Curtis Mathes Corp (CMCZ)

[garrox]

A Florida Corporation [phone]
For the Three Months Ended March 31, 2021
Prepared in accordance with OTC Pink Basic Disclosure Guidelines

TABLE OF CONTENTS
Page
Forward Looking Statements 3
Organizational Structure 3
Business Development 3
Management 3
Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020 5
Consolidated Statements of Operations for the Three Months Ended March 31, 2021 and 2020 6
Consolidated Statement of Stockholders’ Equity for the Three Months Ended March 31, 2021 and 2020 7
Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2021 and 2020 8
Notes to the Consolidated Financial Statements 9
OTC Pink Basic Disclosures 13
Signatures 19

Forward Looking Statements
This Company Profile contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Statements made herein that may be considered forward-looking include statements incorporating terms such as "expects," "believes," "intends," "anticipates" and similar terms that relate to future events, performance, or results of the Company, including, without limitation, statements made regarding the forecast for various Original Equipment Manufacturer (OEM) market contracts and expected future results. Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from management's present expectations or projections. These risks and uncertainties include, but are not limited to, customer and supplier relationships; prices; competition; ability to realize anticipated benefits from initiatives taken; market demand; litigation and other liabilities; and economic, political, governmental, and technological factors affecting the Company's operations, tax rate, markets, products, services, and prices, among others.
Organizational Structure
Curtis Mathes Corp. f/k/a Light Engine Design Corp. (OTC: CMCZ) has acquired Curtis Mathes, Inc. Current operating subsidiaries are Curtis Mathes Grow Lights, Inc., formerly Tall Trees LED Company, Curtis Mathes Therapeutics, Inc. formerly Curtis Mathes, Inc., and Curtis Mathes International LLC as wholly-owned subsidiaries. The primary business focus for Curtis Mathes Corp. (CMCZ) is the research, development, manufacturing, and sales of what the Company believes to be groundbreaking Solid-State Lighting (SSL). The Company expects to apply these technologies to Light Emitting Diodes (LEDs), lasers, and other light sources, for use in the general indoor and outdoor lighting, horticultural and other frequency-specific lighting markets.
Business Development
The Company has shifted its’ focus to the horticultural lighting and lighting therapy markets.
Management
Paul O. Williams – Chairman/CEO/CFO/Director
• Chairman and/or CFO for several high value, high visibility organizations
• Served 5 years on the Board of the Texas Economic Development Council, Austin, Texas
• Formerly served on the Board for the Frisco, TX Chamber of Commerce for 12 years
• Former Chairman of the Board, Frisco, TX Chamber of Commerce
• Graduate, Austin College in Sherman, double-major in Economics and Business Administration, minor in Political Science
• Graduate, Institute of Organization Management, Washington, DC
Robert (Bob) Manes – Vice Chairman/President/COO/Director/Founder
• Previous owner, Tall Trees LED Company
• Solid-State lighting designer
• 30-year business veteran
• 19 years in Solid-State Lighting (SSL)
• BS in Computer Management Information Systems, minor in Aviation
• Master of Business Administration (MBA)
Dr. Zacariah (Zac) Hildenbrand, Ph.D. – Chief Scientific Officer/Director
• Ph.D. in Biochemistry
• Doctoral research focused on the molecular architecture involved in hormone-dependent cancers.
• Post-doctoral research fellow at the University of Texas Southwestern Medical Center in Dallas
• Contributed to the development of a novel therapy for the treatment of chronic myeloid leukemia; a blood-borne cancer that
afflicts children
• Nominated for the Humanity in Science Award
3

Eric C. Hill – Chief Legal Officer/Secretary/Director
• Texas attorney, focusing on business and real estate transactions.
• Has conceptualized, organized and capitalized numerous business ventures, using a variety of financial platforms, from
syndications to venture capital to angel funding.
• Attended Baylor University and Baylor University School Law, earning his BBA for economics and international business in
1993, and his law degree in 1996.
• Eric has served on a number of charitable boards and enjoys working with non-profit organizations that benefit children or at-
risk juveniles.
4

