone Number 693 8881  
Entity Current Reporting Status No  
Entity Interactive Data Current No  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   47,414,493
v3.24.3
Consolidated Balance Sheets - USD ($)
Mar. 31, 2024
Dec. 31, 2023
CURRENT ASSETS    
Cash $ 2,451,803 $ 2,712,503
Accounts receivable, net 165,403 202,507
Prepaid contract interest 332,362 332,362
Contract assets 101,797 53,005
Total current assets 3,051,365 3,300,377
OTHER ASSETS    
Security deposit 2,200 2,200
Deposits and costs coincident to acquisition of land for development 6,903,180 6,805,932
Other assets 895
Total assets 9,957,640 10,108,509
CURRENT LIABILITIES    
Accounts payable and accrued expenses 621,335 537,972
Accrued interest 353,012 354,722
Deposits held 510,000 510,000
Contract liabilities 171,408 232,603
Loans payable-others 180,506 236,703
Note payable-line of credit 921,960 921,960
Total current liabilities 3,183,928 3,317,179
Long-term mortgages payable 6,158,065 6,158,065
Total liabilities 9,341,993 9,475,244
STOCKHOLDERS’ EQUITY    
Preferred stock; 5,000,000 shares authorized, $.001 par value, as of March 31, 2024 and December 31, 2023, there are no shares outstanding
Common stock; 70,000,000 shares authorized, $.001 par value, as of March 31, 2024 and December 31, 2023, there are 47,414,493 and 40,414,493 shares outstanding, respectively 47,414 40,414
Additional paid-in capital 2,425,330 2,327,330
Accumulated deficit (1,857,097) (1,734,479)
Total stockholders’ equity 615,647 633,265
Total liabilities and stockholders’ equity 9,957,640 10,108,509
Related Party [Member]    
CURRENT LIABILITIES    
Loans payable to related parties $ 425,707 $ 523,219
v3.24.3
Consolidated Balance Sheets (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Preferred stock, shares authorized 5,000,000 5,000,000
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares outstanding 0 0
Common stock, shares authorized 70,000,000 70,000,000
Common stock, par value $ 0.001 $ 0.001
Common stock, shares outstanding 47,414,493 40,414,493
v3.24.3
Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Revenue:    
Construction contracts $ 1,473,735 $ 1,104,466
Cost of construction contracts 1,240,320 651,444
Gross profit 233,415 453,022
Operating Expenses:    
Selling, general and administrative 331,717 295,434
Depreciation expense 1,575
Total operating expenses 331,717 297,009
Income (loss) from operations (98,302) 156,013
Other income (expenses):    
Interest expense (19,050) (55,597)
Total other income (expenses) (19,050) (55,597)
Net income (loss) before income taxes (117,352) 100,416
Provision for income taxes (5,266)
Net income (loss) $ (122,618) $ 100,416
Basic income per common share $ (0.00) $ 0.00
Diluted income per common share $ (0.00) $ 0.00
Weighted average common shares outstanding-    
Basic 46,260,647 35,824,493
Diluted 46,260,647 35,824,493
v3.24.3
Consolidated Statements Of Stockholders' Equity (Unaudited) - USD ($)
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balance at Dec. 31, 2022 $ 35,824 $ 2,240,120 $ (1,637,100) $ 638,844
Balance, shares at Dec. 31, 2022 35,824,493      
Net income 100,416 100,416
Balance at Mar. 31, 2023 $ 35,824 2,240,120 (1,536,684) 739,260
Balance, shares at Mar. 31, 2023 35,824,493      
Balance at Dec. 31, 2023 $ 40,414 2,327,330 (1,734,479) 633,265
Balance, shares at Dec. 31, 2023 40,414,493      
Net income (122,618) (122,618)
Shares issued for related party debt conversion $ 7,000 98,000 105,000
Shares issued for related party debt conversion, shares 7,000,000      
Balance at Mar. 31, 2024 $ 47,414 $ 2,425,330 $ (1,857,097) $ 615,647
Balance, shares at Mar. 31, 2024 47,414,493      
v3.24.3
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
OPERATING ACTIVITIES    
Net income (loss) $ (122,618) $ 100,416
Adjustments to reconcile net income to net cash provided (used) in operating activities:    
Depreciation expense 1,575
Changes in operating assets and liabilities:    
Accounts receivable 37,104 21,609
Prepaid fees-property held for development (398,304)
Contract assets (48,792) 90,646
Other assets (895)
Accounts payable and accrued liabilities 81,653 138,502
Contract liabilities (61,195) (215,145)
Net cash used in operating activities (114,743) (260,701)
INVESTING ACTIVITIES    
Deposits and costs coincident to acquisition of land for development (97,248) (307,883)
Net cash used in investing activities (97,248) (307,883)
 FINANCING ACTIVITIES    
Proceeds (payments) on note payable-line of credit 19,000
Proceeds from mortgages 1,350,000
Proceeds from loans payable-others 19,050 544,965
Payments on mortgages (1,725,000)
Proceeds from loans payable to related parties, net 32,871 177,702
Proceeds from bank note 64,142
Payments on bank note (196,500)
Repayments of loans payable-others (75,247)
Repayments of loans payable to related parties (25,383)
Net cash provided (used) by financing activities (48,709) 234,309
NET INCREASE IN CASH (260,700) (334,275)
CASH BALANCE, BEGINNING OF PERIOD 2,712,503 525,389
CASH BALANCE, END OF PERIOD 2,451,803 191,114
Supplemental Disclosures of Cash Flow Information:    
Interest paid
Taxes paid
Shares issued for related party debt conversion $ 105,000
v3.24.3
Significant Accounting Policies
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Significant Accounting Policies

