Cryomass Technologies, Inc. - Quarter Report: 2016 March (Form 10-Q)

AFC Building Technologies Inc.: Form 10-Q - Filed by newsfilecorp.com

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [X] 1934

For the quarterly period ended March 31, 2016

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number 333-181259

AFC BUILDING TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)

Nevada	N/A
(State or other jurisdiction of incorporation or	(IRS Employer Identification No.)
organization)

101 Mary Street West, Whitby, ON, Canada	L1N 2R4
(Address of principal executive offices)	(Zip Code)

(905) 430-6433
(Registrant’s telephone number, including area code)

N/A
(Former name, former address and former fiscal year, if changed since last report)

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 [X] NO

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
[ ] YES [X] NO

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ]	Smaller reporting company [X]
(Do not check if a smaller reporting company)	Emerging growth company [X]

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 Exchange Act)
[ ] YES [X] NO

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.
[ ] YES [ ] NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
34,760,008 common shares issued and outstanding as of May 12, 2017.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION		1

Item 1.	Financial Statements	1

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	7

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	10

Item 4.	Controls and Procedures	10

PART II – OTHER INFORMATION		11

Item 1.	Legal Proceedings	11

Item 1A.	Risk Factors	11

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	11

Item 3.	Defaults Upon Senior Securities	11

Item 4.	Mine Safety Disclosures	12

Item 5.	Other Information	12

Item 6.	Exhibits	12

SIGNATURES		13

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Our unaudited condensed consolidated financial statements for the three month periods ended March 31, 2016 and 2015 form part of this quarterly report. Unless otherwise specified our financial statements are expressed in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles with the instructions to Form 10-Q and Article 8 of Regulation S-X.

Operating results for the three month period ended March 31, 2016 are not necessarily indicative of the results that can be expected for the year ending December 31, 2016.

AFC Building Technologies Inc.
Consolidated Balance Sheets
(Expressed in US dollars)

		March 31,			December 31,
		2016			2015
		(Unaudited)
ASSETS

Current Assets

Cash	$	121		$	163

Total Assets	$	121		$	163


LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current Liabilities

Accounts payable and accrued liabilities		68,304			68,304
Due to related party (Note 2)		8,021			8,021

Total Liabilities		76,325			76,325

Commitments and Contingencies (Note 1)

Stockholders’ Deficit

Preferred stock, $0.001 par value, 50,000,000 shares authorized, no shares issued and outstanding		–			–

Common stock, $0.001 par value, 200,000,000 shares authorized, 34,760,008 and 34,760,008 shares issued and outstanding respectively		34,760			34,760

Additional paid in capital		201,369			201,369

Accumulated deficit		(312,333	)		(312,291	)

Total Stockholders’ Deficit		(76,204	)		(76,162	)

Total Liabilities and Stockholders’ Deficit	$	121		$	163

(The accompanying notes are an integral part of these consolidated financial statements)

AFC Building Technologies Inc.
Consolidated Statements of Operations and Comprehensive Loss
(Expressed in US dollars)
(Unaudited)

		Three Months Ended
		March 31,
		2016			2015

Revenue	$	–		$	–

Cost of Sales		–			–

Gross Profit		–			–

Expenses

Bank charges and interest		42			42
Selling, marketing and administrative		–			2,682

Total Operating Expenses		42			2,724

Loss Before Other Expenses		(42	)		(2,724	)

Other Expenses

Gain on foreign exchange		–			3,784

Income (Loss) before taxes		(42	)		1,060

Income taxes		–			–

Net Income (Loss) from continuing operations		(42	)		1,060

Discontinued Operations
Loss from discontinued operations		–			(77,797	)

Net Loss		(42	)		(76,737	)

Foreign currency translation adjustments		–			17,897

Comprehensive Loss	$	(42	)	$	(58,840	)

Income (Loss) per common share:
Income (Loss) From Continuing Operations – Basic and Diluted	$	(0.00	)	$	(0.00	)
Loss From Discontinued Operations – Basic and Diluted	$	(0.00	)	$	(0.00	)

Weighted Average Shares Outstanding		34,760,008			34,760,008

(The accompanying notes are an integral part of these consolidated financial statements)

AFC Building Technologies Inc.
Consolidated Statements of Cash Flows
(Expressed in US dollars)
(Unaudited)

