George Kirikos uncovered two six figure domain name sales and a large .Club domain name sale. The domain names were acquired by a company called Farmhouse, Inc. The company trades under the OTCMKTS ticker symbol FMHS, and the domain name acquisitions were reported in the company’s S-1 filing with the US Securities & Exchange Commission.
FarmHouse reportedly acquired Extract.com for $300,000, Blunt.com for $125,000, and Weed.Club for $30,000. Here’s George’s tweet from this morning:
Blunt(.)com & Extract(.)com domains acquired for $125,000 & $300,000 respectively by FarmHouse, according to page 53 of the SEC filing at:https://t.co/gFlALiGgyM
Both domains were paid for in stock of an OTC company, rather than cash, so might not be charted by @DNJournal
— George Kirikos (@GeorgeKirikos) May 16, 2020
Here are the details pertaining to these three domain name acquisitions from the SEC filing:
“During the year ended December 31, 2019, the Company issued 187,500 shares of its common stock valued at $1.60 per share (the current fair market value of the stock as calculated by the last price direct equity was sold by the Company) for the acquisition of the website domain Extract.com. The transaction was valued at $300,000.”
“On March 3, 2020 the Company issued a total of 125,000 shares of common stock to an individual for the purchase of the domain blunt.com. The fair market value of the shares issued was $125,000. The shares were issued under Section 4(2) of the Securities Act of 1933, as amended.”
“During the year ended December 31, 2018, the Company issued 30,000 shares of its common stock valued at $1.00 per share (the current fair market value of the stock as calculated by the last price direct equity was sold by the Company) for the acquisition of the website domain Weed.Club. The transaction was valued at $30,000.”
As George mentioned in his tweet, it appears that the domain names were purchased with stock rather than cash.
It looks like the acquisition of Extract.com was in 2019. If Ron Jackson adds it to the 2019 domain name sales report, it would rank as the 22nd largest sale of the year, tying the sales of Joyride.com and NCC.com.
It looks like the $125,000 sale of Blunt.com occurred this year. If confirmed by Ron, it would rank as the 13th largest sale of the year, tying the sale of Live.Chat.
This gives me hope for my Blunti.com 🙂
Good sales, as always GK does great detective work.
The seller/s got paid in OTC penny stocks … that’s definitely a bad idea … 😀
I was thinking the same thing.
Basically they purchased two valuable domains paying with worthless stocks.
Farmhouse Inc is a former dormant shell company with a long (troubled) history, whose only significant assets are basically those domains: https://backend.otcmarkets.com/otcapi/company/financial-report/247002/content
See also the auditors warning.
Imho it’s a pump-and-dump scheme.
They are profiting from the weed and blockchain craze to purchase assets with worthless stocks, so basically for free, then unloading to the IPO’s investors the very same worthless stocks of a terrible, loss-making business.
Note that “The selling stockholders are selling shares of common stock covered by this Prospectus for their own account. We will not receive any of the proceeds from the resale of these shares. ” That says it all …
Among selling shareholders I see some people well-know in the domain industry, like Andrew Rosener, Monte Cahn, James Booth, who will almost entirely sell their shares in the IPO.
All details can be found here: https://sec.report/Document/0001551163-20-000050/
I wouldn’t buy those shares even under torture …
Forgot to add that also the company CEO, Evan Horowitz, is a known figure in the domain business:
Interestingly, the shares were valued at $1.00 for the purchase of Blunt.com and at $1.60 for the purchase of Extract.com, while the maximum proposed IPO price is $0.75 per share … (with no capital increase).
And all the parties involved already know each other.
Judge by yourself … 😀
Correction: this is a stock offering, not an IPO, since the company is already listed.
I was working on some IPOs as well and I mixed things up … 😀
Oh Andrea. Before you revealed the harsh reality of the situation I was thinking that some penny stocks can be a goldmine, but then the reality of what you said hit and it looks like one big, awful roll of the dice for the seller. I hope that we remember to take a second-look at this deal in 2021 and see what transpired. I really hope that they try and do a legitimate business and the seller comes out ahead.
Among many things …
40 shareholders, representing over 40% of the company share capital, are selling in the stock offering an average of over 92% of their shares, at a max price of $0.75 each.
Check “Item 7. Selling Security Holders”, on page 27-28 of the S-1 form: https://sec.report/Document/0001551163-20-000050/0001551163-20-000050.txt
Not exactly a sign of confidence in the company’s prospects.
The company is listed on the OTC, not on a regulated market, and its shares are highly illiquid, therefore market price is easily manipulable.
Interesting, Andrea. Apparently “Farmhouse Inc.“ was listed as Transnational Financial Network, then changed their name to Revival Inc., and last year changed it again to Farmhouse. (transnational.com is now listed for sale by Media Options)
Well, the company has changed name and business many times … 😀
If I am reading it correctly, the domain sellers can not sell their shares for 90 days after the IPO.
I don’t know if this IPO (OTC) has a short term life. But, when I see this type of prospectus S-1 (sec.gov) It raises caution. Too many “pump and dump” start this way.
But, what really jumped out at me is this information –
Name of Selling Stockholder – Shares Owned Before the Offering – Total Number of Shares to be Offered for the Security Holder’s Account – Total Number of Shares Owned After the Offering is Complete – Percentage of Shares Owned After the Offering is Complete
JEFF HOLMES – 700,000 – 4.76% – 665,000 – 35,000 – 0.24%
BRIAN HOLMES – 700,000 – 4.76% – 665,000 – 35,000 – 0.24%
G REED PETERSEN REVOCABLE TRUST – 660,001 – 4.49% – 560,000 – 100,001 – 0.68%
MONTE S CAHN 2009 REVOCABLE TRUST – 437,944 – 2.98% – 416,046 – 21,898 – 0.15%
ANDREW ROSENER – 232,500 – 1.58% – 220,875 – 11,625 – 0.08%
JAMES MARTYN BOOTH – 125,000 – 0.85% – 118,750 – 6,250 – 0.04%
Except for Janes Booth, the other two sellers’, Monte Cahn’s and Rosener’s, shares don’t match their sales.
Per SEC filings, Rosener sold Extract.com for $300,000, he was paid with 187,500 shares, valued at $1.60 each. WeedClub.com was sold earlier for $30,000, accepting 30,000 shares valued at $1.00 each, while Weed.club was sold for $15,000, accepting 15,000 shares, valued at $1 each. For a grand total of 232,500 shares.
Monte Cahn shares could be related to previous domain transactions or to any other kind of deals or business relations with the company and/or its CEO.
Nice work. Thank you.
I read a little further of the S-1.
The balance sheet and income statement scares the hell out me. (page 61)
For clarity and accuracy, I along with several other domain industry pioneers, invested money into WeedClub / Farmhouse when the company was a start up. I did not sell or trade any domain names for my equity. I / we do believe in the future of the company and the cannabis industry as a whole!
LOL@ “I / we do believe in the future of the company “. Yeah, right … that’s why you are selling 95% of your shares in the stock offering (at a max price of $0.75 per share). Not all people are dumb … 😀
You know, Latins were used to say “Excusatio non petita, accusatio manifesta” … (google it if you don’t know Latin)