CURTIS MATHES CORP. UNAUDITED CONSOLIDATED BALANCE SHEETS
ASSETS
Current Assets
Cash $ Accounts receivable
Prepaid expenses
Inventory
Total Current Assets
Customer financing agreements Intangible assets
Goodwill
Total Assets $
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses $ Notes payable
Notes payable – related party
Total Current Liabilities
Long Term Liabilities Long Term notes payable
Total Liabilities
Commitments and Contingencies
Stockholders' Equity
Common stock - 150,000,000 shares authorized having a par value of $.001 per share; 105,672,622 shares issued and outstanding as of March 31, 2021 and December 31, 2020
Additional paid-in capital
Accumulated deficit
Total Stockholders' Equity
Total Liabilities and Stockholders' Equity $
March 31, 2021
9,522 750,000 870,314 1,799,126
262,913 6,103 182,484 451,500
150,000 601,500
-
105,673 2,482,800 (1,390,847) 1,197,626 1,799,126
$
$ $
December 31, 2020
351,415 3,800 23,121 12,687 391,023
- 750,000 870,314 2,011,337
294,664 16,103 182,484 493,251
150,000 643,251
-
105,673 2,482,800 (1,220,387) 1,368,086 2,011,337
134,822 1,027 19,621 13,820
169,290
$
The accompanying notes are an integral part of these consolidated financial statements.
CURTIS MATHES CORP.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS 5

Revenue
Cost of Goods Sold Gross Profit (Loss)
Operating Expenses:
General administrative Marketing and promotion Professional and consulting fees
Total operating expenses
Loss from operations
Other Income (Expense)
Interest income Interest expense
Total other income (expense)
Net Loss Before Income Taxes
Income tax
Loss After Income Taxes
Weighted Average Number of Common Shares Outstanding – Basic and Diluted Loss per Common Share – Basic and Diluted
$
2021
110,295 6,538
100 - 100
(170,460) - (170,460) 105,672,622
(0.00)
$
2020
30,917 128,376 (97,459)
102,788 21,343 291,702 415,833
(513,292)
265 (6,367) (6,102)
(519,394) - (519,394) 104,672,622
(0.00)
Three Months Ended March 31,
34,262 17,020
17,242
70,969
187,802 (170,560)
$ $
$ $
The accompanying notes are an integral part of these consolidated financial statements.
CURTIS MATHES CORP.
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
6
Additional

Common Stock Paid-in Accumulated
Shares Amount Capital Deficit Total
Balance at December 31, 2019
Net loss
Balance at March 31, 2020 Balance at December 31, 2020 Net loss
Balance at March 31, 2021
104,672,622 $ -
104,672,622 $ 105,672,622 $
- 105,672,622 $
104,673 $ -
104,673 $ 105,673 $
- 105,673 $
2,288,800 $ -
2,288,800 $ 2,482,800 $
- 2,482,800 $
(1,449,600) $ (519,394)
(1,968,994) $ (1,220,387) $
(170,460) (1,390,847) $
943,873 (519,394) 424,479 1,368,086 (170,460) 1,197,626
The accompanying notes are an integral part of these consolidated financial statements.
7

CURTIS MATHES CORP.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
Prepaid expenses
Accounts receivable
Inventory (1,133)
Customer financing agreements Accounts payable and accrued expenses Unearned revenue
Net Cash (Used in) Provided by Operating Activities
Net Cash Provided by Investing Activities
Cash Flows From Financing Activities
Payments of notes payable
Payments of advances
Payments of notes payable – related party
Net Cash Used in Financing Activities
Net (Decrease) Increase In Cash Cash, Beginning of Period Cash, End of Period
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest
Cash paid for income taxes
$
$ $
(9,522) (31,751) - (206,593)
-
(10,000) - - (10,000)
(216,593) 351,415 134,822
- -
$
$ $
Three Months Ended March 31,
Cash Flows From Operating Activities
Net loss
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment Changes in operating assets and liabilities:
2021
2020
(519,394) 95
(812,706) (1,862) 99,002
(150,672) 4,082,005 2,696,468
-
(137,040) (10,000) (60,856)
(207,896)
2,488,572 8,319 2,496,891
406,457 -
$
(170,460) - 3,500
$
2,773
The accompanying notes are an integral part of these consolidated financial statements.
8

