XML 121 R10.htm IDEA: XBRL DOCUMENT

BUSINESS OVERVIEW

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

BUSINESS OVERVIEW

NOTE 1 － BUSINESS OVERVIEW

HomesToLife Ltd (“HTLM” or the “Company”) was incorporated in the Cayman Islands with limited liability under the Companies Act on February 16, 2024.

The Company, through its subsidiaries, is principally engaged in the sale and distribution of leather upholstered furniture, such as, sofas, armchairs, recliners, and related accessories, with its unique design and craftmanship, throughout a network of retail stores under the brand name of “HomesToLife” in Singapore.

Description of subsidiaries incorporated and controlled by the Company:

Name			Background		Ownership

HomesToLife International Pte. Ltd. (“HIPL”)		●	Singaporean company		100% owned by HTLM
		●	Incorporated on February 22, 2024
		●	Issued and outstanding 20,001 ordinary shares for SGD1 and USD20,000
		●	Investment holding

HomesToLife Pte. Ltd. (“HTL SG”)		●	Singaporean company		100% owned by HIPL
		●	Incorporated on September 28, 1989
		●	Issued and outstanding 38,800,000 ordinary shares for SGD38,800,000
		●	Sale and distribution of furniture

HTL Far East Pte. Ltd. (“HTL FE”)		●	Singaporean company		100% owned by HIPL
		●	Incorporated on October 28, 2024
		●	Issued and outstanding 10,000 ordinary shares for USD10,000
		●	Wholesale of furniture

The Company and its subsidiaries are hereinafter referred to as (the “Company”).

Reorganization

Since April 2024, the Company completed several transactions for the purposes of a group reorganization (the “Reorganization”).

Prior to the Reorganization, HTL SG was held as to 100% by New Century International Homes Pte. Ltd., which is jointly controlled by Mr. Phua Yong Pin and Mr. Phua Yong Tat (“Phua Founders”). Upon completion of the Reorganization, Golden Hill Investments, which is controlled by Phua Founders, ultimately owns 75.57% of the Company and HTL SG has become an indirect wholly-owned subsidiary of the Company.

During the years presented in these combined financial statements, the control of these entities has been demonstrated by Phua Founders, as joint owners, as if the Reorganization had taken place at the beginning of the earlier date presented. Accordingly, the combination has been treated as a corporate restructuring of entities under common control and thus the current capital structure has been retroactively presented in prior periods as if such structure existed at that time and in accordance with ASC 805-50-45-5, the entities under common control are presented on a combined basis for all periods to which such entities were under common control. The combination of the Company and its subsidiaries has been accounted for at historical cost and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the accompanying combined financial statements.

Initial Public Offering

On October 2, 2024, the Company consummated its Initial Public Offering of an aggregate of 1,437,500 ordinary shares at a price of $4.00 per share to the public, including 187,500 shares sold upon full exercise of the underwriter’s option to purchase additional shares, for a total of $5.75 million of gross proceeds to the Company, before deducting underwriting discounts and estimated offering expenses. The shares began trading on the NASDAQ Stock Market LLC under the symbol “HTLM” on October 1, 2024.