Please read this prospectus carefully. It describes our business, our financial condition and results of operations. We have prepared this prospectus so that you will have the information necessary to make an informed investment decision.ABOUT THIS PROSPECTUS

You should rely only on the information contained in this prospectus. Weprospectus or contained in any prospectus supplement or free writing prospectus filed with the Securities and Exchange Commission (the “SEC”). Neither we nor the selling shareholders have not authorized any other personanyone to provide you with additional information or information different information. Thisfrom that contained in this prospectus is not an offerfiled with the SEC. The selling shareholders are offering to sell, nor is itand seeking an offeroffers to buy, these securitiesshares of our Common Stock only in any statejurisdictions where the offer or sale is notoffers and sales are permitted. The information contained in this prospectus is complete and accurate only as of the date onof this prospectus, regardless of the front cover, but the informationtime of delivery of this prospectus or of any sale of shares of our Common Stock. Our business, financial condition, results of operations and prospects may have changed since that date.

For investors outside the United States: Neither we nor the selling shareholders have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of the shares of Common Stock and the distribution of this prospectus outside the United States.

As used in this prospectus, unless otherwise designated, the terms “we,” “us,” “our,” the “Company,” “Hometown” and “our company” refer to Hometown International, Inc. a Nevada corporation, and its wholly-owned subsidiary described below.

RISK FACTORS

Risks Related to our Business

Our financial situation creates doubt whether we will continue as a going concern.

There can be no assurances that we will ever be able to achieve a level of revenues adequate to generate sufficient cash flow from operations or obtain additional financing through private placements, public offerings and/or bank financing necessary to support our working capital requirements. To the extent that funds generated from any private placements, public offerings and/or bank financing are insufficient, we will have to raise additional working capital and no assurance can be given that additional financing will be available, or if available, will be on acceptable terms. These conditions raise substantial doubt about our ability to continue as a going concern. If adequate working capital is not available, we may be forced to discontinue operations, which would cause investors to lose their entire investment.

Our consolidated financial statements for the year ended December 31, 2019, were prepared assuming that we would continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. 

The report of our independent registered public accounting firm on our audited consolidated financial statements as of December 31, 2019 and 2018 and for each of the two years then ended includes an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern based upon our recurring losses, cash used in operations and accumulated deficit,

Our financial condition and results of operations have been and are expected to continue to be adversely affected by the recent coronavirus outbreak.

In December 2019, a novel strain of coronavirus, known as COVID-19, was first reported and was subsequently declared a pandemic by the World Health Organization in March 2020. To date, this outbreak has surfaced in nearly all regions around the world, and as the pandemic continues to spread, particularly in the United States, businesses as well as federal, state and local governments have implemented significant actions to attempt to mitigate this public health crisis. As a result, on March 23, 2020, we were forced to temporarily close our delicatessen due to the stay-at-home order issued by the Governor of New Jersey on March 9, 2020, resulting from the outbreak of COVID-19, However, on September 8, 2020, the delicatessen was reopened for business. We experienced a decrease in revenues as a result of the COVID-19 pandemic even before the stay-at-home order was issued. Even now that the order is lifted and the delicatessen is re-opened, we may have a slowdown in customer’s visit due to the current economic condition. There will be no assurances that we will able tp generate sufficient revenues. The further spread of COVID-19, and the requirements to take action to mitigate the spread of the pandemic, will impact our ability to carry out our business as usual and may materially adversely impact global economic conditions, our business, results of operations, cash flows and financial condition. Even now that we have reopened our store, we might be subject to modified hours and conditions. Moreover, should New Jersey fail to fully contain COVID-19 or suffer a COVID-19 relapse, the market for our deli may not recover quickly or at all, which could have a material adverse effect on our business and results of operations. As a result, we may incur additional impairment charges to our inventory, store and corporate assets, any of which may have a significant or material impact on our financial results. The extent to which COVID-19 impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the scope and duration of actions to contain COVID-19 or treat its impact, among others. While such actions may be relaxed or rolled back if and when the pandemic abates, the actions may be reinstated as it continues to evolve. The scope and timing of any such reinstatements are difficult to predict and may materially affect our future operations.

Economic conditions in the United States could adversely affect our business and financial results.

As a retailer that is dependent upon consumer discretionary spending, our results of operations are sensitive to changes in or uncertainty about macro-economic conditions. Our customers may have less money for discretionary purchases and may stop or reduce their purchases of our products or trade down to competitors’ lower priced foods as a result of job losses, foreclosures, bankruptcies, increased fuel and energy costs, higher interest rates, inflation, higher taxes, reduced access to credit, economic uncertainty and potential negative impacts relating to federal economic policy changes and recent international trade disputes. These factors may also result in a general downturn in the restaurant industry. Decreases in customer traffic and/or average value per transaction will negatively impact our financial performance as reduced revenues without a corresponding decrease in expenses result in sales de-leveraging, which creates downward pressure on margins and also negatively impacts net revenues, operating income and earnings per share. There is also a risk that if negative economic conditions or uncertainty persist for a long period of time or worsen, consumers may make long-lasting changes to their discretionary purchasing behavior, including less frequent discretionary purchases on a more permanent basis.

If our business plans are not successful, we may not be able to continue operations as a going concern and our shareholders may lose their entire investment in us.

On March 23, 2020, we were forced to temporarily closed the delicatessen due to the stay-at-home order issued by the Governor of New Jersey on March 9, 2020, resulting from the outbreak of COVID-19, However, on September 8, 2020, the delicatessen was reopened for business. Even though the order has been lifted and the delicatessen is re-opened, we may have a slowdown in customer’s visit due to the current economic condition. There will be no assurances that we will generate sufficient revenues. We expect our growth rate and sales to be volatile in the near term as a result of the COVID-19 once we resume our delicatessen operations.

We may not have sufficient working capital to fund the expansion of our operations and to provide working capital necessary for our ongoing operations and obligations. We need to raise significant additional capital to fund our operating expenses, pay our obligations, and grow our company. Therefore, our future operations may be dependent on our ability to secure additional financing. The COVID-19 pandemic may have an adverse impact on the Company’s ability to raise capital or to continue as a going concern. As a result of the above, there is substantial doubt about the ability of the Company to continue as a going concern and the accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that may result from the outcome of this uncertainty.