CURTIS MATHES CORP.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2021
NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION
Curtis Mathes Corp. f/k/a Light Engine Design Corp. (the “Company”) was incorporated under the name Mortgage Acquisition Group, Inc. in the State of Florida on July 7, 1997. On December 2, 2016, the Company changed its name from Tall Trees LED Company, Inc. to Light Engine Design Corp. On November 4, 2016, the Company completed the acquisition of Tall Trees LED Company (“Tall Trees”) through the issuance of 15,292,500 shares of the Company’s common stock. In conjunction with the acquisition, Robert Manes, the majority owner of Tall Trees, exchanged his ownership for 15,000,000 shares of the Company’s common stock and was appointed Chief Executive Officer, Chief Operating Officer and Chairman, and Kevin Stone, the sole owner of DLP, exchanged his ownership for 15,000,000 shares of the Company’s common stock and was appointed President, Chief Technology Officer and Director. Effective May 20, 2019, the Company acquired Curtis Mathes, Inc. and Curtis Mathes International, LLC as wholly-owned subsidiaries. The Company facilitates research and development, and manufacture of products for the solid-state lighting industries. Both acquired companies are wholly-owned subsidiaries and are consolidated in these financial statements using the equity method of accounting.
March 18, 2020 Tall Trees LED Company changed its name to Curtis Mathes Grow Lights, Inc. June 23, 2020 Curtis Mathes, Inc. changed its name to Curtis Mathes Therapeutics, Inc.
September 25, 2020, The Company changed its name from Light Engine Design Corp to Curtis Mathes Corporation and requested a ticker symbol change. On June 3, 2021, the Company received approval from FINRA for its new ticker symbol CMCZ.
The Company’s principal business is to provide Light Emitting Diode (LED) lighting for frequency-specific applications, such as horticulture, phototherapy, and light-delivery and spectrum-sensitive functions, such as wildlife preservation and light pollution reduction.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and accompanying notes. Such estimates include, but are not limited to, allowance for doubtful accounts and valuations of intangible assets, among others. Actual results could differ from those estimates.
Concentrations and credit risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and accounts receivable. The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The cash balance may at times may exceed federally insured limits. Management believes the financial risk associated with these balances is minimal and has not experienced any losses to date. At March 31, 2021 the company did not have cash balances in excess of FDIC limits. At December 31, 2020, the Company had cash balances in excess of FDIC insured limits of $83,043.
Risk and Uncertainties
The Company operates in an industry that is subject to rapid change and intense competition. The Company’s operations are subject to significant risk and uncertainties including financial, operational, technological, regulatory and other risks, including the potential risk of business failure.
Cash and Cash Equivalents
9