Note 1 - Significant Accounting Policies

 

Nature of Operations

 

Dream Homes & Development Corporation is a regional builder and developer of new single-family homes and subdivisions, as well as a market leader in coastal construction, elevation and mitigation. In the twelve years that have passed since Superstorm Sandy flooded 40,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements.

 

In addition to the coastal construction market, Dream Homes will continue to pursue opportunities in new single and multi-family home construction, with 4 new developments totaling 267 units in title, or under contract and in development. Dream Homes’ operations will include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.

 

A new trend in the real estate market which has experienced significant growth in the last year is the emerging Build To Lease trend. This focus and concentration on building both single and multi-family developments with the intention to lease them immediately upon completion is being made in response to several factors. One factor is the extreme shortage of rental properties on the market, not only for first time homemakers, but for retirees, and young professionals who are unclear as to the intentions of settling in one location. The second factor is the overall lender and funding source preference to lend to Build To Lease developments, as opposed to more traditional Build To Sell developments due to the perception of Build To Lease as a safer investment over the long term. Finally, the extraordinary amount of interest from non-traditional sources such as pension and hedge funds, insurance companies and venture capital firms to purchase completed new For Lease developments at attractive metrics based on capitalization rates has spurred a large growth in this market segment.

 

The Company has made the decision to change focus in their new home developments to better accommodate this growing trend. Currently all new multi-family developments located in Ocean County, which represent a total count of 155 units, will be changed from Build For Sale to Build for Lease. The Company now intends to hold these properties upon completion and lease-up for an indeterminate period of time, and realize the rental income from ownership. This strategy will become a very significant revenue stream for the Company and will become a third division of the Company, behind custom new homes and renovation/elevation projects.

 

History

 

Dream Homes & Development Corporation was originally incorporated as The Virtual Learning Company, Inc. (“Virtual Learning”) on January 6, 2009 as a Nevada corporation with 75,000,000 shares of capital stock authorized, of which 70,000,000 shares are common shares ($.001 par value), and 5,000,000 shares are preferred shares ($.001 par value).

 

On March 14, 2017, Virtual Learning changed its name to Dream Homes & Development Corporation (“DHDC”). DHDC maintains a web site at www.dreamhomesltd.com as well as a blog, located at http://blog.dreamhomesltd.com.

 

Principles of Consolidation

 

The consolidated financial statements include the accounts of DHDC and its wholly owned subsidiaries (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation.

 

 

Property and Equipment

 

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over an estimated useful life of five years. Repairs and maintenance costs are expensed as incurred, and renewals and betterments are capitalized.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates.

 

Fair Value of Financial Instruments

 

Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:

 

● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.

 

● Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data.

 

● Level 3 inputs are less observable and reflect our own assumptions.

 

Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and loans payable to related parties. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable to related parties approximates fair value because of their short maturities.

 

Construction Contracts

 

Revenue recognition:

 

The Company recognizes construction contract revenue using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

 

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

 

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

 

  Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.
  Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

 

 

Costs and estimated earnings in excess of billings result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

 

Change in Estimates:

 

The Company’s estimates of contract revenue and cost are highly detailed and many factors change during a contract performance period that result in a change to contract profitability. These factors include, but are not limited to, differing site conditions: availability of skilled contract labor: performance of major material suppliers and subcontractors: on-going subcontractor negotiations and buyout provisions: unusual weather conditions: changes in the timing of scheduled work: change orders: accuracy of the original bid estimate: changes in estimated labor productivity and costs based on experience to date: achievement of incentive-based income targets: and the expected, or actual, resolution terms for claims. The factors that cause changes in estimates vary depending on the maturation of the project within its lifecycle. For example, in the ramp-up phase, these factors typically consist of revisions in anticipated project costs and during the peak and close-out phases, these factors include the impact of change orders and claims as well as additional revisions in remaining anticipated project costs. Generally, if the contract is at an early stage of completion, the current period impact is smaller than if the same change in estimate is made to the contract at a later stage of completion. Management focuses on evaluating the performance of contracts individually and uses the cumulative catch-up method to account for revisions in estimates. Material changes in estimates are disclosed in the notes to the consolidated financial statements.