We do not have any agreement for a business combination or other transaction.

We have no arrangement, agreement or understanding with respect to engaging in a merger with, joint venture with or acquisition of, a private or public entity. We cannot assure you that we will successfully identify and evaluate suitable business opportunities or that we will conclude a business combination. Management has not identified any particular industry or specific business within an industry for evaluation. We cannot guarantee that we will be able to negotiate a business combination on favorable terms, and there is consequently a risk that future funds allocated to the purchase of our shares will not be invested in a company with active business operations.

Future success is highly dependent on the ability of management to locate and attract a suitable acquisition.

The success of our proposed plan of operation will depend to a great extent on the operations, financial condition and management of the identified target company. While business combinations with entities having established operating histories are preferred, there can be no assurance that we will be successful in locating candidates meeting such criteria. The decision to enter into a business combination will likely be made without detailed feasibility studies, independent analysis, market surveys or similar information which, if we had more funds available to it, would be desirable. In the event we complete a business combination, the success of our operations will be dependent upon management of the target company and numerous other factors beyond our control. We cannot assure you that we will identify a target company and consummate a business combination.

There is competition for those private companies suitable for a merger or combination transaction of the type contemplated by management.

We are in a highly competitive market for a small number of business opportunities which could reduce the likelihood of consummating a successful business combination. We are and will continue to be an insignificant participant in the business of seeking mergers with, joint ventures with and acquisitions of small private and public entities. A large number of established and well-financed entities, including small public companies and venture capital firms, are active in mergers and acquisitions of companies that may be desirable target candidates for us. Nearly all these entities have significantly greater financial resources, technical expertise and managerial capabilities than we do. Consequently, we will be at a competitive disadvantage in identifying possible business opportunities and successfully completing a business combination. These competitive factors may reduce the likelihood of our identifying and consummating a successful business combination.

We have not conducted market research to identify business opportunities, which may affect our ability to identify a business to merge with or acquire.

We have neither conducted nor have others made available to us results of market research concerning prospective business opportunities. Therefore, we have no assurances that market demand exists for a merger or acquisition as contemplated by us. Our management has not identified any specific business combination or other transactions for formal evaluation by us, such that it may be expected that any such target business or transaction will present such a level of risk that conventional private or public offerings of securities or conventional bank financing will not be available. There is no assurance that we will be able to acquire a business opportunity on terms favorable to us. Decisions as to which business opportunity to participate in will be unilaterally made by our management, which may act without the consent, vote or approval of our stockholders.

Although management intends to devote only a limited amount of time to seeking a target company, which may adversely impact our ability to identify a suitable acquisition candidate, our Chairman intends to devote his full business time to seeking a target company.

While seeking a business combination, management anticipates devoting very limited time to our affairs in total. However, Peter Coker, Jr., our Chairman, intends to devote his full time to seeking a business combination for the Company. Neither Mr. Coker nor any of our officers have entered into any written employment agreements with us and are not expected to do so in the foreseeable future. This limited commitment may adversely impact our ability to identify and consummate a successful business combination. We are dependent on the services of our management to obtain the additional capital required to implement our business plan and for investigating, negotiating and integrating potential acquisition opportunities. The loss of services of our officers could have a substantial adverse effect on us. The expansion of our business will be largely contingent on our ability to attract and retain highly qualified corporate and operations level management team. We cannot assure you that we will find suitable management personnel or will have financial resources to attract or retain such people if found.

The time and cost of preparing a private company to become a public reporting company may preclude us from entering into a merger or acquisition with the most attractive private companies.

Target companies that are private or that fail to comply with SEC reporting requirements may delay or preclude acquisition. Sections 13 and 15(d) of the Exchange Act require reporting companies to provide certain information about significant acquisitions, including audited consolidated financial statements for the company acquired. The time and additional costs that may be incurred by some target entities to prepare these statements may significantly delay or essentially preclude consummation of an acquisition. Otherwise suitable acquisition prospects that do not have or are unable to obtain the required audited statements may be inappropriate for acquisition.

Any potential acquisition or merger with a foreign company may subject us to additional risks.

If we enter into a business combination with a foreign concern, we will be subject to risks inherent in business operations outside of the United States. These risks include, for example, currency fluctuations, regulatory problems, punitive tariffs, unstable local tax policies, trade embargoes, risks related to shipment of raw materials and finished goods across national borders and cultural and language differences. Foreign economies may differ favorably or unfavorably from the United States economy in growth of gross national product, rate of inflation, market development, rate of savings, and capital investment, resource self-sufficiency and balance of payments positions, and in other respects.

We may need to raise additional capital to consummate a merger or business combination. If our outstanding warrants operations do not produce the necessary cash needed, or if we cannot obtain needed funds, we may be forced to reduce or cease our activities with consequent loss to investors.

There is no assurance that we will be able to obtain additional funding when it is needed, or that such funding, if available, will be obtainable on terms acceptable to us. If we cannot obtain needed funds, we may be forced to reduce or cease our activities with consequent loss to investors. In addition, should we incur significant presently unforeseen expenses or delays, we may not be able to accomplish our goals.

Our shareholders may not be afforded an opportunity to vote on our proposed business combination.

We might consummate a business combination without obtaining shareholder approval of such transaction. Although a business combination might be structured so that obtaining shareholder approval of the business combination at a meeting called for such purpose would be a condition to closing, it is possible that we will consummate a business combination without the need for obtaining such approval. The decision as to whether we will seek shareholder approval of a proposed business combination or not will be made by us, solely in our discretion, and will be based on a variety of factors such as the structure of the transaction, the timing of the transaction and whether the terms of the transaction would otherwise require us to seek shareholder approval.

Our failure to adopt certain corporate governance procedures may prevent us from obtaining a listing on a national securities exchange.

We do not have an audit, compensation or nominating and corporate governance committee. The functions such committees would perform are performed by the board as a whole. Consequently, there is a potential conflict of interest in board decisions that may adversely affect our ability to become a listed security on a national securities exchange and as a result adversely affect the liquidity of our Common Stock.

