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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 June 30, 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 31, 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 (Deficit( (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

DREAM HOMES AND DEVELOPMENT CORPORATION

CONSOLIDATED BALANCE SHEETS

	June 30, 2024 (Unaudited)			December 31, 2023 (Audited)
ASSETS
CURRENT ASSETS
Cash	$	1,868,077		$	2,712,503
Accounts receivable, net		144,917			202,507
Prepaid contract interest		332,362			332,362
Contract assets		106,872			53,005
Total current assets		2,452,228			3,300,377

PROPERTY AND EQUIPMENT, net		2,500			-

OTHER ASSETS
Security deposit		2,200			2,200
Deposits and costs coincident to acquisition of land for development		6,964,366			6,805,932
Other assets		19,600			-
Total assets	$	9,440,894		$	10,108,509

CURRENT LIABILITIES
Accounts payable and accrued expenses	$	858,819		$	537,972
Accrued interest		353,012			354,722
Deposits held		660,000			510,000
Contract liabilities		144,790			232,603
Loans payable-others		47,500			236,703
Note payable-line of credit		921,960			921,960
Loans payable to related parties		797,395			523,219
Total current liabilities		3,783,476			3,317,179

Long-term mortgages payable		5,785,618			6,158,065
Total liabilities		9,569,094			9,475,244

STOCKHOLDERS’ EQUITY (DEFICIT)
Preferred stock; 5,000,000 shares authorized, $.001 par value, as of June 30, 2024 and December 31, 2023, there are no shares outstanding		-			-
Common stock; 70,000,000 shares authorized, $.001 par value, as of June 30, 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		(2,600,944	)		(1,734,479	)
Total stockholders’ equity (deficit)		(128,200	)		633,265

Total liabilities and stockholders’ equity (deficit)	$	9,440,894		$	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 AND SIX MONTHS ENDED JUNE 30, 2024 AND 2023

(UNAUDITED)

	2024			2023			2024			2023
	Three Months Ended						Six Months Ended
	June 30						June 30
	2024			2023			2024			2023

Revenue:
Construction contracts	$	657,714		$	706,669		$	2,131,449		$	1,811,135
Cost of construction contracts		1,139,498			475,304			2,379,818			1,126,748
Gross profit		(481,784	)		231,365			(248,369	)		684,387

Operating Expenses:
Selling, general and administrative, including stock based compensation of $91,800 and $0, respectively		193,693			242,598			525,410			538,032
Depreciation expense		-			1,575			-			3,150
Total operating expenses		193,693			244,173			525,410			541,182

Income (loss) from operations		(675,477	)		(12,808	)		(773,779	)		143,205

Other income (expenses):
Interest expense		(68,370	)		(25,450	)		(87,420	)		(81,047	)
Total other income (expenses)		(68,370	)		(25,450	)		(87,420	)		(81,047	)

Net income (loss) before income taxes		(743,847	)		(38,258	)		(861,199	)		62,158

Provision for income taxes		-			-			(5,266	)		-

Net income (loss)	$	(743,847	)	$	(38,258	)	$	(866,465	)	$	62,158

Basic and diluted income (loss) per common share	$	(0.02	)	$	(0.00	)	$	(0.02	)	$	0.00

Weighted average common shares outstanding-basic and diluted		47,414,493			39,160,495			46,837,570			37,507,493

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

F-2

DREAM HOMES AND DEVELOPMENT CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE SIX MONTHS ENDED JUNE 30, 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

Issuance of 4,590,000 common shares		4,590,000		4,590		87,210		-			91,800
Issuance of common shares		4,590,000		4,590		87,210		-			91,800
Net loss		-		-		-		(38,258	)		(38,258	)
Balance at June 30, 2023		40,414,493	$	40,414	$	2,327,330	$	(1,574,942	)	$	792,802

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 loss		-		-		-		(122,618	)		(122,618	)
Balance at March 31, 2024		47,414,493		47,414		2,425,330		(1,857,097	)		615,647
Balance		47,414,493		47,414		2,425,330		(1,857,097	)		615,647

Net loss		-		-		-		(743,847	)		(743,847	)
Net income (loss)		-		-		-		(743,847	)		(743,847	)
Balance at June 30, 2024		47,414,493	$	47,414	$	2,425,330	$	(2,600,944	)	$	(128,200	)
Balance		47,414,493	$	47,414	$	2,425,330	$	(2,600,944	)	$	(128,200	)

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 SIX MONTHS ENDED JUNE 30, 2024 AND 2023