The Company considers all highly liquid investments purchased with an original maturity of three months or less at the date of purchase and money market accounts to be cash equivalents. As of March 31, 2021 and December 31, 2020, the Company had no cash equivalents and all cash amounts consisted of cash on deposit.
Accounts Receivable
Receivables are stated at the amount the Company expects to collect. The Company considers the following factors when evaluating the collectability of specific receivable balances: creditworthiness of the debtor, past transaction history with the debtor, current economic industry trends, and changes in debtor payment terms. If the financial condition of the Company’s debtors were to deteriorate, adversely affecting their ability to make payments, additional allowances would be required.
The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. Changes to the allowance for doubtful accounts made as a result of management’s determination regarding the ultimate collectability of such accounts are recognized as a charge to the Company’s earnings. Specific receivable balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to the receivable.
At March 31, 2021 and December 31, 2020, the Company has determined that all receivable balances are fully collectible and, accordingly, no allowance for doubtful accounts has been recorded.
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consist of various payments that the Company has made in advance for goods or services to be received in the future. Prepaid expenses include service contracts and taxes paid in advance, deposits on facilities.
Revenue Recognition
The Company currently generates revenue through the sale of its LED lighting solutions. Revenue is recognized when all of the following criteria are met:
• Persuasive evidence of an arrangement exists. Evidence of an arrangement consists of an order from the Company’s distributors, resellers or customers.
• Delivery has occurred. Delivery is deemed to have occurred when title and risk of loss has transferred, either upon shipment of products to customers or upon delivery.
• The fee is fixed or determinable. The Company assesses whether the fee is fixed or determinable based on the terms associated with the transaction.
• Collection is reasonably assured. The Company assesses collectability based on credit analysis and payment history.
Any revenue received that does not yet meet the above recognition standards is recorded to unearned revenue, and held as a liability
until recognition occurs.
Impairment of Long-Lived Assets
The Company reviews long-lived assets, at least annually, to determine if impairment has occurred and whether the economic benefit of the asset (fair value of assets to be used and fair value less disposal cost for assets to be disposed of) is expected to be less than the carrying value. Triggering events, which signal further analysis, consist of a significant decrease in the asset's market value, a substantial change in the use of an asset, a significant physical change in the asset, a significant change in the legal or business climate that could affect the asset, an accumulation of costs significantly in excess of the amount originally expected to acquire or construct the asset, or a history of losses that imply continued loss associated with assets used to generate revenue.
Income Taxes
Income taxes are provided in accordance with ASC 740 Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
10

Provision for income taxes consists of federal and state income taxes in the United States. Due to the uncertainty as to the realization of benefits from our deferred tax assets, including net operating loss carry-forwards and other tax credits, we have a full valuation allowance reserved against such assets. We expect to maintain this full valuation allowance at least in the near term.
The Company records interest and penalties related to unrecognized tax benefits in income tax expense. There were no interest or penalties related to unrecognized tax benefits for three months ended March 31, 2021 or the year ended December 31, 2020.
Fair Value of Financial Instruments
The fair values of the Company’s assets and liabilities that qualify as financial instruments under FASB ASC Topic 825, “Financial Instruments,” approximate their carrying amounts presented in the accompanying financial statements at March 31, 2021 and December 31, 2020.
Loss Contingencies
The Company recognizes contingent losses that are both probable and estimable. In this context, the Company defines probability as circumstances under which events are likely to occur. In regard to legal costs, we record such costs as incurred.
Earnings per Share Policy
The basic computation of loss per share is based on the weighted average number of shares outstanding during the period presented in accordance with ASC 260, "Earnings Per Share”. The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the period plus the common stock equivalents which would arise from the exercise of stock options and warrants outstanding using the treasury stock method and the average market price per share during the period. Common stock equivalents are not included in the diluted earnings per share calculation when their effect is antidilutive.
Recent Accounting Pronouncements
Management believes the impact of recently issued standards and updates, which are not yet effective, will not have a material impact on the Company’s financial position, results of operations or cash flows upon adoption.
NOTE 3 – LIQUIDITY/GOING CONCERN
The Company has accumulated losses of $1,390,847, including non-cash expenses, and has sustained negative cash flows from operating activities since its acquisition of Tall Trees LED Company and Curtis Mathes, Inc. This factor raises substantial doubt about the Company’s ability to continue as a going concern.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. Management plans to (i) raise additional capital to fund continued operations of the Company and (ii) generate profits from operations beginning in the second half of 2021.
In the event the Company does not generate sufficient funds from revenues or financing through the issuance of its common stock or from debt financing, the Company will be unable to fully implement its business plan and pay its obligations as they become due, any of which circumstances would have a material adverse effect on its business prospects, financial condition, and results of operations. The accompanying financial statements do not include any adjustments that might be required should the Company be unable to recover the value of its assets or satisfy its liabilities.
NOTE 4 – STOCKHOLDERS’ DEFICIT
The total number of common shares authorized that may be issued by the Company is 150,000,000 shares with a par value of $0.001 per share. As of March 31, 2021 and December 31, 2020 there were 105,672,622 shares of Common Stock issued and outstanding.
11

