Attached files

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8-K/A - AMENDED CURRENT REPORT - TurnKey Capital, Inc.tthx_8k.htm
EX-99.3 - PRO FORMA FINANCIAL INFORMATION - TurnKey Capital, Inc.tthx_ex99z3.htm
EX-23.1 - CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - TurnKey Capital, Inc.tthx_ex23z1.htm
EX-99.1 - AUDITED FINANCIAL STATEMENTS AND NOTES - TurnKey Capital, Inc.tthx_ex99z1.htm

 


Exhibit 99.2



TURNKEY HOME BUYERS USA, INC.


INTERIM FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED

JUNE 30, 2015



CONTENTS


 

PAGE

 

 

 

 

 

 

Balance Sheets 

1

 

 

Statements of Operations 

2

 

 

Statement of Stockholders’ Equity

3

 

 

Statements of Cash Flows 

4

 

 

Notes to the Financial Statements 

5










 



Turnkey Home Buyers USA, Inc.

Balance Sheets


 

 

June 30,

2015

 

 

December 31,

2014

 

Assets

  

                        

  

  

                        

  

Cash

 

$

29,347

 

 

$

103,324

 

Real estate owned

 

 

114,169

 

 

 

51,363

 

Due from related parties

 

 

231,000

 

 

 

227,100

 

Prepaid insurance

 

 

-

 

 

 

1,328

 

Total assets

 

$

374,516

 

 

$

383,115

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

 

 

Accounts payable & accrued expenses

 

$

7,673

 

 

$

-

 

Total Current Liabilities

 

 

7,673

 

 

 

-

 

Total liabilities

 

 

7,673

 

 

 

-

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

 

 

 

Preferred stock, no par value, 5,000,000 shares authorized; issued and outstanding, none at December 31, 2014.

 

 

 

 

 

 

 

 

Common stock, no par value 40,000,000 shares authorized; issued and outstanding, 8,960,000 and 5,002,500 at June 30, 2015 and December 31, 2014, respectively.

 

 

800,600

 

 

 

500,250

 

Accumulated deficit

 

 

(433,757

)

 

 

(117,135

)

Total stockholders' equity

 

 

366,843

 

 

 

383,115

 

Total liabilities and stockholders' Equity

 

$

374,516

 

 

$

383,115

 




(The accompanying notes are an integral part of these financial statements)





1



 



Turnkey Home Buyers USA, Inc.

Statements of Operations

For the Three and Six Months Ended June 30, 2015


 

 

Three Months Ended

June 30,

2015

 

 

Six Months Ended

June 30,

2015

 

Income

  

                        

  

  

                        

  

Revenue

 

$

-

 

 

$

2,698

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

General and administrative

 

 

95,153

 

 

 

228,884

 

Management fees - related party

 

 

57,540

 

 

 

90,436

 

Total operating expenses

 

 

152,693

 

 

 

319,320

 

Income before (provision) benefit from income taxes

 

 

(152,693

)

 

 

(316,622

)

(Provision) benefit from income taxes

 

 

-

 

 

 

-

 

Net loss

 

$

(152,693

)

 

$

(316,622

)

 

 

 

 

 

 

 

 

 

Basic and diluted loss per common share

 

$

(0.02

)

 

$

(0.04

)

Weighted average common shares outstanding

 

 

8,470,102

 

 

 

7,622,268

 




(The accompanying notes are an integral part of these financial statements)






2



 



Turnkey Home Buyers USA, Inc.

Statement of Stockholders' Equity

For the Six Months Ended June 30, 2015 and the Period From September 12, 2014 (Inception) through December 31, 2014



 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

Common Stock

 

 

Accumulated

 

 

Stockholders'

 

 

 

Shares

 

 

Amount

 

 

Deficit

 

 

Equity

 

Balance, December 31, 2013

 

 

-

 

 

$

-

 

 

$

-

 

 

$

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sale of common stock

 

 

5,002,500

 

 

 

500,250

 

 

 

-

 

 

 

500,250

 

Net Income (Loss)

 

 

-

 

 

 

-

 

 

 

(117,135

)

 

 

(117,135

)

Balance, December 31, 2014

 

 

5,002,500

 

 

 

500,250

 

 

 

(117,135

)

 

 

383,115

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sale of common stock

 

 

3,170,000

 

 

 

300,350

 

 

 

-

 

 

 

300,350

 

Net Income (Loss)

 

 

-

 

 

 

-

 

 

 

(316,622

)

 

 

(316,622

)

Balance, June 30, 2015

 

 

8,172,500

 

 

$

800,600

 

 

$

(433,757

)

 

$

366,843

 




(The accompanying notes are an integral part of these financial statements)





3



 



Turnkey Home Buyers USA, Inc.