Risks Related to our Common Stock

Although the selling shareholders are selling their shares at a fixed price of $6.50 until the shares are quoted or listed, there is a significant amount of volatility with respect to said price.

In the last private placement, we sold our shares at $1.00 per share. As of September 21, 2020, our stock is quoted on the OTC Pink Market at a price of $9.50. We currently have an aggregate of 155,940,080 warrants outstanding, all of which are exercisable at prices significantly below the fixed price of the shares being offered and sold pursuant to this prospectus. During the first quarter of this year, we repurchased our shares at a purchase price of $1.00 per share. Accordingly, there is a significant amount of volatility with respect to the fixed price of $6.50 that the selling shareholders are offering their shares.

Since we are traded on the OTC Pink Market, an active, liquid trading market for our common stock may not develop or be sustained. If and when an active market develops the price of our common stock may be volatile.

Presently, our common stock is traded on the OTC pink sheets. Presently there is limited trading in our stock and in the absence of an active trading market investors may have difficulty buying and selling or obtaining market quotations, market visibility for shares of our common stock may be limited, and a lack of visibility for shares of our common stock may have a depressive effect on the market price for shares of our common stock.

The lack of an active market impairs your ability to sell your shares at the time you wish to sell them or at a price that you consider reasonable. The lack of an active market may also reduce the fair market value of your shares. An inactive market may also impair our ability to raise capital to continue to fund operations by selling shares.

Trading in stocks quoted on the Pink Markets is often thin and characterized by wide fluctuations in trading prices, due to many factors that may have little to do with our operations or business prospects. The securities market has from time to time experienced significant price and volume fluctuations that are not related to the operating performance of particular companies. These market fluctuations may also materially and adversely affect the market price of shares of our common stock. Moreover, the pink sheets is not a stock exchange, and trading of securities is often more sporadic than the trading of securities listed on a quotation system like Nasdaq or a national stock exchange like the NYSE. Accordingly, stockholders may have difficulty reselling any shares of common stock.

There is no assurance that we will be able to pay dividends to our shareholders, which means that you could receive little or no return on your investment.

Payment of dividends from our earnings and profits may be made at the sole discretion of our board of directors. There is no assurance that we will generate any distributable cash from operations.  Our board may elect to retain cash for operating purposes, debt retirement, or some other purpose. Consequently, you may receive little or no return on your investment.

Our shares will be subordinate to all of our debts and liabilities, which increases the risk that you could lose your entire investment.

Our shares are equity interests that will be subordinate to all of our current and future indebtedness with respect to claims on our assets. In any liquidation, all of our debts and liabilities must be paid before any payment is made to our shareholders. The amount of any debt financing we incur creates a substantial risk that in the event of our bankruptcy, liquidation or reorganization, we may have no assets remaining for distribution to our shareholders after payment of our debts.

There is a limited public market for our Common Stock.

There is currently a limited public market for the common stock. Holders of our common stock may, therefore, have difficulty selling their common stock, should they decide to do so. In addition, there can be no assurances that such markets will continue or that any shares of common stock will be able to be sold without incurring a loss. Any such market price of the common stock may not necessarily bear any relationship to our book value, assets, past operating results, financial condition or any other established criteria of value, and may not be indicative of the market price for the common stock in the future. Further, the market price for the common stock may be volatile depending on a number of factors, including business performance, industry dynamics, news announcements or changes in general.

We may, in the future, issue additional common shares, which would reduce investors’ percent of ownership and may dilute our share value.

Our Articles of Incorporation authorizes the issuance of 250,000,000 shares of capital stock. We have an aggregate of 155,940,080 warrants issued and outstanding which are all currently exercisable. The future issuance of common stock will result in substantial dilution in the percentage of our common stock held by our then existing shareholders. We may value any common stock issued in the future on an arbitrary basis. The issuance of common stock for future services or acquisitions or other corporate actions may have the effect of diluting the value of the shares held by our investors and might have an adverse effect on any trading market for our common stock.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This prospectus contains forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based upon our current assumptions, expectations and beliefs concerning future developments and their potential effect on our business. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “approximately,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” or the negative of these terms or other comparable terminology, although the absence of these words does not necessarily mean that a statement is not forward-looking. This information may involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from the future results, performance or achievements expressed or implied by any forward-looking statements.

We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this prospectus and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.

All forward-looking statements speak only as of the date of this prospectus. We undertake no obligation to update any forward-looking statements or other information contained herein. Shareholders and potential investors should not place undue reliance on these forward-looking statements. Although we believe that our plans, intentions and expectations reflected in or suggested by the forward-looking statements in this report are reasonable, we cannot assure stockholders and potential investors that these plans, intentions or expectations will be achieved.

These forward-looking statements represent our intentions, plans, expectations, assumptions `and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. Considering these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this prospectus. All subsequent written and oral forward-looking statements concerning other matters addressed in this prospectus and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to herein.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

USE OF PROCEEDS

We are not selling any of the Common Stock covered by this prospectus and will receive no net proceeds from the sale or other disposition of the shares covered hereby by the Selling Shareholders. All of the net proceeds from the sale or other disposition of Common Stock covered by this prospectus will go to the Selling Shareholders. We will bear all costs associated with registering the shares of Common Stock offered by this prospectus, but all selling and other expenses incurred by the Selling Shareholders will be borne by them.

MARKET PRICE AND DIVIDENDS

Market Price for our Common Stock

There is a limited public market for our common shares. Our common shares are quoted on the OTC Pink under the symbol “HWIN”. Trading in stocks quoted on the OTC Pink is often thin and is characterized by wide fluctuations in trading prices due to many factors that may be unrelated to a company’s operations or business prospects. We cannot assure you that there will be a market in the future for our common stock.

OTC Pink securities are not listed or traded on the floor of an organized national or regional stock exchange. Instead, OTC Pink securities transactions are conducted through a telephone and computer network connecting dealers in stocks. OTC Pink issuers are traditionally smaller companies that do not meet the financial and other listing requirements of a regional or national stock exchange.

Our common stock became eligible for quotation on the OTC Pink on May 9, 2019. Over-the-counter market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

Holders

As of September 22, 2020, there were 52 holders of record of our Common Stock. The number of record holders does not include an indeterminate number of stockholders whose shares are held by brokers in street name.

