10-K: My City Builders Inc. Reports Fiscal Year 2024 Results, Navigates Legal Settlements and Expands Property Portfolio
Annual Results
My City Builders, Inc. reports a net income of $25,752 for fiscal year 2024, a significant turnaround from the previous year's loss, while also settling legal disputes and expanding its real estate holdings.
Summary
- My City Builders, Inc. reported a net income of $25,752 for the fiscal year ended July 31, 2024, a substantial improvement compared to a net loss of $2,022,635 in the previous year.
- The company's revenue increased to $59,300, primarily from rental income, compared to $49,187 in the previous year, which was solely from interest income.
- Operating expenses rose to $337,670, driven by professional fees, general and administrative costs, depreciation, and rental home expenses.
- The company recognized a nonmonetary gain of $1,298,696 from a settlement agreement with Fix Pads Holdings, which involved the transfer of 29 properties.
- The company has completed eight of eleven homes under construction in East Gadsden and has leased seven of those properties with monthly lease payments of $1,250 each.
- The company also finalized the purchase of two additional lots in Gadsden, Alabama, and plans to build seven to eight duplex apartments in Glencoe, Alabama in 2025.
- As of July 31, 2024, the company had cash of $20,245 and a working capital of $64,205.
Sentiment
Score: 6
Explanation: The document shows a positive turnaround in profitability and expansion of assets, but the company still faces significant financial risks and operational challenges. The lack of internal controls and reliance on related party transactions are concerning.
Positives
- The company achieved a net income of $25,752, marking a significant turnaround from the previous year's loss.
- Rental income has become a new revenue stream, contributing $59,300 to the total revenue.
- The settlement with Fix Pads Holdings resulted in the acquisition of 29 properties, adding to the company's assets.
- The company has successfully leased seven of the eight completed homes in East Gadsden, generating consistent rental income.
- The company is expanding its property portfolio with new land acquisitions in Gadsden and Glencoe, Alabama.
Negatives
- The company's operating expenses increased to $337,670, primarily due to professional fees and general administrative costs.
- The company has a working capital of $64,205, which may limit its ability to expand operations without additional funding.
- The company's cash balance is low at $20,245.
- The company has a history of losses and an accumulated deficit of $2,019,954.
Risks
- The company's ability to continue as a going concern is dependent on obtaining additional capital resources.
- The company's stock is traded on the OTC Pink market, which is designed for companies with financial reporting problems, economic distress, or in bankruptcy.
- There is a lack of liquidity and trading in the company's common stock.
- The company has identified material weaknesses in its internal controls over financial reporting.
- The company faces competition from other real estate companies and may have difficulty attracting and retaining qualified personnel.
Future Outlook
The company plans to continue developing and leasing properties, with a focus on low-income housing. They intend to commence construction on newly acquired lots in Gadsden by December 31, 2024, and build duplex apartments in Glencoe, Alabama in 2025. The company also plans to sell the 29 properties acquired through the settlement agreement.
Management Comments
- Management plans to raise necessary funding through equity financing arrangements.
- Management believes that uncertainty exists with respect to future realization of its deferred tax assets and has, therefore, established a full valuation allowance as of July 31, 2024.
Industry Context
The company operates in the competitive real estate development and management industry, facing competition from REITs, institutional pension plans, and other public and private real estate companies. The company's focus on low-income housing aligns with a growing need for affordable housing solutions, but it also faces challenges in securing financing and managing operational costs.
Comparison to Industry Standards
- The company's financial performance is mixed when compared to industry standards. While the company achieved a net income, many real estate companies of similar size and age would be expected to have higher revenue and lower operating expenses.
- The company's reliance on related party transactions and loans is not uncommon in smaller real estate development companies, but it does increase the risk profile.
- The company's focus on low-income housing is a niche market that may offer less competition but also lower profit margins compared to higher-end real estate developments.
- The company's legal issues with Fix Pads Holdings are not uncommon in the real estate industry, but the settlement and acquisition of 29 properties is a positive outcome.