(UNAUDITED)


	June 30,
	2024			2023
OPERATING ACTIVITIES
Net income (loss)	$	(866,465	)	$	62,158
Adjustments to reconcile net income to net cash provided (used) in operating activities:
Depreciation expense		-			3,150
Stock based compensation		-			91,800
Gain on debt settlement		(67,401	)		-
Changes in operating assets and liabilities:
Accounts receivable		57,590			85,160
Prepaid fees-property held for development		-			(398,304	)
Contract assets		(53,867	)		145,469
Other assets		(19,600	)		-
Accounts payable and accrued liabilities		319,137			360,733
Deposits held		150,000			-
Contract liabilities		(87,813	)		(163,760	)
Net cash used in operating activities		(568,419	)		186,406

INVESTING ACTIVITIES
Purchase of office equipment and vehicles		(2,500	)		-
Deposits and costs coincident to acquisition of land for development		(158,434	)		(979,549	)
Net cash used in investing activities		(160,934	)		(979,549	)

FINANCING ACTIVITIES
Proceeds (payments) on note payable-line of credit		-			15,000
Proceeds from mortgages		-			1,350,000
Proceeds from loans payable-others		87,420			552,833
Payments on mortgages		(22,447	)		(1,725,000	)
Proceeds from loans payable to related parties		87,834			107,175
Proceeds from bank note		-			181,925
Payments on bank note		-			(196,500	)
Repayments of loans payable-others		(209,222	)		-
Repayments of loans payable to related parties		(58,658	)		-
Net cash provided (used) by financing activities		(115,073	)		285,433

NET INCREASE IN CASH		(844,426	)		(507,710	)
CASH BALANCE, BEGINNING OF PERIOD		2,712,503			525,389
CASH BALANCE, END OF PERIOD	$	1,868,077		$	17,679

Supplemental Disclosures of Cash Flow Information:
Interest paid	$	-		$	-
Taxes paid	$	-		$	-

Shares issued for related party debt conversion	$	7,000,000		$	-
Issuance of 4,590,000 restricted common stock for compensation	$	-		$	91,800

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 six months ended June 30, 2024 and 2023

(Unaudited)

Note 1 - Significant Accounting Policies

Nature of Operations

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 and multi-family subdivisions as well as a leader in coastal new home and modular construction, elevation, Build to Lease and Improved Lots for Sale.

In addition to the coastal construction market, Dream Homes continues to pursue opportunities in new single and multi-family home construction, with 5 developments totaling 367 units in title, or under contract and in development. Dream Homes’ operations include the development and sale of residential communities, construction of single-family and multi-family homes, Build to Lease and the development and improvement of Finished Lots for Sale to national builders.

New trends in the real estate market that the Company is actively exploring include Build To Lease properties, as well as developing and improving building lots and developments to sell finished lots to national home builders. This focus and concentration on building both single and multi-family developments with the intention to lease or sell 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 and Improved Lots for sale developments, due to the perception that these 2 avenues are 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, as well as the virtually unlimited demand for improved lots from national builders has spurred a large growth in these market segments.

The Company has made the decision to change focus to better accommodate these growing trends. Currently most of the Company’s new multi-family developments, have been or will be changed from Build For Sale to Build for Lease or Improved Lots for Sale. The Company may hold finished properties upon completion and lease-up for an indeterminate period of time, and realize the rental income from ownership, or sell improved lots to 3^rd party purchasers. This strategy will become a very significant revenue stream for the Company and these avenues have become third & fourth divisions of the Company, behind new custom single family 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.

F-7

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.

2 - Property and Equipment

Property and equipment is summarized as follows:

Schedule of Property and Equipment

	June 30, 2024			December 31, 2023

Office equipment	$	7,615		$	5,115
Vehicles		60,772			60,772
Less: Accumulated depreciation		(65,887	)		(65,887	)

Property and Equipment- net	$	2,500		$	-

Depreciation expense for the six months ended June 30, 2024 and 2023 was $0 and $3,150 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:

	June 30, 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		825,997		809,245
Total Pines property		2,409,009		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		281,567		139,885
Total other deposits		4,555,357		4,413,675

Total	$	6,964,366	$	6,805,932

Properties currently owned and in the development stage

Berkeley Terrace – Bayville, NJ – 70 approved townhome units

The Company has been 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, 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 the majority of the property.

The first 5 building pads have been compacted and completed.

Base paving has been completed and the entire site has been improved.