Dividend Policy

We have never declared or paid any cash dividends on our common stock. We intend to retain future earnings, if any, to finance the expansion of our business. As a result, the Company does not anticipate paying any cash dividends in the foreseeable future. 

OUR BUSINESS

Overview

Hometown International, Inc. was incorporated on May 19, 2014 under the laws of the State of Nevada. The Company is the originator of a new Delicatessen concept. Through our wholly-owned subsidiary, Your Hometown Deli Limited Liability Company, we operate a delicatessen store that features “home-style” sandwiches and other entrees in a casual and friendly atmosphere. The store is designed to offer local patrons of all ages with a comfortable community gathering places. Targeted towards smaller towns and communities, the Company’s first unit is planned to bewas built in Paulsboro, New Jersey.

On January 18, 2014, Your HometwonHometown Deli LLC. was formed under the laws of State of New Jersey. On May 29, 2014, Your Hometown Deli LLC, entered into a Membership Interest Purchase Agreement with Hometown International, Incthe Company and is now a wholly-owned subsidiary of Hometown International. The Company intends to introduceour Company. We introduced the delicatessen concept under the Your Hometown Deli brand name. Based on the Paulsboro unit’s performance, the Company may consider expanding the concept to other communities throughout the United States.

As of the date of this registration statement, we are undergoing a Regulation D Rule 506 offering in which we are offering up to 300,000 units (the “Units”), consisting of one (1) share of Common Stock and two (2) warrants each to purchase one (1) share of Common Stock at an exercise price of $2.50 per share. The Units are being offered at a price of $0.75 per Unit and there is no minimum subscription requirement for the investors. As of the date of this registration statement, we have sold 242, 340 Units and therefore we could receive up to $1,211,700 in the event the Warrants are exercised for cash, notwithstanding that such Warrants have a cashless exercise feature. We expect that it will be economically viable for and in the best interest of the Warrant holders to exercise their Warrants once the price of our common stock trade above the exercise price of the Warrant, or at $2.50 per share.

As of October 2015, although our business has begun its operation in anticipation of our grand opening in November 2015, we have generated no revenue. Besides the equipment, fixtures, and inventories we purchased for our deli store, we have limited assets. We had minimal working capital as of the date of this registration statement and used cash in operating activities for the reporting period then ended. These factors raise substantial doubt from our auditor about our ability to continue as a going concern.

As reflected in the financial statements, the Company used cash in operations of $60,288 and has a net loss of $92,654 for the six months ended June 30, 2015. In addition, the Company has not generated any revenues from inception. These factors raise substantial doubt from our auditor about our ability to continue as a going concern. It is, however, our belief that the sale of 300,000 Units will provide our Company with sufficient capital resource to continue our business for the next twelve (12) months. We also anticipate to generate revenue once we open our first deli store. However, our cash position may not be sufficient to support our daily operations. While we believe in the viability of our strategy to generate sufficient revenues and in our ability to raise additional funds, there can be no assurances to that effect. Our continued existence is dependent upon our ability to continue to execute our operating plan and to obtain additional debt or equity financing. There can be no assurance the necessary debt or equity financing will be available, or will be available on terms acceptable to our company.

Where You Can Find Us

The Company's principal executive office and mailing address is 25 E. Grant Street Woodstown, NJ 08098. Our Company’s principal telephone number is (856)759-9034.

Implications of Being an Emerging Growth Company

We qualify as an emerging growth company as that term is used in the JOBS Act. An emerging growth company may take advantage of specified reduced reporting and other burdens that are otherwise applicable generally to public companies. These provisions include:

We have already taken advantage of these reduced reporting burdens in this prospectus, which are also available to us as a smaller reporting company as defined under Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

In addition, Section 107 of the JOBS Act also provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”) for complying with new or revised accounting standards. We have elected to use the extended transition period provided above and therefore our financial statements may not be comparable to companies that comply with public company effective dates.

We could remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.

The Offering

* On a fully-diluted basis

** Does not include Common Stock underlying any convertible notes, warrant or option, including ones offered in this registration statement.

RISK FACTORS

The shares of our Common Stock being offered for sale are highly speculative in nature, involve a high degree of risk and should be purchased only by persons who can afford to lose the entire amount invested in the Common Stock. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including those set forth in the following risk factors and elsewhere in this registration statement. Before purchasing any of the shares of Common Stock, you should carefully consider the following factors relating to our business and prospects. If any of the following risks actually occurs, our business, financial condition or operating results could be materially adversely affected. In such case, you may lose all or part of your investment. You should carefully consider the risks described below and the other information in this prospectus before investing in our Common Stock.

Risks Related to Our Business

LIMITED OPERATING HISTORY

The founders of the Company began developing its delicatessen concept in late 2013. The Company operates its business through its wholly-owned subsidiary, Your Hometown Deli, LLC, which was formed on January 18, 2014 and its physical restaurant location is expected to begin have a grand opening in the fourth quarter of 2015. The Company has had limited operations upon which an evaluation of the Company and its prospects could be based. There can be no assurance that management of the Company will be successful in completing the Company’s programs, implementing the corporate infrastructure to support operations at the levels called for by the Company’s business plan, executing a successful sales and marketing plan to attain significant penetration of the delicatessen market or that the Company will generate sufficient revenues to meet its expenses or to achieve or maintain profitability.

OUR AUDITOR’S SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING CONCERN

We had minimal working capital as of the date of this registration statement and used cash in operating activities for the reporting period then ended. These factors raise substantial doubt from our auditor about the Company’s ability to continue as a going concern.

We are attempting to generate sufficient revenue; however, our cash position may not be sufficient to support our daily operations. While we believe in the viability of our strategy to generate sufficient revenues and in our ability to raise additional funds, there can be no assurances to that effect. The ability of our company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan, generate sufficient revenue and in its ability to raise additional funds.

DIFFICULTIES IN ESTABLISHING A NEW BRAND

The Company’s business strategy is to develop the Your Hometown Deli brand name as a respected brand in the Delicatessen Industry. The marketing of retail food establishments is highly dependent on creating favorable consumer perception through well-orchestrated marketing and advertising. The Company has little advertising experience, having expended no capital on such activities to date. Many of Company’s competitors have significantly greater advertising resources/experience and enjoy well-established brand names. There can be no assurance that the Company’s initial advertising and promotional activities will be successful in creating the desired consumer perception.