 

Income Taxes

 

The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the provision for income tax in the statements of operations. The Company evaluates the probability of realizing the future benefits of its deferred tax assets and provides a valuation allowance when realization of the assets is not reasonably assured.

 

The Company recognizes in its financial statements the impact of tax positions that meet a “more likely than not” threshold, based on the technical merits of the position. The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.

 

Net Income (Loss) Per Common Share

 

Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

 

Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

 

 

Basis of Presentation

 

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

 

Recent Accounting Pronouncements

 

The Company assesses new accounting standards on an ongoing basis. The Company does not believe any future standards will have a material impact on the Company’s present or future consolidated financial statements.

 

v3.24.3
Property and Equipment
3 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
Property and Equipment

2 - Property and Equipment

 

Property and equipment is summarized as follows:

 

  

March 31,

2024

  

December 31,

2023

 
         
Office equipment  $5,115   $5,115 
Vehicles   60,772    60,772 
Less: Accumulated depreciation   (65,887)   (65,887)
           
Property and Equipment- net  $-   $- 

 

Depreciation expense for the three months ended March 31, 2024 and 2023 was $0 and $1,575 respectively.

 

 

v3.24.3
Deposits and Costs Coincident to Acquisition of Land for Development
3 Months Ended
Mar. 31, 2024
Real Estate [Abstract]  
Deposits and Costs Coincident to Acquisition of Land for Development

3- Deposits and Costs Coincident to Acquisition of Land for Development

 

Deposits and costs coincident to acquisition of land for development are summarized as follows:

 

  

March 31,

2024

  

December 31,

2023

 
         
Lacey Township, New Jersey, Pines property:          
Cost to acquire property   1,583,012    1,583,012 
Site engineering, permits, and other costs   809,245    809,245 
Total Pines property   2,400,561    2,392,257 
           
Other deposits:          
Louis Avenue, Bayville, New Jersey-17 units   619,264    619,264 
Berkeley Terrace – Bayville, New Jersey 70 units   2,325,401    2,325,401 
Autumn Run – Clayton – New Jersey – 62 units   1,329,125    1,329,125 
Other   228,829    139,885 
Total other deposits   4,502,619    4,413,675 
           
Total  $6,903,180   $6,805,932 

 

Properties currently owned and in the development stage

 

Berkeley Terrace – Bayville, NJ – 70 approved townhome units

 

The Company is in title to this property and finalized an infrastructure and construction finance facility which closed on 3/31/23. This facility included refinancing the land debt, and securing funding for a large portion of the site construction, as well as funding the first building of 10 townhomes. The amount of the facility is $4,670,000.

 

The Company began infrastructure work on the property in June of 2023, with land clearing completed and the site stabilized for soils erosion control. Sanitary sewer, water and drainage has been installed in Phase 1 and the majority of Phase 2.

 

The first 5 building pads have been compacted and completed.

 

Base paving has been completed and 74% of the entire site has been improved.

 

The vertical construction of Building 8 began in December of 2023.

 

The Company has entered into an agreement with a national builder to deliver improved building sites for this project. It is in the Company’s opinion that the financial advantages inherent in the sale of a portion of the improved lots in this development outweigh the advantages of building and selling or leasing the entire development.

 

Lacey Township, New Jersey, “Lacey Pines”

 

Dream Homes currently owns a parcel approved for 68 new townhomes in Ocean County NJ, of which 54 are market rate and 14 are affordable housing. The acquisition was made in June of 2021. This property has received final approvals, Department of Transportation approval, CAFRA approval, MUA, County, Fire and other outside agency approvals. This development began in 2023.

 

The Company acquired this property on June 29, 2021 and is currently in title.

 

Preliminary approval was granted in 2021.

 

The Company has secured permanent funding to install infrastructure and vertical construction for this project and has retired the previous lender.

 

Site bonds, escrows and fees have been posted, with clearing having started in the 4th quarter of 2023.

 

The Company has entered into an agreement with a national builder to deliver improved building sites for this project. It is in the Company’s opinion that the financial advantages inherent in the sale of a portion of the improved lots in this development outweigh the advantages of building and selling or leasing the entire development.