The vertical construction of Building 8 began in December of 2023. The vertical construction of Building 1 is scheduled to began in July of 2024.

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.

As of 6/30/24, 10 improved building pads have been sold to a national builder. An additional 10 improved building pads are scheduled to close within days of 6/30/24. See Note 10 “Subsequent Events” for additional information.

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

This property has received final approvals, Department of Transportation approval, CAFRA approval, MUA, County, Fire and other outside agency approvals.

The site and infrastructure work for this development began in 2023 and will be completed in the 4^th quarter of 2024.

Preliminary approval was granted in 2021 and final approval in 2023.

The Company has secured permanent funding to install infrastructure and vertical construction for this project in October of 2023 and has retired the previous land lender.

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

As of this date, the property has been cleared, top soil removed, earth balance completed and sanitary sewer in process.

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, 2022.

As of this date the Company is pursuing various options for the development of this property, including Build to Lease, sale of the approved parcel to another builder/developer, or sale of the improved parcel to another builder.

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 4^th quarter of 2023. The Company is scheduled to be heard for final approvals in December of 2024.

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 and operate the development as a land lease rental property.

Properties under Contract to Purchase and in Development

Summary

These new developments which the Company owns or is in contract to purchase represent a significant value in new construction or forward contracts that have been sold. 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.

Mortgages on Properties Held for Development:

	June 30, 2024		December 31, 2023
Edisto Loan Fund, LLC	$	-	$
Lynx Asset Services, LLC		750,000		750,000
Karbar, LLC		-		350,000
Briney Ave LLC		1,879,553		1,900,000
Anchor Loans, LP		2,506,049		2,506,049
AC Development, LLC		326,479		328,479
AVB Development		323,537		323,537
Total mortgages payable		5,785,618		6,158,065
Less current portion		-		-
Long-term portion	$	5,785,618	$	6,158,065

During the six months ended June 30, 2024, a Company controlled by the CEO of the Company settled the mortgage loan with Karbar LLC.

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

Loans payable to related parties is summarized as follows:

	June 30, 2024		December 31, 2023

Loan payable-Rich Pezzullo	$	1,250	$	24,000
Loan payable-Dream Homes, LTD		11,333		122,809
Loans payable to GPIL		701,310		376,410
Other related party loans		83,502		-
Total	$	797,395	$	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:

Schedule of Notes Payable - Others

	June 30, 2024		December 31, 2023

Note payable-Chipman Trust	$	47,500	$	122,500
Note payable-LG Funding		-		15,040
Note payable-Channel Partners		-		99,163
Total	$	47,500	$	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.

On April 24, 2023, the Company issued 4,590,000 restricted common shares for compensation valued at $ 91,800.

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:


	Six months ended
	6/30/24			6/30/23

Expected tax at 21%	$	(181,958	)	$	13,053
State income taxes, net of federal income tax benefit		5,266			-
Non-deductible stock-based compensation		-			19,278
Non-taxable loan forgiveness income		-
Change in valuation allowance/NOL carryforward		176,692			(32,331	)
Provision for (benefit from) income taxes	$	-		$	-

7 - Commitments and Contingencies

Construction Contracts

As of June 30, 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 for a significant period of time. In May of 2020, the rent was increased to $2,500 per month and 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 June 30, 2024 and December 31, 2023, the outstanding principal balance was $921,960 and $921,960, respectively.

8 - Related Party Transactions

Dream Homes Ltd. Allocated payroll

The Company formerly used the services of Dream Homes Ltd. for its personnel operations.

For the three months ended June 30, 2023, the Company’s estimated share of DHL’s gross payroll and payroll taxes were $111,574.

Beginning in 2024, Shore Custom Homes Corp. (SCHC), 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 mortgage outstanding with Briney Avenue LLC in the amount of $1,879,553 was retired on 7/14/24, and has no outstanding balance. Consequently, the adjusted Long-term portion of the Mortgages on Properties Held for Development will be reflected correctly in the Qtr 3 10Q as $3,906,065 instead of $5,785,618.

On July 1, 2024, the Company sold 10 improved building lots in its Berkeley Terrace project to a national builder.

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 June 30, 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

The Company has made the decision to change focus to better accommodate these growing trends. Currently 2 new multi-family developments, which represent a total count of 79 units (of the 367 total units in title or under contract), 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 fourth division of the Company, behind Finished Lots for Sale, custom new homes and renovation/elevation projects.