DIFFICULTIES ENTERING INTO NEW OR MODIFIED ARRANGEMENTS WITH FUTURE SUPPLIERS OR SERVICE PROVIDERS

When we open our store and begin to operate our business, we plan to enter into contractual arrangements with various suppliers and service providers. We may encounter difficulties in negotiating pricing or other terms that are favorable to our business or able to fit into our financial budget. Our inability to enter into agreements on favorable terms may have an adverse affect on our business and operating results. We currently, however, do not have any contractual relationship with any of such suppliers or service providers and anticipate to face this risk when we open our deli.

COMPETITIONS IN THE INDUSTRY

The Delicatessen industry is highly competitive. Potential customers have many choices to purchase food items, including supermarkets, convenience stores, nationally franchised and locally owned and operated food-related establishments. Many competing businesses are well funded and have a national presence. Competition includes other non-delicatessen food service concepts, including other fast food, Italian dining, pizza, Asian, burgers, and cooking/eating at home. Because of the high number of consumer alternatives, there is risk that consumer acceptance of the Deli concept will be low, which will have a materially adverse effect on the Company. Competition can negatively affect product selling prices which in turn could negatively affect profitability. The industry is dynamic with many businesses entering or exiting the market over time. Such changes in competition could also have a materially adverse effect on the Company.

LIMITED EXPERIENCE IN OPERATING A DELICATESSEN

The Company has limited experience operating in the delicatessen, grocery or restaurant businesses. Retail food-related establishments are complex businesses that require experienced management supervision to perform satisfactorily. While the Company anticipates hiring qualified and experienced managers as employees, it is possible that qualified employees will not be hired. There is also no assurance that employees will perform to Company needs and expectations. The Company will be highly dependent on the employees it hires. If managers and other employees are not available or do not perform satisfactorily, it could have a material adverse effect on the Company’s financial performance.

ADVERSE EFFECT OF INCREASE IN LABOR COSTS

Labor costs are significant percentage of delicatessen operating expenses and failure to control these costs could have a material adverse effect on the Company. The management has limited experience controlling labor costs in this industry. Once our deli is launched, out management’s ability to control labor costs depends on many factors, including experience, local labor markets, and the productivity of individual employees.

CHANGES IN CONSUMER TASTES AND SPENDING HABIT

Our success depends, in part, upon the popularity of our products and our ability to develop new menu items that appeal to consumers. Shifts in consumer taste away from our current menu items, our inability to develop new menu items that appeal to consumers’ new preference, or changes in our menu that eliminate items popular with some consumers could harm our business. Also, our success depends to a significant extent on discretionary consumer spending, which is influenced by general economic conditions and the availability of discretionary income. Accordingly, after the opening of our deli and once we begin to generate revenue from our operations, we may experience declines in sales during economic downturns or during periods of uncertainty. Any material decline in the amount of discretionary spending could have a material adverse effect on our sales, results of operations, business and financial condition.

ADVERSE EFFECT OF DISRUPTIONS TO OUR SUPPLY CHAIN

When we open our deli and begin to operate our business, we may rely on ingredients provided by certain third-party vendors and suppliers. Accordingly, we are particularly susceptible to risks related to these suppliers, including their continued ability to maintain sufficient production of our key ingredients, to supply ingredients that meet our quality standards, and the risk of delivery disruptions that could arise due to a number of factors including adverse weather, traffic conditions and mechanical issues related to their delivery trucks. Our dependence on consistent deliveries to our principal business office by suppliers and vendors could encounter the risks of shortages, supply interruptions and/or the need to quickly seek alternative suppliers at higher prices, all of which could adversely impact our operations. There are many factors which could cause shortages or interruptions in the supply of our key ingredients, including weather, unanticipated demand, labor, production or distribution problems, quality issues and cost, and the financial health of our suppliers, most of which are beyond our control, and which could have an adverse effect on our business and results of operations.

FLUCTUATIONS IN FOOD AND SUPPLY COSTS

Supplies and prices of the various products that we plan to use to prepare our food offerings can be affected by a variety of factors, such as weather, seasonal fluctuations, demand, politics and economics in the producing countries, and such prices may fluctuate. An increase in pricing of any ingredient that is used in our future offering could result in an increase in costs from our future suppliers, and we may not be able to increase prices to cover increased costs which would have an adverse effect on our operating results and profitability.

POTENTIAL RISKS INVOLVING FOOD SAFETY AND HEALTH ISSUES

Food service businesses, such as delicatessen, can be adversely affected by litigation and complaints from customers or government authorities resulting from food quality, illness, injury or other health concerns or operating issues. Such allegations may negatively affect our reputation, regardless of whether the allegations are true, by discouraging customers from purchasing our products. We could also incur significant litigation costs or liabilities in connection with a lawsuit or claim against us.

FAILURE TO COMPLY WITH GOVERNMENTAL LAWS OR REGULATIONS

In connection with the operation of our business, we are subject to extensive federal, state and local laws and regulations, including those related to:

These laws and regulations are complex, which complicates monitoring and compliance. As a result, regulatory risks are inherent in our operations. We may experience material difficulties or failures with respect to compliance with these laws and regulations in the future. Our failure to comply with these laws and regulations could result in litigation, fines, penalties, judgments or other sanctions, any of which could adversely affect our business, operations and reputation.

SIGNIFICANT ADVERSE IMPACT TO OUR CAPITAL RESERVE OF ANY LIABLE UNINSURED CLAIM

We may not have sufficient insurance to cover potential risks and liabilities, including, but not limited to, injuries or economic losses arising out of or relating to our omission or errors in providing our services. Even if we decide to obtain additional insurance coverage in the future, it is possible that: (1) we may not be able to get enough insurance to meet our needs; (2) we may have to pay very high premiums for the additional coverage; (3) we may not be able to acquire any insurance for certain types of business risk; or (4) we may have gaps in coverage for certain risks. We may be exposed to potential uninsured claims for which we could have to expend significant amounts of capital. Consequently, if we were found liable for a significant uninsured claim in the future, we may be forced to expend a significant amount of our capital to resolve the uninsured claim.