 

Louis Avenue – Bayville, NJ – 17 townhome units

 

The Company was heard before the Berkeley Township Planning Board on October 3, 2020 and the planning board awarded preliminary approvals for 17 townhome units.

 

The Company acquired this property on August 4, 2021.

 

The Company received Final approvals on August 8, 2021.

 

 

Autumn Run – Gloucester County

 

On December 7, 2018, the Company signed a contract to purchase a property in Gloucester County, NJ, which has been approved for 62 units of age-restricted manufactured housing. The property is currently in the final approval stage. An application was made to the DEP for a wetlands letter of interpretation, which was approved as proposed. Further action before the planning board is pending due to delays caused by township closures due to Covid-19. The Company had a virtual workshop meeting on September 15, 2020 and an additional virtual meeting was conducted on November 17, 2020.

 

The application for a use variance was heard on May 24, 2021 and the variance was approved.

 

The Company applied for preliminary and final site plan approval and was heard at the April 2023 planning board meeting. Preliminary approval was granted, and the Company submitted for finals in the 4th quarter of 2023.

 

The Company took title to this property in early September of 2023. It is the Company’s intention to develop this property, sell the individual manufactured homes and continue to own operate the development as a land lease rental property.

 

These new developments which the Company owns represent a significant value in new construction. This work will occur over the next 3-4 years and is in addition to the custom spot lot & elevation/renovation division of the business. Management is very positive about these new developments, as well as the cutting-edge construction technologies being employed to create healthier, safer, more energy efficient homes.

 

Mortgages on Properties Held for Development:

 

  

March 31,

2024

  

December 31,

2023

 
Edisto Loan Fund, LLC  $-    $ 
Lynx Asset Services, LLC   750,000    750,000 
Karbar,LLC   350,000    350,000 
Briney Ave LLC   1,900,000    1,900,000 
Anchor Loans, LP   2,506,049    2,506,049 
AC Development, LLC   328,479    328,479 
AVB Development   323,537    323,537 
Total mortgages payable   6,158,065    6,158,065 
Less current portion   -    - 
Long-term portion  $6,158,065   $6,158,065 

 

v3.24.3
Notes Payable-Others/Loans Payable to Related Parties
3 Months Ended
Mar. 31, 2024
Notes Payable-othersloans Payable To Related Parties  
Notes Payable-Others/Loans Payable to Related Parties

4-Notes Payable-Others/Loans Payable to Related Parties

 

Loans payable to related parties is summarized as follows:

 

   March 31, 2024   December 31, 2023 
         
Loan payable-Rich Pezzullo  $1,250   $24,000 
Loan payable-Dream Homes, LTD   17,509    122,809 
Loans payable to GPIL   376,410    376,410 
Other related party loans   30,538    - 
Total  $425,707   $525,219 

 

Advances from the loans bear interest at a rate of 12%, with interest being payable on demand.

 

Notes payable - others is summarized as follows:

 

   March 31, 2024   December 31, 2023 
         
Note payable-Chipman Trust  $72,500   $122,500 
Note payable-LG Funding   17,610    15,040 
Note payable-Channel Partners   90,396    99,163 
Total  $180,506   $236,703 

 

The above notes bear interest ranging from 12% to 15% per annum and are payable on demand. All notes are secured by real estate and/or personal and corporate obligations.

 

 

v3.24.3
Common Stock Issuances
3 Months Ended
Mar. 31, 2024
Equity [Abstract]  
Common Stock Issuances

5 - Common Stock Issuances

 

In January 2024,, the Company issued 7,000,000 restricted shares for the forgiveness of loans to Dream Homes Ltd., a related party, for $105,000.

 

v3.24.3
Income Taxes
3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes

6 – Income Taxes

 

As a result of the Tax Cuts and Jobs Act (Tax Legislation) enacted on December 22, 2017, the United States corporate income tax rate is 21% effective January 1, 2018.

 

The sources of the differences follow:

   3/31/24   3/31/23 
   Three months ended 
   3/31/24   3/31/23 
         
Expected tax at 21%  $(25,750)  $21,087 
State income taxes, net of federal income tax benefit   5,266    - 
Non-deductible stock-based compensation   -    - 
Non-taxable loan forgiveness income   -      
Change in valuation allowance/NOL carryforward   20,484    (21,087)
Provision for (benefit from) income taxes  $-   $- 

 

v3.24.3
Commitments and Contingencies
3 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

7- Commitments and Contingencies

 

Construction Contracts

 

As of March 31, 2024, the Company was committed under construction contracts outstanding with homeowners and investors with contract prices totaling $2,121,128, which are being fulfilled in the ordinary course of business. None of these construction projects are expected to take over one year to complete from commencement of construction. The Company has no significant commitments with material suppliers or subcontractors that involve any sums of substance or of long-term duration at the date of issuance of these financial statements.