In addition to the projects which the Company currently has under contract for development, improvement, Build to Lease, and Improved Lots for Sale, there are a number of properties which the Company has the ability to secure, whether through land contract or other types of options. These parcels represent significant additional opportunities for development, improvement, Build to Lease, and Improved Lots for Sale.

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 a greater portion of the revenue. New home development, whether Build to Lease or Finished Lots for Sale has a much greater scalability and growth potential than custom homes or elevation/renovation work. Though the Company has enjoyed stable revenue in the renovation/elevation portion of the company, the new homes division continues to represent a greater percentage of total revenue.

Dream Homes’ operations include the development and sale of a variety of residential communities, including construction of semi-custom homes, single and multi-family homes and new home Build to Lease and Improved Lots for Sale.

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 Build to Lease and Improved Lots for Sale.

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 and six months ended June 30, 2024 and 2023.

STATEMENTS OF OPERATIONS

For the three months ended June 30, 2024 and 2023

(Unaudited)

Revenue:		2024			2023
Construction contracts	$	657,714		$	706,669

Cost of construction contracts		1,139,498			475,304

Gross profit		(481,784	)		231,365

Operating Expenses:
Selling, general and administrative, including stock based compensation of $91,800 and $0, respectively		193,693			242,598
Depreciation expense		-			1,575

Total operating expenses		193,693			244,173

Income (loss) from operations		(675,477	)		(12,808	)

Other income (expenses):
Interest expense		(68,370	)		(25,450	)
Total other income (expenses)		(68,370	)		(25,450	)

Net income (loss) before income taxes		(743,847	)		(38,258	)
Provision for income taxes		-			-

Net income (loss)	$	(743,847	)	$	(38,258	)

Revenues

For the three months ended June 30, 2024 and 2023, revenues were $657,714 and $706,669 respectively.

The decrease in revenue was due to the timing ongoing property development.

Cost of Sales

For the three months ended June 30, 2024 and 2023,, cost of construction contracts were $1,139,498 and $475,304, respectively. The increase is due to the sale of property held for development, and its associated cost in 2024.

Operating Expenses

Operating expenses decreased $50,480 from $244,173 in 2023 to $193,693 in 2024, primarily due to stock based compensation of $91,800 in 2023.

STATEMENTS OF OPERATIONS

For the six months ended June 30, 2024 and 2023

(Unaudited)

Revenue:		2024			2023
Construction contracts	$	2,131,449		$	1,811,135

Cost of construction contracts		2,379,818			1,126,748

Gross profit		(248,369	)		684,387

Operating Expenses:
Selling, general and administrative, including stock based compensation of $91,800 and $0, respectively		525,410			538,032
Depreciation expense		-			3,150

Total operating expenses		525,410			541,182

Income (loss) from operations		(773,779	)		143,205

Other income (expenses):
Interest expense		(87,420	)		(81,047	)
Total other income (expenses)		(87,420	)		(81,047	)

Net income (loss) before income taxes		(861,199	)		62,158
Provision for income taxes		(5,266	)		-

Net income (loss)	$	(866,465	)	$	62,158

Revenues

For the six months ended June 30, 2024 and 2023, revenues were $2,131,449 and $1,811,135 respectively.

The increase in revenue was due to the timing of ongoing property development.

Cost of Sales

For the six months ended June 30, 2024 and 2023,, cost of construction contracts were $2,379,818 and $1,126,748, respectively. The increase is due to the sale of property held for development, and its associated cost in 2024.

Operating Expenses

Operating expenses decreased $15,772 from $541,182 in 2023 to $525,410 in 2024, primarily due to stock based compensation of $91,800 in 2023.

Liquidity and Capital Resources

As of June 30, 2024 and December 31, 2023, our cash balance was $1,868,077 and $2,712,503, respectively, total current assets were $2,452,228 and $3,300,377, respectively, and total current liabilities amounted to $3,433,476 and $3,317,179, respectively, including loans payable to related parties of $447,395 and $523,219, respectively. As of June 30, 2024 and December 31, 2023, the total stockholders’ equity (deficit) was ($128,200) 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, through its Shore Custom Homes Corp. subsidiary, is involved in several minor lawsuits in which it expects to prevail, The Company considers the substance of these claims to be of no merit.

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 is vigorously defending all cases and believes it shall 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.

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.

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
November 4, 2024
	By:	/s/ Vincent Simonelli
		Vincent Simonelli
		Chief Executive Officer and Chief Financial Officer

Dream Homes & Development Corp. 10-Q