DEPENDENCE ON KEY PERSONNEL

The Company will be dependent on several key members of its management and operations teams for the foreseeable future. In particular, the Company is dependent on Paul F. Morina, President and Christina Lindenmuth, Vice President. The loss of the services from any of key personnel could have a material adverse effect on the operations and prospects of the Company. At this time, the Company has no employment agreements with any of these individuals, though it is contemplated that the Company may enter into such agreements with certain of its key employees on terms and conditions usual and customary for its industry. The Company does not currently have any "key man" life insurance on any of its employees.

OUR OFFICERS’ AND DIRECTORS’ SIGNIFICANT CONTROL OVER THE COMPANY

As of the date of this registration statement, our officers and directors, Paul Morina and Christina Lindenmuth, beneficially own approximately 95.50% of our Common Stock and are able to exercise control over all matters requiring shareholder approval, including the election of directors, amendment of our certificate of incorporation and approval of significant corporate transactions. Our directors will be able to significantly influence decisions affecting our capital structure. This control may have the effect of delaying or preventing changes in control or changes in management, or limiting the ability of our other shareholders to approve transactions that they may deem to be in Company’s best interest.

OUR DIRECTORS’ AND OFFICERS’ POTENTIAL CONFLICT OF INTEREST

From time to time, because our officers and directors, Paul Morina and Christina Lindenmuth, have significant control over the Company, there may be conflict of interest between their personal interest and that of the Company for matters such as setting the level of their compensation. In the event that our officers and directors make decisions in favor of their personal interest, this potential conflict of interest may have an adverse effect on our business and results of operations.

NEED FOR FINANCING

We largely depend on additional capital to implement our business plan and support our operations. Currently, we have no established bank-financing arrangements. Therefore, it is likely we will need to seek additional financing through future private offering of our equity securities, or through strategic partnerships and other arrangements with corporate partners. We have no current plans for additional financing.

We cannot assure you that we will be able to raise the working capital as needed on terms acceptable to us, if at all. The sale of additional equity securities will result in dilution to our shareholders. The occurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financing covenants that would restrict our operations.

If we are unable to raise capital as needed, we are required to reduce the scope of our business development activities, which could harm our business plans, financial condition and operating results, or cease our operations entirely, in which case, you will lose all your investment.

ADVERSE EFFECT TO YOUR INTEREST UPON ADDITIONAL FINANCING

If we raise additional capital subsequent to this offering through the issuance of equity or convertible debt securities, the percentage ownership of our company held by existing shareholders will be reduced and those shareholders may experience significant dilution. In addition, we may also have to issue securities that may have rights, preferences and privileges senior to our Common Stock. In the event we seek to raise additional capital through the issuance of debt or its equivalents, this will result in increased interest expense.

INDEMNIFICATION AND LIMITATION OF LIABILITY

Our Certificate of Incorporation and By-Laws include provisions that eliminate the personal liability of the directors of the our company for monetary damages to the fullest extent possible under the laws of the State of Nevada or other applicable law. These provisions eliminate the liability of directors to the Company and its shareholders for monetary damages arising out of any violation of a director of her fiduciary duty of due care. Under Nevada law, however, such provisions do not eliminate the personal liability of a director for (i) breach of the director’s duty of loyalty, (ii) acts or omissions not in good faith or involving intentional misconduct or knowing violation of law, (iii) payment of dividends or repurchases of stock other than from lawfully available funds, or (iv) any transaction from which the director derived an improper benefit. These provisions do not affect a director’s liabilities under the federal securities laws or the recovery of damages by third parties.

DISRUPTIONS IN THE NATIONAL AND GLOBAL ECONOMIES

Disruptions in the United States national and global economies may result in high unemployment rates and declines in consumer confidence and spending. If such conditions occur, they may result in significant declines in the retail industry, which could directly affect the demand of our products. There can be no assurance that government responses to the disruptions will be able to restore investor confidence. Disruptions in the national and global economies therefore may adversely impact our revenues, results of operations, business and financial condition.

Risks Related to Our Common Stock

RESTRICTED SECURITIES; LIMITED TRANSFERABILITY

The securities should be considered a long-term, illiquid investment. Our securities have not been registered under the Securities Act, and cannot be sold without registration under the Securities Act or any exemption from registration. In addition, the securities are not registered under any state securities laws that would permit their transfer. Because of these restrictions and the absence of an active trading market for our securities, a shareholder will likely be unable to liquidate an investment even though other personal financial circumstances would dictate such liquidation.

NO PUBLIC TRADING MARKET

There is no established public trading marketing for our Common Stock and there can be no assurance that one will ever develop. Market liquidity will depend on the perception of our operating business and any steps that our management might take to bring us to the awareness of investors. There can be no assurance given that there will be any awareness generated. Consequently, investors may not be able to liquidate their investment or liquidate it at a price that reflects the value of the business. As a result holders of our securities may not find purchasers for our securities should they to sell securities held by them. Consequently, our securities should be purchased only by investors having no need for liquidity in their investment and who can hold our securities for an indefinite period of time.

NOT LIKELY TO PAY DIVIDENDS

We currently intend to retain any future earnings for use in the operation and expansion of our business. Accordingly, we do not expect to pay any dividends in the foreseeable future, but will review this policy as circumstances dictate.

WILL BE SUBJECT NOW AND IN THE FUTURE TO THE SEC’S “PENNY STOCK” RULES

We will be subject now and in the future to the SEC’s “penny stock” rules if our shares of Common Stock sell below $5.00 per share. Penny stocks generally are equity securities with a price of less than $5.00. The penny stock rules require broker-dealers to deliver a standardized risk disclosure document prepared by the SEC which provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer must also provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson, and monthly account statements showing the market value of each penny stock held in the customer’s account. The bid and offer quotations, and the broker-dealer and salesperson compensation information must be given to the customer orally or in writing prior to completing the transaction and must be given to the customer in writing before or with the customer’s confirmation.

In addition, the penny stock rules require that prior to a transaction; the broker dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. The penny stock rules are burdensome and may reduce purchases of any offerings and reduce the trading activity for shares of our Common Stock. As long as our shares of Common Stock are subject to the penny stock rules, the holders of such shares of Common Stock may find it more difficult to sell their securities.