		Three Months Ended
		March 31,
		2016			2015
Operating Activities
Net Loss	$	(42	)	$	(76,737	)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation expense		–			141
Changes in operating assets and liabilities:
Prepaid expenses		–			3,557
Inventories		–			(40,515	)
Due to related party		–			905
Accounts receivable		–			(14,177	)
Accounts payable and accrued liabilities		–			50,458
Net Cash Used in Operating Activities		(42	)		(76,368	)
Financing Activities
Bank overdraft		–			(1,136	)
Net change in line of credit		–			60,143
Net Cash Provided By Financing Activities		–			59,007
Effect of Exchange Rate Changes on Cash		–			(3,969	)
Decrease In Cash		(42	)		(21,330	)
Cash - Beginning of Period		163			45,272
Cash - End of Period	$	121		$	23,942

Supplemental Disclosures
Interest paid	$	–		$	2,322
Income taxes paid	$	–		$	–

(The accompanying notes are an integral part of these consolidated financial statements)

AFC Building Technologies Inc.
Notes to Consolidated Financial Statements
March 31, 2016 and 2015

1.	Nature of Operations

	AFC Building Technologies Inc. (the “Company”) was incorporated under the laws of the State of Nevada on May 10, 2011. Effective January 10, 2014, the Company changed its name from Auto Tool Technologies Inc. to AFC Building Technologies Inc. The Company was engaged in the sales and distribution of hand tools in Canada.

	On June 30, 2015, the Company decided that continuing the operations of its wholly-owned subsidiary, DSL Products Limited (“DSL”) would no longer be economically feasible. All of the shares of DSL held by the Company were returned to DSL for cancellation and as of June 30, 2015 the Company no longer held any interest in DSL. The Company determined the operations of DSL met the criteria of being reported as a discontinued operation. As a result, the Company’s historical financial statements have been revised to present the operating results of the DSL business as a discontinued operation. The results of operations from DSL are presented as “Loss from discontinued operations” in the Statements of Operations. Unless otherwise noted, the discussion in the notes to these Financial Statements relates solely to the Company's continuing operations. The Company was in the process of determining a new line of business.

	Going Concern

	These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders and note holders, the ability of the Company to obtain necessary equity financing to continue operations, and ultimately the attainment of profitable operations. For the three months ended March 31, 2016, the Company has not generated any revenues, has a working capital deficit of $76,204, and has an accumulated deficit of $312,333. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

	Summary of Significant Accounting Policies

	Basis of Presentation

	The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the Securities and Exchange Commission (“SEC”) instructions for companies filing Form 10-Q. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of March 31, 2016, and the results of operations and cash flows for the periods ended March 31, 2016 and 2015. The financial data and other information disclosed in the notes to the interim financial statements related to the periods are unaudited. The results for the three-month period ended March 31, 2016 are not necessarily indicative of the results to be expected for any subsequent quarter or the entire year ending December 31, 2016. These unaudited interim financial statements should be read in conjunction with the Company’s annual audited financial statements and notes thereto for the year ended December 31, 2015, included in the Company’s Form 10-K filed on April 20, 2017 with the SEC.

	Discontinued Operations

	The results of discontinued operations are presented separately, net of tax, from the results of ongoing operations for all periods presented. The expenses included in the results of discontinued operations are the direct operating expenses incurred by the disposed components that may be reasonably segregated from the costs of the ongoing operations of the Company. The Company disposed of DSL on June 30, 2015.

AFC Building Technologies Inc.
Notes to Consolidated Financial Statements
March 31, 2016 and 2015

	Use of Estimates

	The preparation of these consolidated financial statements in accordance with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to useful life and recoverability of long-lived assets, collectability of receivables and related bad debt expenses, inventory shrinkage and write off, deferred income tax asset valuations and loss contingencies. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

2.	Related Party Transactions

	a)	At March 31, 2016, the Company owed $8,021 (December 31, 2015 - $8,021) to the President of the Company. These were monies advanced for general working capital purposes, (i.e. accounting and professional fees) as required. The amount is unsecured, non-interest bearing and due on demand.

	b)	During the three months ended March 31, 2016, the Company incurred $0 (2015 - $13,753) of contractor expenses to the President of the Company.

3.	Discontinued Operations and Deconsolidation of Subsidiary

	On June 30, 2015, the Company discontinued the operations of its wholly-owned subsidiary DSL. DSL sold hand tools in Canada. All of the shares of DSL held by the Company were returned to DSL for cancellation and as of June 30, 2015 the Company no longer held any interest in DSL. The Company recorded the deconsolidation of the subsidiary as an equity transaction, which resulted in a charge of $65,068 to additional paid in capital. The Company has recognized the separation of DSL in accordance with Accounting Standards Codification (ASC) 205-20, Discontinued Operations. As such, the historical results of DSL have been classified as discontinued operations.

