10-K: Yale Transaction Finders, Inc. Files 10-K Report, Outlines Business Strategy and Financials

Sentiment:

Annual Results


Yale Transaction Finders, Inc. filed its annual 10-K report, detailing its ongoing search for a business combination target and its financial status.

Capital raiseThe company has issued convertible promissory notes to related parties, which could convert into shares of common stock upon a qualified financing or fundamental transaction.The company's ability to continue as a going concern is dependent on working capital advances being provided by the company's majority shareholder and obtaining additional financing.
Worse than expectedThe company has a significant working capital deficit and accumulated deficit, indicating a weak financial position.The company has not generated any revenue since inception, highlighting its lack of operational activity.There is substantial doubt about the company's ability to continue as a going concern, raising concerns about its future viability.

Summary

  • Yale Transaction Finders, Inc. is a shell company actively seeking a business combination through acquisition, merger, or similar transactions.
  • The company has limited capital and is focused on long-term growth opportunities rather than short-term earnings.
  • As of December 31, 2023, the company had $2,601 in cash, a working capital deficit of $84,605, and an accumulated deficit of $1,314,868.
  • The company reported a net loss of $38,310 for the fiscal year ended December 31, 2023, compared to a net loss of $68,042 in the previous year.
  • The company has not generated any revenue since its inception and relies on loans from principal shareholders for working capital.
  • There is substantial doubt about the company's ability to continue as a going concern without additional funding from its majority shareholder.
  • The company's search for a target business is unrestricted by geography or industry, and it may engage in any business within its limited resources.
  • The company's principal shareholders are in contact with broker-dealers to identify potential merger or acquisition targets.
  • The company anticipates that target businesses may have a history of losses or low profitability.
  • The company's management and board of directors have the authority to complete acquisitions without submitting proposals to stockholders.

Sentiment

Score: 3

Explanation: The document highlights significant financial challenges, including a lack of revenue, substantial deficits, and dependence on related party loans, leading to a negative sentiment.

Positives

  • The company's net loss decreased by 43.7% year-over-year, from $68,042 to $38,310.
  • Operating expenses decreased by 38% year-over-year, from $56,865 to $35,275.
  • Interest expenses decreased by 72.8% year-over-year, from $11,177 to $3,035.

Negatives

  • The company has a significant working capital deficit of $84,605.
  • The company has an accumulated deficit of $1,314,868.
  • The company has not generated any revenue since inception.
  • The company's operations used $33,275 in cash during 2023.
  • There is substantial doubt about the company's ability to continue as a going concern.
  • The company is dependent on loans from principal shareholders for working capital.
  • The company has no employees.

Risks

  • The company's ability to continue as a going concern is dependent on additional funding from its majority shareholder.
  • The company may not be successful in finding or acquiring a desirable business opportunity.
  • Any acquired target business may have a history of losses or low profitability.
  • The company's limited financial resources restrict its ability to diversify.
  • The company's internal controls over financial reporting are not effective.
  • The company lacks a functioning audit committee.
  • The company's securities may be subject to penny stock regulations.
  • The company faces substantial competition in locating a target business.
  • The company's search for a target business is unrestricted by geography or industry, which could lead to complex and difficult analysis.
  • The company may not discover or adequately evaluate adverse facts about the target business to be acquired.

Future Outlook

The company intends to continue seeking, investigating, and potentially acquiring one or more businesses to enhance shareholder value, but there is no assurance of success.

Management Comments

  • Management believes that the company's majority shareholder will provide the additional funding to meet the company's obligations as they become due, however, there is no guarantee this will happen.
  • Management has evaluated subsequent events through April 1, 2024, and no events have occurred that require disclosure or adjustments to the financial statements.

Industry Context

The company operates as a shell company, a common structure for entities seeking to acquire or merge with an existing business. This is a competitive space with many other similar entities seeking opportunities.

Comparison to Industry Standards

  • It is difficult to compare Yale Transaction Finders to industry standards as it is a shell company with no operating business.
  • The company's financial metrics are not comparable to operating companies in any specific industry.
  • The company's lack of revenue and significant accumulated deficit are typical for shell companies in the pre-acquisition phase.
  • The company's reliance on related party loans is common for shell companies with limited access to external financing.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Internal Control WeaknessesThe company has identified material weaknesses in its internal control over financial reporting, including a lack of a functioning audit committee, inadequate segregation of duties, and ineffective controls over period-end financial disclosure and reporting processes.2023-12-31These weaknesses could result in a material misstatement in the company's financial statements in future periods.

Related Party Transactions

  • The company has loans and notes outstanding from related parties totaling $73,000 plus accrued interest of $4,556 as of December 31, 2023.
  • The company entered into a Services Agreement with Fountainhead Capital Management (FHM), a shareholder, which was terminated on June 30, 2021.

Stakeholder Impact

  • Shareholders face significant risk due to the company's financial instability and dependence on related party funding.
  • Employees are not currently impacted as the company has no employees.
  • Potential customers and suppliers are not impacted as the company has no operations.
  • Creditors are at risk due to the company's working capital deficit and going concern uncertainty.

Next Steps

  • The company will continue to seek, investigate, and potentially acquire one or more businesses.
  • The company will continue to rely on working capital advances from its majority shareholder.
  • The company will need to obtain additional financing to continue as a going concern.

Key Dates

DateDescription
2000-08-15Company incorporated in Delaware as Sneeoosh Corporation.
2000-10-20Company name changed to Snohomish Corporation.
2003-04-15Company name changed to Yacht Finders, Inc.
2007-11-06Company discontinued prior business and changed business plan.
2007-10-31Date of Services Agreement with Fountainhead Capital Management (FHM).
2022-03-22Company entered into a Securities Purchase Agreement with Purchasers.
2022-04-07Company name changed to Yale Transaction Finders, Inc.
2022-05-16Company issued convertible promissory notes (May 2022 Notes).
2023-05-16Company issued convertible promissory notes (May 2023 Notes).
2023-06-30Maturity date of May 2022 Notes extended to June 30, 2024.
2023-12-31End of fiscal year 2023.
2024-04-01Date of the audit report and filing of the 10-K.

Keywords

business combination, acquisition, merger, shell company, financial statements, working capital, going concern, related party transactions, internal controls, promissory notes

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