COSTS TO COMPLY WITH U.S. CORPORATE GOVERNANCE AND ACCOUNTING REQUIREMENTS

We may incur significant costs associated with our public company reporting requirements, costs associated with newly applicable corporate governance requirements, including but not limited to requirements under the Sarbanes-Oxley Act of 2002. We expect all of these applicable rules and regulations to significantly increase our legal and financial compliance costs and to make some activities more time consuming and costly. We also expect that these applicable rules and regulations may make it more difficult and more expensive for us to obtain director and officer liability insurance and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our board of directors or as executive officers. We are currently evaluating and monitoring developments with respect to these newly applicable rules, and we cannot predict or estimate the amount of additional costs we may incur or the timing of such costs. In addition, we may not be able to absorb these costs of being a public company which will negatively affect our business operations.

MANAGEMENT’S LACK OF PUBLIC COMPANY EXPERIENCE

Ourmanagement lacks public company experience, which could impair our ability to comply with legal and regulatory requirements such as those imposed by Sarbanes-Oxley Act of 2002. Our management has never been responsible for managing a publicly traded company. Such responsibilities include complying with federal securities laws and making required disclosures on a timely basis. Our management may not be able to implement programs and policies in an effective and timely manner that adequately respond to such increased legal, regulatory compliance and reporting requirements, including establishing and maintaining internal controls over financial reporting. Any such deficiencies, weaknesses or lack of compliance could have a materially adverse effect on our ability to comply with the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) which is necessary to maintain our public company status. If we were to fail to fulfill those obligations, our ability to continue as a U.S. public company would be in jeopardy in which event you could lose your entire investment in our company.

OUR STATUS AS AN “EMERGING GROWTH COMPANY” UNDER THE JOBS ACT OF 2012

We are an “emerging growth company,” as defined in the JOBS Act, and, for as long as we continue to be an “emerging growth company,” we may choose to take advantage of exemptions from various reporting requirements applicable to other public companies but not to “emerging growth companies,” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. We could be an “emerging growth company” for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our Common Stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter, or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three year period.

In addition, Section 107 of the JOBS Act also provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to use the extended transition period provided above and therefore our financial statements may not be comparable to companies that comply with public company effective dates.

Because of the exemptions from various reporting requirements provided to us as an “emerging growth company,” we may be less attractive to investors and it may be difficult for us to raise additional capital as and when we need it. Investors may be unable to compare our business with other companies in our industry if they believe that our reports are not as transparent as other companies in our industry. If we are unable to raise additional capital as and when we need it, our financial condition and results of operations may be materially and adversely affected.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The information contained in this report, including in the documents incorporated by reference into this report, includes some statements that are not purely historical and that are “forward-looking statements.” The forward-looking statements contained in this report are based on current expectations and beliefs concerning future developments and the potential effects on the parties and the transaction. There can be no assurance that future developments actually affecting us will be those anticipated. These that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, including the following forward-looking statements involve a number of risks, uncertainties (some of which are beyond the parties’ control) or other assumptions. Such forward-looking statements include, but are not limited to, statements regarding our and their management’s expectations, hopes, beliefs, intentions or strategies regarding the future, including our financial condition, results of operations. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipates,” “believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “might,” “plans,” “possible,” “potential,” “predicts,” “projects,” “seeks,” “should,” “would” and similar expressions, or the negatives of such terms, may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

USE OF PROCEEDS

We will not receive any proceeds from the sale of Common Stock by the selling security holders. All of the net proceeds from the sale of our Common Stock will go to the selling security holders as described below in the sections entitled “Selling Security Holders” and “Plan of Distribution.” We have agreed to bear the expenses relating to the registration of the Common Stock for the selling security holders. We could, however, receive up to $1,211,700 in the event that the Warrants are exercised for cash (notwithstanding that such Warrants have a cashless exercise feature). We will use the proceeds from the exercise of the Warrants for general corporate purposes, which may include, among other things, our working capital needs and other general corporate purposes. However, there is no guarantee that any of the Warrants will be exercised. We could, however, receive up to $1,211,700 in the event the Warrants are exercised for cash, notwithstanding that such Warrants have a cashless exercise feature. We expect that it will be economically viable for and in the best interest of the Warrant holders to exercise their Warrants once the price of our common stock trade above the exercise price of the Warrant, or at $2.50 per share.

DETERMINATION OF OFFERING PRICE

Since our Common Stock is not listed or quoted on any exchange or quotation system, the offering price of the shares of Common Stock was determined by the price of the Common Stock that was sold to our security holders pursuant to an exemption under Section 4(2) of the Securities Act and Rule 506 of Regulation D sold promulgated under the Securities Act. The investors in the private placement received Units consisting of one share of common stock and two warrants to purchase shares of common stock for $0.75 per unit.

The offering price of the shares of our Common Stock does not necessarily bear any relationship to our book value, assets, past operating results, financial condition or any other established criteria of value. The facts considered in determining the offering price were our financial condition and prospects, our limited operating history and the general condition of the securities market.

Although our Common Stock is not listed on a public exchange, we will be filing to obtain a quotation on the OTCQB concurrently with the filing of this prospectus. In order to be quoted on the OTCQB, a market maker must file an application on our behalf in order to make a market for our Common Stock. As of the date of this registration statement, we plan to engage with certain market maker to file an application with FINRA to have our Common Stock quoted on the OTCQB. However, there can be no assurance that the application for quotation will be approved by FINRA.

In addition, there is no assurance that our Common Stock will trade at market prices in excess of the initial offering price as prices for the Common Stock in any public market which may develop will be determined in the marketplace and may be influenced by many factors, including the depth and liquidity.

DILUTION

The Common Stock to be sold by the selling stockholders provide in the “Selling Security Holders” section is Common Stock that is currently issued. Accordingly, there will be no dilution to our existing stockholders.In the event that the 484,680 shares underlying the Warrants being offered in this prospectus are exercised into Common Stock, as the case may be, the current common shares outstanding will be diluted by up to approximately 8.47%.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

There is presently no public market for our shares of Common Stock. We anticipate applying for quoting of our Common Stock on the OTCQB upon the effectiveness of the registration statement of which this prospectus forms apart. However, we can provide no assurance that our shares of Common Stock will be quoted on the OTCQB or, if quoted, that a public market will materialize.