NOTE 5 – EARNINGS (LOSS) PER SHARE
Net earnings (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of shares of common stock outstanding during each period. Diluted earnings (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during each period.
Since the Company reflected a net loss for the three months ended March 31, 2021 and 2020, respectively, the effect of considering any common stock equivalents, if exercisable, would have been anti-dilutive. Therefore, a separate computation of diluted earnings (loss) per share is not presented.
The Company has the following common stock equivalents as of March 31, 2021 and December 31, 2020:
As of March 31, 2021
Options (exercise price $0.06/share) 100,000
As of December 31, 2020
100,000
NOTE 6 – RELATED PARTY TRANSACTIONS
Notes payable – related party
As of March 31, 2021 and December 31, 2020, the Company has a note payable in the amount of $182,484 to Eric Hill, the Company’s Chief Legal Officer, Secretary & Director, for moneys advanced to Curtis Mathes prior to its acquisition by the Company. The note is non-interest bearing and payable upon demand, although Mr. Hill has orally indicated he would not call the balance until a time convenient for the Company.
NOTE 7 – SUBSEQUENT EVENTS
We have evaluated all events that occurred after the balance sheet date through the date when our financial statements were issued to determine if they must be reported. Management has determined that other than that disclosed below, there are no events requiring disclosure.
Stock Ticker Change
On June 3, 2021, the Company received approval from FINRA for its change of ticker symbol from TLED to CMCZ
12

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines Curtis Mathes Corp.
2770 Main St. #130
Frisco, TX 75033 855.998.7337 http://www.curtismathes.com [e-mail]
SIC Code: 3648 – Lighting Equipment
Quarterly Report
For the Period Ending: March 31, 2021 (the “Reporting Period”)
105,672,622
As of December 31, 2020, the number of shares outstanding of our Common Stock was: 105,172,622
As of March 31, 2021, the number of shares outstanding of our Common Stock was: 105,672,622
Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2
of the Exchange Act of 1934):
Yes: ? No:?
Indicate by check mark whether the company’s shell status has changed since the previous reporting period:
Yes: ? No:?
Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period: Yes: ? No:?
ITEM1: Nameoftheissueranditspredecessors(ifany)
1 “Change in Control” shall mean any events resulting in:
(i) Any “person” (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the “beneficial owner” (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company’s then outstanding voting securities;
(ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company’s assets;
(iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.
As of August 4, 2021,
the number of shares outstanding of our Common Stock was:
13

Curtis Mathes Corp. (the “Company”) was incorporated in the State of Florida on July 7, 1997 and is currently in good standing in all states in which it operates. A listing of all previous names used by the Company is as follows:
Curtis Mathes Corp.
Light Engine Design Corp.
Tall Trees LED Company, Inc.
Business Continuity Solutions, Inc.
Extreme Sports Marketing, Inc.
Exosphere Aircraft Company, Inc.
MMA World Holdings, Inc.
Exosphere Aircraft Company, Inc.
American Lending & Acquisition Group, Inc. Mortgage Acquisition Group, Inc.
June 3, 2021 - Present
December 2, 2016 – June 2, 2021 August 16, 2016 - December 2, 2016 June 23, 2013 – August 16, 2016
April 3, 2009 – June 23, 2013
December 15, 2008 – April 3, 2009 September 24, 2008 - December 15, 2008 May 17, 2006 – September 24, 2008 March 16, 1998 – May 17, 2006
July 7, 1997 – March 16, 1998
Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years? Yes: ? No:?
ITEM 2: Security Information
Trading symbol: CMCZ
Exact title and class of securities outstanding: Common Stock CUSIP: 231468109
Par or Stated Value: $0.001
Totalsharesauthorized: 150,000,000asof:August4,2021
Total shares outstanding: 105,672,622 as of: August 4, 2021
Number of shares in the Public Float: 9,786,632 as of: August 4, 2021 Total number of shareholders of record: 346* as of: August 4, 2021
*shareholder of record may not include all shares held in “street name”
Transfer Agent
Securities Transfer Corporation 2901 N Dallas Parkway
Plano, TX 75093
Phone: [phone]
Is the Transfer Agent registered under the Exchange Act? Yes:?
No: ?
Therearenorestrictionsonthetransferofthesecurityotherthanthoseimposedon certificatedsharesbearingrestrictivelegends.
There have not been any trading suspension orders issued by the SEC in the past 12 months.
ITEM 3: Issuance History
On May 20, 2019, the Company issued an aggregate 47,158,501 shares of the Company’s common stock in conjunction with its
acquisition of Curtis Mathes, Inc.
On May 21, 2019, the Company issued an aggregate 4,000,000 shares of the Company’s common stock to two of the newest Board members for services rendered. The Company booked a compensation expense in the amount of $100,000.
On August 27, 2020, the Company issued an aggregate 500,000 shares of the Company’s common stock to a contractor for services rendered. The Company booked a compensation expense in the amount of $50,000.
On November 4, 2020, the Company issued an aggregate 500,000 shares of the Company’s common stock to a contractor for services rendered. The Company booked a compensation expense in the amount of $145,000.
ITEM 3A: Changes to the Number of Outstanding Shares
14