 

Employment Agreements

 

The Company currently has no outstanding employment agreements.

 

Lease Agreements

 

The Company has occupied office space located in Forked River, New Jersey. Commencing April 2017, the Company originally paid monthly rent of $2,000 for this office space. In May of 2020, this amount was subsequently increased to $2,500 per month. As of September of 2023, the monthly rental amount has increased to $3,000 per month.

 

 

Line of Credit

 

On September 15, 2016, DHDC established a $500,000 line of credit with General Development Corp., a non-bank lender. On September 15, 2021, DHDC increased the existing line of credit from $500,000 to $1,000,000. Advances under the line bear interest at a rate of 12%, with interest being payable on demand. The outstanding principal is due and payable in 60 months. The line is secured by the guarantee of the Company as well as the personal guarantee of the Company’s Chief Executive Officer. The agreement to fund automatically renews on a yearly basis as long as interest payments are current or as agreed. To date, the Company has received several advances under the line of credit. As of March 31, 2024 and December 31, 2022, the outstanding principal balance was $950,990 and $908,660, respectively.

 

v3.24.3
Related Party Transactions
3 Months Ended
Mar. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions

8. Related Party Transactions

 

Dream Homes Ltd. Allocated payroll

 

The Company formerly used the services of Shore Custom Homes Corp. (SCHC) personnel for its operations. For the three months ended March 31, 2023, the Company’s estimated share of DHL’s gross payroll and payroll taxes include $111,574. Beginning in 2024, a subsidiary of the Company commenced providing payroll services.

 

v3.24.3
Stock Warrants
3 Months Ended
Mar. 31, 2024
Stock Warrants  
Stock Warrants

9 - Stock Warrants

 

The Company has no outstanding warrants.

 

v3.24.3
Subsequent Events
3 Months Ended
Mar. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events

10 – Subsequent Events

 

The Company has evaluated subsequent events through the date the financial statements are scheduled to be filed and have the following notes and comments.

 

The Company has no other subsequent events that required disclosure.

v3.24.3
Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Nature of Operations

Nature of Operations

 

Dream Homes & Development Corporation is a regional builder and developer of new single-family homes and subdivisions, as well as a market leader in coastal construction, elevation and mitigation. In the twelve years that have passed since Superstorm Sandy flooded 40,000 owner-occupied homes, Dream Homes has helped hundreds of homeowners to rebuild or raise their homes to comply with new FEMA requirements.

 

In addition to the coastal construction market, Dream Homes will continue to pursue opportunities in new single and multi-family home construction, with 4 new developments totaling 267 units in title, or under contract and in development. Dream Homes’ operations will include the development and sale of a variety of residential communities, including construction of semi-custom homes, entry-level and first time move-up single-family and multi-family homes.

 

A new trend in the real estate market which has experienced significant growth in the last year is the emerging Build To Lease trend. This focus and concentration on building both single and multi-family developments with the intention to lease them immediately upon completion is being made in response to several factors. One factor is the extreme shortage of rental properties on the market, not only for first time homemakers, but for retirees, and young professionals who are unclear as to the intentions of settling in one location. The second factor is the overall lender and funding source preference to lend to Build To Lease developments, as opposed to more traditional Build To Sell developments due to the perception of Build To Lease as a safer investment over the long term. Finally, the extraordinary amount of interest from non-traditional sources such as pension and hedge funds, insurance companies and venture capital firms to purchase completed new For Lease developments at attractive metrics based on capitalization rates has spurred a large growth in this market segment.

 

The Company has made the decision to change focus in their new home developments to better accommodate this growing trend. Currently all new multi-family developments located in Ocean County, which represent a total count of 155 units, will be changed from Build For Sale to Build for Lease. The Company now intends to hold these properties upon completion and lease-up for an indeterminate period of time, and realize the rental income from ownership. This strategy will become a very significant revenue stream for the Company and will become a third division of the Company, behind custom new homes and renovation/elevation projects.

 

History

 

Dream Homes & Development Corporation was originally incorporated as The Virtual Learning Company, Inc. (“Virtual Learning”) on January 6, 2009 as a Nevada corporation with 75,000,000 shares of capital stock authorized, of which 70,000,000 shares are common shares ($.001 par value), and 5,000,000 shares are preferred shares ($.001 par value).