	The Company’s historical financial statements have been revised to present the operating results of the DSL business as a discontinued operation.

	Summarized results of the discontinued operation are as follows for the three months ended March 31, 2015:

Revenue	$	138,877
Cost of Sales		106,897
Gross Profit		31,980

Expenses
Bank charges and interest		2,974
Selling, marketing and administrative		74,120
Total Expenses		77,094
Other Expenses
Loss on foreign exchange		(32,683	)
Net Loss from Discontinued Operations	$	(77,797	)

Cash flows from discontinued operations:

Operating cash flows	$	(76,326	)
Investing cash flows		–
Financing cash flows		59,007
Net cash flows used by discontinued operations	$	(17,319	)

4.	Licensing Agreement

	On June 30, 2015, the Company entered into a license agreement with a shareholder of the Company. Pursuant to the agreement, the Company received an exclusive worldwide license in regards to 15 domain names related to the automotive e-commerce business for a period of 40 years. In consideration for the granting of the license, the Company will pay to the licensor a royalty of 2.5% of gross sales for any revenue derived from the use of the licensed domains.

5.	Subsequent Events

	Management has evaluated subsequent events pursuant to ASC Topic 855, and has determined there are no subsequent events to disclose.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Unless otherwise specified our financial statements are expressed in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars and all references to “common shares” refer to the common shares in our capital stock.

As used in this quarterly report and unless otherwise indicated, the terms “we”, “us”, “our” and “our company” mean AFC Building Technologies Inc., a company incorporated under the laws of the state of Nevada, and our formerly wholly-owned subsidiary, DSL Products Limited, a company incorporated under the laws of the Province of Ontario, Canada, unless otherwise indicated.

General Overview

We were incorporated under the laws of the state of Nevada on May 10, 2011. Our fiscal year end is December 31. Our business offices are currently located at 101 Mary Street West, Whitby, Ontario, Canada, L1N 2R4. The address of agent for service in Nevada and registered corporate office is c/o National Registered Agents, Inc. of Nevada, 100 East William Street, Suite 204, Carson City, NV, 89701. Our telephone number is (905) 430-6433.

Our Current Business

On June 30, 2015, we decided that continuing the operations of our wholly-owned subsidiary, DSL Products Limited (“DSL”) would no longer be economically feasible. All of the shares of DSL held by us were returned to DSL for cancellation and as of June 30, 2015 we no longer held any interest in DSL. Concurrently with the discontinuation of the DSL operations, we entered into a license agreement for an exclusive worldwide license in regards to 15 domain names related to the automotive e-commerce business. In consideration for the granting of the license, we will pay to the licensor a royalty of 2.5% of gross sales for any revenue derived from the use of the licensed domains. Consistent with our historical operations in this area, we intend to continue to pursue automotive e-commerce opportunities.

Cash Requirements

Based on our planned expenditures, we will require approximately $30,000 over the next 12 months. In order to provide funds, we plan to pursue additional equity financing from private investors or possibly a registered public offering. We do not currently have any definitive arrangements in place for the completion of any further private placement financings and there is no assurance that we will be successful in completing any further private placement financings. If we are unable to achieve the necessary additional financing, then we plan to reduce the amounts that we spend on our business activities and administrative expenses in order to be within the amount of capital resources that are available to us.

We have not investigated the availability of commercial loans or other debt financing to supplement or meet our cash requirements. In the uncertain event that any such debt financing alternatives were available to us on acceptable terms, they would increase our liabilities and future cash commitments.

Future Financings

We will continue to rely on equity sales of our common shares and funding from directors and shareholders in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

Results of Continuing Operations

The following summary of our results of operations should be read in conjunction with our financial statements for the quarter ended March 31, 2016, which are included herein.

Three Months Ended March 31, 2016 and March 31, 2015

Our operating results for the three months ended March 31, 2016 and March 31, 2015 are summarized as follows:

		Three			Three
		Months			Months
		Ended			Ended
		March 31,			March 31,
		2016			2015
Revenue	$	–		$	–
Cost of sales		–			–
Bank charges and interest		42			42
Selling, marketing and administrative		–			2,682
Loss (gain) on foreign exchange		–			3,784
Net Income (Loss) from continuing operations		(42	)		1,060
Income (Loss) from discontinued operations		–			(77,797	)
Net Income (Loss)	$	(42	)	$	(76,737	)

Net Loss from continuing operations for the three months ended March 31, 2016 was $42 compared to a net income of $1,060 during the three months ended March 31, 2015. The main reason for the decrease in net loss from continuing operations for the three months ended March 31, 2016 compared to the three months ended March 31, 2015 was a decrease in selling, marketing and general and administrative expenses.