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ?
Shares Outstanding as of Second Most Recent
Fiscal Year End:
Date: December 31, 2018 Common: 53,514,121
Opening Balance
Date of Transaction
Transaction type (e.g. new issuance, cancellation, shares returned to treasury)
Number of Shares Issued (or cancelled)
Class of Securities
Value of shares issued ($/per share) at Issuance
Were the shares issued at a discount to market price at the time of issuance? (Yes/No)
Individual/ Entity Shares were issued to (entities must have individual with voting / investment control disclosed).
Reason for share issuance (e.g. for cash or debt conversion) - OR- Nature of Services Provided
Restricted or Unrestricte d as of this filing.
Exemption or Registratio n Type.
5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019 5/20/2019
New 1 New 250,000 New 19,482 New 15,719 New 25,000 New 11,525 New 60,902 New 103,515 New 2,420,000 New 150,000 New 25,000 New 100,000 New 2,007,274 New 1 New 250,000 New 6,666,667 New 1,335,003 New 84,065 New 250,000 New 50,000 New 100,000 New 2,420,000 New 143,377 New 142,664 New 142,664 New 174,353 New 78,590 New 67,495 New 2,520,208 New 227,126 New 100,000 New 100,000 New 11,525 New 81,394 New 11,526 New 67,495 New 200,000 New 34,990 New 227,154 New 2,420,000 New 227,839 New 2,100,000 New 134,989 New 6,216,667 New 2,220,000 New 50,000 New 150,000 New 300,000 New 7,722,375
Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common Common
0.03 No 6,250.00 No 487.05 No 392.98 No 625.00 No 288.13 No 1,522.55 No 2,587.88 No 60,500.00 No 3,750.00 No 625.00 No 2,500.00 No 50,181.85 No 0.03 No 6,250.00 No 166,666.68 No 33,375.08 No 2,101.63 No 6,250.00 No 1,250.00 No 2,500.00 No 60,500.00 No 3,584.43 No 3,566.60 No 3,566.60 No 4,358.83 No 1,964.75 No 1,687.38 No 63,005.20 No 5,678.15 No 2,500.00 No 2,500.00 No 288.13 No 2,034.85 No 288.15 No 1,687.38 No 5,000.00 No 874.75 No 5,678.85 No 60,500.00 No 5,695.98 No 52,500.00 No 3,374.73 No 155,416.68 No 55,500.00 No 1,250.00 No 3,750.00 No 7,500.00 No 193,059.38 No
Aidan B. Chester Barbara E. Chester Barry Wallace Brian Schied Cameron Pierce Cara Hoover
Carol Hoover
Carol M. Hoover
Christopher Scott Chester David A. Boden
Denise Kathleen Pierce Dennis Seaman
Derek Holland
Dermot O. Chester
Diane R. Tackett
Equity Trust, ERIC C HILL
Eric Hill
Gary Herman
Helen C. Kupke
Janet Nesbitt-Morrill
Jason A. Kupke
Jason Bradley Chester
Jason Keefer
Jeffrey A. Polachek
Jim Milam
Jim Renaud
John Edward Casto
Johnny E. Moore
Joseph Kupke
Joseph Perkins
Joshua D. Otero
Julia A. Kupke
Kayla Hoover
Ketan D. Wadhwa
Kyle and Kelley Hoover
Larry Moore
Leslie Ann Reid
Mark Evangelist
Matt Ebersole
Michael Eugene Chester II Michael Martini
Michael Piazza
Michael R. Moore, Sr.
Paul O. Williams
Pennie Lisha Walters Raymond Parr
Ready Mortgage Corporation Rebecca Chalfant Williams Rene Gamez
Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition
Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A
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5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/20/2019 New 5/21/2019 New 5/21/2019 New 8/27/2020 New 11/4/2020 New
18,216 Common 100,000 Common 142,664 Common
2,420,000 Common 35,238 Common 50,000 Common
206,024 Common 143,349 Common 120,564 Common 274,112 Common 171,805 Common 840,353 Common 100,000 Common 100,000 Common 137,926 Common
15,716 Common
65,949 Common 2,000,000 Common 2,000,000 Common
500,000 Common 500,000 Common
455.40 No 2,500.00 No 3,566.60 No
60,500.00 No 880.95 No 1,250.00 No 5,150.60 No 3,583.73 No 3,014.10 No 6,852.80 No 4,295.13 No 21,008.83 No 2,500.00 No 2,500.00 No 3,448.15 No 392.90 No 1,648.73 No 50,000.00 No 50,000.00 No 50,000 No 145,000 No
Ronald L. Green
Ryan D. Otero