- Compared to larger, more established real estate companies, My City Builders has a much smaller asset base and a higher level of financial risk.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Interim Chief Executive Officer | Jose Maria Eduardo Gonzalez Romero | Yolanda Goodell | 2024-01-29 | Resignation of previous CEO |
| Interim Chief Financial Officer | Jose Maria Eduardo Gonzalez Romero | Francis Pittilloni | 2024-01-29 | Resignation of previous CFO |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Controls | The company identified material weaknesses in its internal controls over financial reporting, including inadequate levels of review, lack of segregation of duties, and absence of full-time accounting personnel. | 2024-07-31 | The material weaknesses could lead to misstatements in the financial statements and may affect the company's ability to raise capital. |
Legal Proceedings
- RAC filed a complaint against Fix Pads Holdings, LLC for breach of promissory notes and obtained temporary injunctive relief.
- RAC filed a complaint against Fix Pads Holdings LLC for appointment of receiver, breach of LLC agreement, and breach of fiduciary duty.
- The company entered into two settlement agreements with Fix Pads Holdings LLC, resulting in the transfer of 29 properties to the company.
Related Party Transactions
- The company's shareholders paid operating expenses on behalf of the company.
- Related parties advanced funds to the company, some of which were converted to loans.
- The company issued 11,400,000 shares of common stock for the settlement of debt to a related party.
- A related party assigned bank borrowing loans to the company.
Stakeholder Impact
- Shareholders may benefit from the company's improved financial performance and asset growth, but they also face risks due to the company's financial condition and internal control weaknesses.
- Employees may be impacted by the company's financial stability and ability to expand operations.
- Customers (tenants) may benefit from the company's focus on providing low-income housing.
- Creditors may be concerned about the company's ability to repay its debts, given its low cash balance and reliance on related party loans.
- Suppliers may be impacted by the company's ability to pay for goods and services.
Next Steps
- The company intends to commence construction on newly acquired lots in Gadsden by December 31, 2024.
- The company plans to build seven to eight duplex apartments in Glencoe, Alabama in 2025.
- The company intends to sell the 29 properties acquired through the settlement agreement.
- The company plans to continue developing and leasing properties, with a focus on low-income housing.
Key Dates
| Date | Description |
|---|---|
| 2022-06-30 | The company completed a reverse acquisition of RAC Real Estate Acquisition Corp. |
| 2022-07-18 | The company entered into a loan agreement with Fix Pads Holdings, LLC. |
| 2022-07-22 | The company received a promissory note from Fix Pads Holdings, LLC. |
| 2022-08-18 | The company issued a promissory note to Fix Pads Holdings, LLC. |
| 2022-10-04 | The company entered into a Limited Liability Company Agreement with Fix Pads Holdings, LLC. |
| 2023-01-31 | The company changed its corporate name to My City Builders, Inc. |
| 2023-03-27 | RAC entered into a Limited Liability Company Agreement to build homes in Gadsden, Alabama. |
| 2023-04-26 | FINRA notified the company that their review of the corporate name change was complete. |
| 2023-04-27 | The company's new trading symbol, MYCB, took effect. |
| 2023-05-05 | Mr. Colvard's construction agreement with RAC was terminated. |
| 2023-05-19 | RAC filed a complaint against Fix Pads Holdings, LLC for breach of promissory notes. |
| 2023-07-07 | RAC filed a complaint against Fix Pads Holdings LLC for appointment of receiver. |
| 2024-01-17 | The company issued 11,400,000 shares of common stock for the settlement of debt. |
| 2024-04-25 | RAC finalized the purchase of two additional lots in Gadsden, Alabama. |
| 2024-07-23 | The company repaid outstanding due of $185,238 as part of the settlement agreements. |
| 2024-07-31 | RAC Gadsden LLC entered into a land purchase agreement in Glencoe, Alabama. |
| 2024-07-31 | Fiscal year ended. |
| 2024-10-28 | The company had 11,986,686 shares of common stock outstanding. |
Keywords
real estate, low-income housing, property development, rental income, foreclosures, land banks, HECM, legal settlement, financial results, My City Builders
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