Liquidity and Financial Condition

Working Capital

		At
		March 31
		2016
Current assets	$	121
Current liabilities		76,325
Working capital (deficit)	$	(76,204	)

Our total current assets as of March 31, 2016 were $121 as compared to total current assets of $163 as of December 31, 2015.

Cash Flows

		Three			Three
		Months			Months
		Ended			Ended
		March 31, 2016			March 31, 2015

Net cash provided by (used in) operating activities	$	(42	)	$	(76,368	)
Net cash provided by (used in) investing activities		–			–
Net cash provided by financing activities		–		$	59,007
Net increase (decrease) in cash during period	$	(42	)	$	(21,330	)

Operating Activities

Net cash used in operating activities was $42 in the three months ended March 31, 2016 compared with net cash used in operating activities of $76,368 in the three months ended March 31, 2015. This decrease was the result of a decrease in net loss.

Financing Activities

Net cash provided by financing activities was $Ø in the three months ended March 31, 2016 compared to $59,007 provided by financing activities in the three months ended March 31, 2015. This decrease was the result of a decrease in funds from the Company’s line of credit.

Going Concern

Our consolidated financial statements for the three month period ended March 31, 2016 have been prepared on a going concern basis and contain an additional explanatory paragraph which identifies issues that raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The continuation of our company as a going concern is dependent upon the continued financial support from our shareholders and note holders, the ability of our company to obtain necessary equity financing to continue operations, and ultimately the attainment of profitable operations. As at March 31, 2016, our company has not generated any revenues, has a working capital deficit of $76,204, and has an accumulated deficit of $312,333. These factors raise substantial doubt regarding our company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should our company be unable to continue as a going concern.

Critical Accounting Policies

These financial statements and related notes are expressed in US dollars. The consolidated financial statements include the accounts of the Company and its formerly wholly-owned subsidiary, DSL Products Limited. All inter-company accounts and transactions have been eliminated. The Company’s fiscal year-end is December 31.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a “smaller reporting company”, we are not required to provide the information required by this Item.

Item 4. Controls and Procedures

Management’s Report on Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer (our principal executive officer, principal financial officer and principle accounting officer) to allow for timely decisions regarding required disclosure.

As of the end of our quarter covered by this report, we carried out an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer (our principal executive officer, principal financial officer and principle accounting officer), of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our chief executive officer and chief financial officer (our principal executive officer, principal financial officer and principle accounting officer) concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, existing or pending legal proceedings against us, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our company.

Item 1A. Risk Factors

As a “smaller reporting company”, we are not required to provide the information required by this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

Item 6. Exhibits

Exhibit	Description
Number
(3)	Articles of Incorporation and Bylaws
3.1	Articles of Incorporation (incorporated by reference from our Registration Statement on Form S-1 filed on May 9, 2012)
3.2	By-laws (incorporated by reference from our Registration Statement on Form S-1 filed on May 9, 2012)
3.3	Certificate of Amendment (incorporated by reference to our Current Report on Form 8-K filed on January 13, 2014)
(10)	Material Contracts
10.1	Consulting Agreement dated December 30, 2011 between our company and Cindy Kelly & Associates (incorporated by reference from our Registration Statement on Form S-1 filed on May 9, 2012)
10.2	Share Purchase Agreement dated December 30, 2011 between our company and Rossland Asset Management Ltd. (incorporated by reference from our Registration Statement on Form S-1 filed on May 9, 2012)
10.3	License Agreement dated June 30, 2015 between our company and I.S. Grant. (incorporated by reference to our Annual Report on Form 10-K filed on April 20, 2017)
(31)	Rule 13a-14(a)/15d-14(a) Certifications
31.1*	Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
(32)	Section 1350 Certifications
32.1*	Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer
101*	Interactive Data File
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

Filed herewith.

Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		AFC BUILDING TECHNOLOGIES INC.
		(Registrant)



Dated: May 15, 2017	By:	/s/ Cindy Lee Kelly
		Cindy Lee Kelly
		President, Chief Executive Officer, Chief Financial
		Officer, Secretary, Treasurer and Director
		(Principal Executive Officer, Principal Financial
		Officer and Principal Accounting Officer)