 

On March 14, 2017, Virtual Learning changed its name to Dream Homes & Development Corporation (“DHDC”). DHDC maintains a web site at www.dreamhomesltd.com as well as a blog, located at http://blog.dreamhomesltd.com.

 

Principles of Consolidation

Principles of Consolidation

 

The consolidated financial statements include the accounts of DHDC and its wholly owned subsidiaries (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation.

 

 

Property and Equipment

Property and Equipment

 

Property and equipment is stated at cost less accumulated depreciation. Depreciation is provided using the straight-line method over an estimated useful life of five years. Repairs and maintenance costs are expensed as incurred, and renewals and betterments are capitalized.

 

Use of Estimates

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates.

 

Fair Value of Financial Instruments

Fair Value of Financial Instruments

 

Fair value is defined as the price that we would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. In determining fair value, GAAP establishes a three-level hierarchy used in measuring fair value, as follows:

 

● Level 1 inputs are quoted prices available for identical assets and liabilities in active markets.

 

● Level 2 inputs are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets and liabilities in active markets or other inputs that are observable or can be corroborated by observable market data.

 

● Level 3 inputs are less observable and reflect our own assumptions.

 

Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and loans payable to related parties. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses, and loans payable to related parties approximates fair value because of their short maturities.

 

Construction Contracts

Construction Contracts

 

Revenue recognition:

 

The Company recognizes construction contract revenue using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

 

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

 

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

 

  Costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.
  Billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

 

 

Costs and estimated earnings in excess of billings result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

 

Change in Estimates:

 

The Company’s estimates of contract revenue and cost are highly detailed and many factors change during a contract performance period that result in a change to contract profitability. These factors include, but are not limited to, differing site conditions: availability of skilled contract labor: performance of major material suppliers and subcontractors: on-going subcontractor negotiations and buyout provisions: unusual weather conditions: changes in the timing of scheduled work: change orders: accuracy of the original bid estimate: changes in estimated labor productivity and costs based on experience to date: achievement of incentive-based income targets: and the expected, or actual, resolution terms for claims. The factors that cause changes in estimates vary depending on the maturation of the project within its lifecycle. For example, in the ramp-up phase, these factors typically consist of revisions in anticipated project costs and during the peak and close-out phases, these factors include the impact of change orders and claims as well as additional revisions in remaining anticipated project costs. Generally, if the contract is at an early stage of completion, the current period impact is smaller than if the same change in estimate is made to the contract at a later stage of completion. Management focuses on evaluating the performance of contracts individually and uses the cumulative catch-up method to account for revisions in estimates. Material changes in estimates are disclosed in the notes to the consolidated financial statements.

 

Income Taxes

Income Taxes

 

The Company accounts for income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the provision for income tax in the statements of operations. The Company evaluates the probability of realizing the future benefits of its deferred tax assets and provides a valuation allowance when realization of the assets is not reasonably assured.

 

The Company recognizes in its financial statements the impact of tax positions that meet a “more likely than not” threshold, based on the technical merits of the position. The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.

 

Net Income (Loss) Per Common Share

Net Income (Loss) Per Common Share

 

Basic net income (basic net loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period.

 

Diluted net income (loss) per common share is computed using the weighted average number of common shares outstanding and potentially dilutive securities outstanding during the period.

 

 

Basis of Presentation

Basis of Presentation

 

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s most recent Annual Financial Statements filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim period presented have been reflected herein. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal period, as reported in the Form 10-K, have been omitted.

 

Recent Accounting Pronouncements

Recent Accounting Pronouncements

 

The Company assesses new accounting standards on an ongoing basis. The Company does not believe any future standards will have a material impact on the Company’s present or future consolidated financial statements.

v3.24.3
Property and Equipment (Tables)
3 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment

Property and equipment is summarized as follows:

 

  

March 31,

2024

  

December 31,

2023

 
         
Office equipment  $5,115   $5,115 
Vehicles   60,772    60,772 
Less: Accumulated depreciation   (65,887)   (65,887)
           
Property and Equipment- net  $-   $- 
v3.24.3
Deposits and Costs Coincident to Acquisition of Land for Development (Tables)
3 Months Ended
Mar. 31, 2024
Real Estate [Abstract]  
Schedule of Deposits and Costs Coincident to Acquisition of Land for Development

Deposits and costs coincident to acquisition of land for development are summarized as follows:

 

  

March 31,

2024

  

December 31,

2023

 
         
Lacey Township, New Jersey, Pines property:          
Cost to acquire property   1,583,012    1,583,012 
Site engineering, permits, and other costs   809,245    809,245 
Total Pines property   2,400,561    2,392,257 
           