Ryan Jensen
Ryan Sean Chester Sandra K. Hayes
Sandy and Doug Smith Sanford Survivor's Trust Sean D. Kelly
Shirley Yin-Piazza IRA
Texas Cartage Warehouse, Inc. Therese Kreig Crane
Thomas Ferguson
Tina and Bobby Crawford
Todd Holman
Tom & Mary-Ann Ferguson Trust Tom Roberson
Wolverine Maize & Blue Holdings Zacariah Hildenbrand
Carista Hill
Youngs Marsh Limited
C&S Advisors Inc.
Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Business Acquisition Director Fees Director Fees Consulting Consulting
Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A Restricted N/A
Shares Outstanding on Date of This Report:
Ending Balance
Date March 31, 2021 Common: 105,672,622
ITEM 3B: Debt Securities, Including Promissory and Convertible Notes
Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ?
Date of Note Issuance
Outstanding Balance ($)
Principal Amount at Issuance ($)
Interest Accrued ($)
Maturity Date
Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares)
Name of Noteholder (entities must have individual with voting / investment control disclosed).
Reason for Issuance (e.g. Loan, Services, etc.)
8/31/2015 16,103 10,000 6,103 N/A 5/20/2019 243,340 182,484 - N/A
(1) See Item 7: Officers, Directors and Control Persons for voting control disclosures
ITEM 4: Financial Statements - Unaudited
A. The following financial statements were prepared in accordance with: ?U.S. GAAP
N/A N/A
Karen Sems Eric Hill(1)
Loan
Previous advances converted into a note
? IFRS
B. The financial statements for this reporting period were prepared by (name of individual)2:
Name: Chris Kohler Consulting, Inc.
Title: Accountant
Relationship to Issuer: Contract Accountant
The issuer is providing the following financial statements:
2 The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS by persons with sufficient financial skills.
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C. Unaudited Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020;
D. Unaudited Consolidated Statements of Operations for the three months ended March 31, 2021 and 2020;
E. Unaudited Statement of Stockholders’ Equity (Deficit) for the three months ended March 31, 2021 and 2020; F. Unaudited Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020;
G. Notes to the unaudited financial statements.
ITEM 5: Business, Products and Services
The purpose of this section is to provide a clear description of the issuer’s current operations. In answering this item, please include the following:
A. Summarize the issuer’s business operations (If the issuer does not have current operations, state “no operations”)
B. Describe any subsidiaries, parents, or affiliated companies, if applicable, and a description of such entity’s business, contact information for the business, officers, directors, managers or control persons. Subsidiary information may be included by reference
Based in Frisco, TX, the Company’s and all associated subsidiaries’ principal business is to provide Light Emitting Diode (LED) lighting for frequency-specific applications, such as horticulture, phototherapy, and light-delivery and spectrum-sensitive functions, such as wildlife preservation and light pollution reduction.
The Company and its subsidiaries consist of the following entities, which have been consolidated in the accompanying financial statements:
• Curtis Mathes Grow Lights, Inc. formerly Tall Trees LED Company
• Curtis Mathes Therapeutics, Inc. formerly Curtis Mathes, Inc.
• Curtis Mathes International, LLC (Subsidiary of Curtis Mathes Therapeutics, Inc.)
C. Describe the issuers’ principal products or services, and their markets LED lighting solutions for US markets as well as markets abroad
ITEM 6: Facilities