Statements of Cash Flows

For the Six Months Ended June 30, 2015


 

 

 

 

Cash flows from operating activities:

 

 

 

Net loss

 

$

(316,622

)

Adjustments to reconcile net loss to net cash provided (used in) operating activities:

 

 

 

 

Changes in assets and liabilities:

 

 

 

 

(Increase) decrease in prepaid management fees - related party

 

 

(3,900

)

(Increase) decrease in prepaid expenses

 

 

1,328

 

Increase (decrease) in accounts payable and accrued expenses

 

 

7,673

 

Net cash provided by (used) in operating activities

 

 

(311,521

)

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

Additions to real estate

 

 

(62,806

)

Net cash provided by (used) in investing activities

 

 

(62,806

)

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

Proceeds from the sale of common stock

 

 

300,350

 

Net cash provided by (used) in financing activities

 

 

300,350

 

 

 

 

 

 

Increase (decrease) in cash

 

 

(73,977

)

Cash and cash equivalents at beginning of period

 

 

103,324

 

Cash and cash equivalents at end of period

 

$

29,347

 

 

 

 

 

 

Supplemental disclosures of cash flow information

 

 

 

 

Cash paid during the year for:

 

 

 

 

Taxes paid

 

$

-

 

Interest paid

 

$

-

 



(The accompanying notes are an integral part of these financial statements)





4



 


TURNKEY HOME BUYERS USA, INC.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2015


Note 1 - Organization and Nature of Operations


Turnkey Home Buyers USA, Inc. (“Turnkey”, the “Company”) was incorporated on September 12, 2014 in Nevada. Turnkey offers clients a full suite of services for residential and commercial real estate transactions including, coaching and mentoring real estate investors to improve their returns, leasing and sales of quality turnkey rental properties, and brokerage of residential and commercial transactions.


Note 2 – Going Concern

 

As reflected in the accompanying financial statements, during the six months ended June 30, 2015, the Company had a net loss of $316,622 and used $311,521 of cash in operations and had a stockholders’ deficit of $433,757.


The Company has yet to generate revenue. Since inception, the Company has funded its short falls through related party advances and sales of common stock. The Company's future operations are dependent upon its ability to increase revenues along with additional external funding as needed.


There can be no assurance that the Company will be successful in its efforts and this raises substantial doubt about the Company’s future. Should the Company be unable to obtain adequate financing or generate sufficient revenue in the future, the Company’s business, results of operations, liquidity and financial condition would be materially and adversely harmed, and may not be able to continue as a going concern.


Note 3 – Real Estate Owned


During the six months ended June 30, 2015, the Company purchased a residential property and made improvements resulting in a $62,806 increase in the carry value of real estate owned and bringing the total properties owned to two.


Note 4 – Due From Related Parties


Due from related parties represents noninterest bearing advances to certain related parties primarily related to the advance payment of management fees.


Note 5 – Related Party Transactions


During the three and six months ended June 30, 2015, the Company paid $57,540 and $90,436, respectively, in fees for accounting and other consulting work to related parties. During the period from September 12, 2014 through December 31, 2014, the Company recognized related party fees totaling $64,000.


Note 6 – Subsequent Events


On July 6, 2015, Train Travel Holdings, Inc., a Nevada corporation (“TTHX”) completed a Share Exchange Agreement (the “Agreement”) with Turnkey Home Buyers USA, Inc., a Florida corporation (“Turnkey”), TBG Holdings Corporation, a Florida corporation (“TBG”), each of the Turnkey shareholders (the “Shareholders”), and Train Travel Holdings, Inc., a Florida corporation (“TTH”).


Pursuant to the terms of the Agreement, Turnkey shareholders transferred to TTHX all of the issued and outstanding shares of capital stock of Turnkey’s shareholders. In exchange for the Turnkey shares, TTHX transferred 15,337,500 shares of common stock to Turnkey shareholders. Prior to closing, TBG, a principal shareholder of TTHX and Turnkey, tendered to Turnkey for cancellation 15,000,000 shares of Turnkey common stock. Robert Blair, a principal of Turnkey, was a TBG shareholder.


In January 2015, the Company purchased a residential property for $36,000. From January 2015 through August 2015, the Company made improvements to the property totaling approximately $27,011. On October 9, 2015, the Company sold the property for net proceeds of $63,279 resulting in a gain on the disposition of the property of $286.




5