Other deposits:          
Louis Avenue, Bayville, New Jersey-17 units   619,264    619,264 
Berkeley Terrace – Bayville, New Jersey 70 units   2,325,401    2,325,401 
Autumn Run – Clayton – New Jersey – 62 units   1,329,125    1,329,125 
Other   228,829    139,885 
Total other deposits   4,502,619    4,413,675 
           
Total  $6,903,180   $6,805,932 
Schedule Mortgages on Properties Held for Development

Mortgages on Properties Held for Development:

 

  

March 31,

2024

  

December 31,

2023

 
Edisto Loan Fund, LLC  $-    $ 
Lynx Asset Services, LLC   750,000    750,000 
Karbar,LLC   350,000    350,000 
Briney Ave LLC   1,900,000    1,900,000 
Anchor Loans, LP   2,506,049    2,506,049 
AC Development, LLC   328,479    328,479 
AVB Development   323,537    323,537 
Total mortgages payable   6,158,065    6,158,065 
Less current portion   -    - 
Long-term portion  $6,158,065   $6,158,065 
v3.24.3
Notes Payable-Others/Loans Payable to Related Parties (Tables)
3 Months Ended
Mar. 31, 2024
Notes Payable-othersloans Payable To Related Parties  
Schedule of Loans Payable to Related Parties

Loans payable to related parties is summarized as follows:

 

   March 31, 2024   December 31, 2023 
         
Loan payable-Rich Pezzullo  $1,250   $24,000 
Loan payable-Dream Homes, LTD   17,509    122,809 
Loans payable to GPIL   376,410    376,410 
Other related party loans   30,538    - 
Total  $425,707   $525,219 
Schedule of Notes Payable - Others

Notes payable - others is summarized as follows:

 

   March 31, 2024   December 31, 2023 
         
Note payable-Chipman Trust  $72,500   $122,500 
Note payable-LG Funding   17,610    15,040 
Note payable-Channel Partners   90,396    99,163 
Total  $180,506   $236,703 
v3.24.3
Income Taxes (Tables)
3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
Schedule of States Federal Income Tax Rate Income Loss Before Income Taxes

The sources of the differences follow:

   3/31/24   3/31/23 
   Three months ended 
   3/31/24   3/31/23 
         
Expected tax at 21%  $(25,750)  $21,087 
State income taxes, net of federal income tax benefit   5,266    - 
Non-deductible stock-based compensation   -    - 
Non-taxable loan forgiveness income   -      
Change in valuation allowance/NOL carryforward   20,484    (21,087)
Provision for (benefit from) income taxes  $-   $- 
v3.24.3
Significant Accounting Policies (Details Narrative) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Jan. 06, 2009
Accounting Policies [Abstract]      
Capital stock authorized     75,000,000
Common stock, shares authorized 70,000,000 70,000,000 70,000,000
Common stock, par value $ 0.001 $ 0.001 $ 0.001
Preferred stock, shares authorized 5,000,000 5,000,000 5,000,000
Preferred stock, par value $ 0.001 $ 0.001 $ 0.001
Property and equipment estimated useful life 5 years    
v3.24.3
Schedule of Property and Equipment (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Less: Accumulated depreciation $ (65,887) $ (65,887)
Property and Equipment- net
Office Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 5,115 5,115
Vehicles [Member]    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 60,772 $ 60,772
v3.24.3
Property and Equipment (Details Narrative) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Property, Plant and Equipment [Abstract]    
Depreciation expense $ 1,575
v3.24.3
Schedule of Deposits and Costs Coincident to Acquisition of Land for Development (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]    
Total $ 6,903,180 $ 6,805,932
Total other deposits 4,502,619 4,413,675
Lacey Township, New Jersey, Pines Property [Member]    
Restructuring Cost and Reserve [Line Items]    
Cost to acquire property 1,583,012 1,583,012
Site engineering, permits, and other costs 809,245 809,245
Total 2,400,561 2,392,257
Louis Avenue, Bayville, New Jersey-17 units [Member]    
Restructuring Cost and Reserve [Line Items]    
Total other deposits 619,264 619,264
Berkeley Terrace - Bayville, New Jersey 70 units [Member]    
Restructuring Cost and Reserve [Line Items]    
Total other deposits 2,325,401 2,325,401
Autumn Run - Clayton - New Jersey - 62 units [Member]    
Restructuring Cost and Reserve [Line Items]    
Total other deposits 1,329,125 1,329,125
Other [Member]    
Restructuring Cost and Reserve [Line Items]    
Total other deposits $ 228,829 $ 139,885
v3.24.3
Schedule Mortgages on Properties Held for Development (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable $ 6,158,065 $ 6,158,065
Less current portion
Long-term portion 6,158,065 6,158,065
Edisto Loan Fund, LLC [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable  
Lynx Asset Services, LLC [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable 750,000 750,000
Karbar, LLC [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable 350,000 350,000
Briney Ave LLC [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable 1,900,000 1,900,000
Anchor Loans, LP [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable 2,506,049 2,506,049
AC Development, LLC [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable 328,479 328,479
AVB Development [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total mortgages payable $ 323,537 $ 323,537
v3.24.3
Deposits and Costs Coincident to Acquisition of Land for Development (Details Narrative)
3 Months Ended
Mar. 31, 2023
USD ($)
Integer
Mar. 31, 2024
Integer
Townhouse Lots in Bayville NJ [Member]    
Restructuring Cost and Reserve [Line Items]    
Number of properties acquired 10  
Funding facility amount | $ $ 4,670,000  
New Townhomes Lacey Township NJ [Member]    
Restructuring Cost and Reserve [Line Items]    
Number of properties acquired   68
v3.24.3
Schedule of Loans Payable to Related Parties (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Rich Pezzullo [Member] | Loans Payable [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Loans payable to related parties $ 1,250 $ 24,000
Dream Homes, Ltd [Member] | Loans Payable [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Loans payable to related parties 17,509 122,809
GPIL [Member] | Loans Payable [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Loans payable to related parties 376,410 376,410
Other Related Party [Member] | Loans Payable [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Loans payable to related parties 30,538
Related Party [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Loans payable to related parties $ 425,707 $ 525,219
v3.24.3
Schedule of Notes Payable - Others (Details) - USD ($)
Mar. 31, 2024
Dec. 31, 2023
Defined Benefit Plan Disclosure [Line Items]    
Total, Notes payable others $ 180,506 $ 236,703
Chipman Trust [Member] | Notes Payable, Other Payables [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Notes payable others 72,500 122,500
LG Funding [Member] | Notes Payable, Other Payables [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Notes payable others 17,610 15,040
Channel [Member] | Notes Payable, Other Payables [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Total, Notes payable others $ 90,396 $ 99,163
v3.24.3
Notes Payable-Others/Loans Payable to Related Parties (Details Narrative)
Mar. 31, 2024
Short-Term Debt [Line Items]  
Interest rate 12.00%
Notes Payable, Other Payables [Member] | Minimum [Member]  
Short-Term Debt [Line Items]  
Interest rate 12.00%
Notes Payable, Other Payables [Member] | Maximum [Member]  
Short-Term Debt [Line Items]  
Interest rate 15.00%
v3.24.3
Common Stock Issuances (Details Narrative) - Restricted Stock [Member] - Dream Homes, Ltd [Member]
1 Months Ended
Jan. 31, 2024
USD ($)
shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Number of shares issued | shares 7,000,000
Number of shares issued, value | $ $ 105,000
v3.24.3
Schedule of States Federal Income Tax Rate Income Loss Before Income Taxes (Details) - USD ($)
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Income Tax Disclosure [Abstract]    
Expected tax at 21% $ (25,750) $ 21,087
State income taxes, net of federal income tax benefit 5,266
Non-deductible stock-based compensation
Non-taxable loan forgiveness income  
Change in valuation allowance/NOL carryforward 20,484 (21,087)
Provision for (benefit from) income taxes
v3.24.3
Schedule of States Federal Income Tax Rate Income Loss Before Income Taxes (Details) (Parenthetical)
3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
Federal income tax rate 21.00%
v3.24.3
Income Taxes (Details Narrative)
3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
Federal income tax rate 21.00%
v3.24.3
Commitments and Contingencies (Details Narrative) - USD ($)
1 Months Ended
Sep. 30, 2023
Apr. 30, 2017
Sep. 15, 2016
May 31, 2020
Mar. 31, 2024
Dec. 31, 2022
Sep. 15, 2021
Sep. 14, 2021
Guarantor Obligations [Line Items]                
Debt outstanding principal balance         $ 950,990 $ 908,660    
Nonbank Lender [Member] | General Development Corp [Member]                
Guarantor Obligations [Line Items]                
Line of credit     $ 500,000       $ 1,000,000 $ 500,000
Line of credit interest rate     12.00%          
Lease Agreement [Member]                
Guarantor Obligations [Line Items]                
Rent expense   $ 2,000   $ 2,500        
Increases in rental amount $ 3,000              
Construction Contracts [Member]                
Guarantor Obligations [Line Items]                
Construction contract price         $ 2,121,128      
v3.24.3
Related Party Transactions (Details Narrative)
Mar. 31, 2023
USD ($)
Dream Homes, Ltd [Member]  
Payroll taxes $ 111,574

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