The Company currently leases shared office space in Frisco, TX under a monthly lease agreement at a flat monthly amount of $746. This lease may be terminated at any time upon 60-day notice to the Lessee.
The Company currently leases warehouse space in Raleigh, NC under a twelve-month lease agreement at a flat monthly amount of $3,500. This lease may be extended for an additional one-year period at the end of the lease.
ITEM 7: Company Insiders (Officers, Directors and Control Persons)
Name of Officer/Director or Control Person
Paul Williams Robert Manes
Zacariah Hildenbrand Eric Hill
Total Directors and Officers
Affiliation with Company (e.g. Officer/Director/Owner of more than 5%)
Chief Executive Officer, Chief Financial Officer, Chairman of the Board and significant shareholder
President, Chief Operating Officer, Vice Chairman, Director and significant shareholder
Chief Scientific Officer and Director
Chief Legal Officer, Director and significant shareholder
Residential Address (City / State Only)(1)
Frisco, TX Frisco, TX
Frisco, TX Frisco, TX
Number of shares owned
22,466,667
16,250,000
2,550,000 8,001,670
49,268,337
Share type/class
Common Common
Common Common
Ownership Percentage of Class Outstanding(2)
21.3%
15.4%
2.4% 7.6%
46.6%
(1) The address for each named
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executive officer and director is the same address as the Company
(2) Based on 105,672,622 shares of common stock outstanding as of August 4, 2021
ITEM 8: Legal/Disciplinary History
A. Please identify whether any of the persons listed above have, in the past 10 years, been the subject of:
1. A conviction in a criminal proceeding or named as a defendant in a pending criminal proceeding (excluding traffic violations and other minor offenses);
No
2. The entry of an order, judgment, or decree, not subsequently reversed, suspended or vacated, by a court of competent jurisdiction that permanently or temporarily enjoined, barred, suspended or otherwise limited such person’s involvement in any type of business, securities, commodities, or banking activities;
No
3. A finding or judgment by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission, the Commodity Futures Trading Commission, or a state securities regulator of a violation of federal or state securities or commodities law, which finding or judgment has not been reversed, suspended, or vacated; or
No
4. The entry of an order by a self-regulatory organization that permanently or temporarily barred, suspended, or otherwise limited such person’s involvement in any type of business or securities activities.
No
B. Describe briefly any material pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the issuer or any of its subsidiaries is a party or of which any of their property is the subject. Include the name of the court or agency in which the proceedings are pending, the date instituted, the principal parties thereto, a description of the factual basis alleged to underlie the proceeding and the relief sought. Include similar information as to any such proceedings known to be contemplated by governmental authorities.
No
ITEM 9: Other Beneficial Owners
Affiliation with Company (e.g. Name of Beneficial Owner Officer/Director/Owner of more
than 5%)
Rene Gamez Significant Shareholder
Residential Address (City / State Only)(1)
Houston, TX
Number of shares owned
7,722,375
Share type/class
Common
Ownership Percentage of Class Outstanding(1)
7.3%
(1) Based on 105,672,622 shares of common stock outstanding as of August 4, 2021
ITEM 10: Third Party Providers
Legal Counsel
Michael Littman
PO Box 1839
Arvada, CO 80001 Phone [phone]
Brian Higley
Business Legal Advisors, LLC 3889 W Coastal Dune Dr South Jordan, UT, 84009-4715 Phone [phone]
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