Last month, Home Solutions of America (NASDAQ:HSOA) rocked the world with rapid-fire news that it had entered into two $100 million dollar construction contracts — the largest in its history – one in Tampa and one in New York.The bloom quickly came off the rose as HSOA scrambled to “correct” the New York story – on June 11, it had to re-write history – excising counterparty “SD Consulting” out of the picture because of the revelation that its principal was David Goldwasser, a recently released felon convicted of financial fraud. HSOA inserted “Blue Diamond Group” as the counterparty in the story.Last week, Citron Research suggested that the Tampa project was likely a related party transaction, arranged with a Jeff Craft, an employee of Fireline Restoration, a subsidiary of HSOA. Meanwhile, the status of the New York project, contracted from Blue Diamond, has remained unclear, especially as to its ability to finance or fund a “$100 million dollar contract”.
In the interest of bringing further clarity to this, Citron Research reports that state business filings raise significant questions as to whether Blue Diamond itself is a related party to Fireline, and thus to HSOA.
At www.sunbiz.org/search.html , look up “Blue Diamond Ventures LLC”. On June 6, just days after the New York contract announcement, and before the June 11 “correction” naming Blue Diamond as the counterparty, Richard Holowchak filed as a Florida Limited Liability entity. The listed manager is Tom Davis of Tampa Fl.
The problem is, Tom Davis is the Vice President of Fireline Restoration. http://www.firelinerestoration.com/meet_the_team.htm .
So the question remains – is Blue Diamond a related party to HSOA? The June 11 PR stated that someone hired them and agreed to pay them $100 million – presumably an outside party committing to buy and pay for $100 million in construction services. If the parties are in fact related, the press release is false.
While Fireline still does not appear to be a licensed contractor in New York, Blue Diamond Ventures LLC filed as a Florida Foreign Limited Liability Corp – on July 2, 2007.
Is history still being rewritten?
Is this project an arms-length contract or a joint venture propped up by HSOA’s own employees?
Just because there’s a jobsite, it does not mean that HSOA has earned a contracted right to receive two $100 million dollar payments from outside parties with the ability to pay them. If these bona fide contracts do not exist, the PR’s announcing them are false.
How long will Tom Davis remain on the Fireline website? Will he be the third name to disappear?
Citron Research continues to believe HSOA is a house of cards propped up on cashless earnings and mounting receivables.
It is now close to a month and a half after Home Solutions announced the $100 million contract in Tampa and we have finally made some progress in finding out what we believe to be the mystery project. After 6 weeks of searching up and down all over Hillsborough County for what might be this 600,000 square foot project, Citron believes we have finally found it. It seems to fit much of the criteria of what has been described to the public.
It is the belief of Citron Research that the Hillsborough project is attempting to be built (as they don’t have permits) on a 9 acre parcel of land in Gibsonton, Florida. The developer is currently in negotiation with the county in an attempt to get the land rezoned. We believe that the land is being developed by the local real estate development firm of Craftmar Construction and Development. Here is some local reading on Craftmar’s attempt to get zoning for the project.
Yet, there is one problem. As Brian Marshall is telling the investing community, “We are pleased to have been selected for another major construction management project”, he fails to mention…that he owns Craftmar Construction along with Fireline employee Jeff Craft.
Furthermore, in what appears to be a last minute attempt to rewrite history, Jeff Craft has recently been taken off the Fireline website in the past month. It has been so recent, that Google still has the cached version of him on the site.
This is the second time Fireline has had to resort to rewriting history to remove an important person from the Fireline team – Brian Marshall’s brother Roy Marshall had to be expunged from the Fireline site, too. We are left to guess if it was because of his troubling past regarding consumer fraud.
The company never filed an 8-K with the SEC regarding the project.
If the contract does not exist, all investors also must question the mystery receivables.
Citron believes this is all a major SEC 10b-5 violation. The rule prohibits any act or omission resulting in fraud or deceit in connection with the purchase or sale of any security. Omission is key here as the company continues to omit all relevant information to shareholders.
Citron Research believes the problems at Home Solutions extend way beyond this Tampa Project. We still do not know who is paying them $100 million in New York and for what reason they are paying them. We still do not know who owes the receivables and are left staring at the auditors’ comment about not being able to match receivables to invoices. Most importantly there is no definitive vision for the future of the company as they seem to lack cash and a steady workflow of projects that they can actually collect money from.
Most of all, we do not understand how investors are not appalled at the outrageous SG&A expenses of Home Solutions that topped $9 million last quarter while the company continues to deliver cashless earnings. According to management and Sanders Morris we are supposed to believe the company on their word and because we have faith……faith is for religion, not for investing.