Holders of Capital Stock

As of the date of this registration statement, we had thirty-six (36) holders of our Common Stock.

Stock Option Grants

We do not have a stock option plan in place and have not granted any stock options at this time.

DESCRIPTION OF BUSINESS

Hometown International, Inc. (the "Company”) is the originator of a new “Delicatessen” concept called “Your Hometown Deli.” Your Hometown Delis plan to featurefeatures “home-style” sandwiches, food items, and groceries in a casual and friendly atmosphere. Your Hometown Delis are designed to be comfortable community gathering places for customers of all ages. The Company seeks to create an establishment that will appeal to local residents and commuting workers, conveniently offering high-quality products at fair prices. Targeted towards smaller towns and communities, the Company’s first and only location was opened in Paulsboro, New Jersey on October 14, 2015.

Recent Developments

Impact of Current Coronavirus (COVID-19) Pandemic on the Company

On March 23, 2020, we were forced to temporarily close the delicatessen due to the stay-at-home order issued by the governor of New Jersey on March 9, 2020, resulting from the outbreak of COVID-19. Although we reopened the delicatessen on September 8, 2020, the temporarily closure and other effects of COVID-19 had a material impact on our business. There will be no assurances that we will be able to generate sufficient revenues. We are unable to estimate the ultimate impact of the COVID-19 pandemic on our financial condition and future results of operations.

Corporate Developments

On December 31, 2019, each of Paul F. Morina and Christine T. Lindenmuth, the principal officers and directors and majority shareholders of the Company, entered into separate Stock Purchase Agreements with Peter L. Coker, Jr., which provided for the sale by each of them of 1,000,000 shares of common stock of the Company. The consideration paid for the shares, which represented approximately 38% of the issued and outstanding share capital of the Company, was an aggregate of $3,000.

On February 1, 2020, Christine Lindenmuth, an officer and director of the Company, granted Peter L. Coker, Jr., Chairman of our Board, an option to purchase all of her 1,500,000 shares in the Company for $500. On March 19, 2020, Mr. Coker exercised the option and paid Ms. Lindenmuth $1,500 for the 1,500,000 shares. Mr. Coker simultaneously sold all of the 1,500,00 shares to three separate purchasers.

On February 17, 2020, Mr. Coker was appointed as the Chairman of the Board of Directors of the Company.

On March 18, 2020 the Company repurchased an aggregate of 38,336 shares of the Company’s common stock from a total of 11 shareholders, at a purchase price of $1.00 per share.

On March 18, 2020, the Board of Directors of the Company authorized the issuance of warrants to the shareholders of record as of March 31, 2020, which was then extended to April 15, 2020. As of such date, the Company send each shareholder of record (i) five Class A Warrants entitling the holder thereof to purchase five shares of common stock at an exercise price of $1.25 per share, (ii) five Class B Warrants entitling the holder thereof to purchase five shares of common stock at an exercise price of $1.50 per share, (iii) five Class C Warrants entitling the holder thereof to purchase five shares of common stock at an exercise price of $1.75 per share and (iv) five Class D Warrants entitling the holder thereof to purchase five shares of common stock at an exercise price of $2.00 per share, with each warrant expiring on April 15, 2035 (collectively, the “Warrants”). The Company issued an aggregate of 155,940,080 Warrants. The Warrants include antidilution provisions and other rights, which are contained in all the Warrants. In addition to the customary antidilution adjustment for stock splits and reclassifications, if at any time the Company issues rights to purchase shares pro rata to all of its the shareholders, then the holders of the Warrants shall be entitled to such rights. The holders of the Warrant shall also be entitled to dividends paid to the Company’s shareholders as if the holders had exercised the Warrants. Moreover, until the Company’s common stock is listed or quoted on a national securities exchange, if the Company sells or grants any option to purchase, or sells or grants any right to reprice, or otherwise disposes of or issues (or announce any offer, sale, grant or any option to purchase or other disposition) any common stock or common stock equivalents at an effective price per share less than the exercise price of the Warrants then in effect, then simultaneously with the consummation of each such issuance, the exercise price of the Warrants shall be reduced to equal such lower price. In addition, the holders of the Warrants shall be entitled to all notices as if said holders were holders of the common stock of the Company. To date none of the Warrants have been exercised.

On March 23, 2020, the Company filed a Certificate of Amendment to the Company’s Articles of Incorporation with the Secretary of State of the State of Nevada increasing the number of shares of common stock the Company is authorized to issue from 100,000,000 to 250,000,000.

Effective as of May 1, 2020, we entered into a Consulting Agreement with Tryon Capital Ventures LLC, a North Carolina limited liability company (“Tryon”) which is 50% owned by the father of Mr. Coker, our Chairman of the Board, primarily to advise management on the operation of our existing delicatessen business and the requirements related to being a public company. The term of the Tryon Consulting Agreement is one year; provided, however, that each party has the right to terminate the agreement upon 30 days’ prior written notice to the other. Pursuant to the Tryon Consulting Agreement, Tryon shall receive $15,000 per month during the term of the agreement, in addition to reimbursement of expenses approved in advance by the Company.

Pursuant to the Tryon Consulting Agreement, Tryon was engaged as a consultant to the Company, to, among other things, support in the research, development, and analysis of product, financial and strategic matters, and to perform such other necessary and appropriate duties that are, from time to time, delegated by one or more officers of the Company, including, but not limited to, the provision of the following services to the Company during the term of this Agreement:

It is anticipated that we will require the services of Tryon Capital to assist in the investigation of specific business opportunities and the negotiation, if /when presented, along with the drafting and execution of relevant agreements, disclosure documents and other instruments.

Effective as of May 1, 2020, we also entered into a Consulting Agreement with VCH Limited, a company formed under the laws of Macau (“VCH”) which beneficially owns in excess of 10% of our common stock. Pursuant to this VCH Consulting agreement, VCH was engaged as a consultant to the Company, primarily to create and build a presence with high net worth and institutional investors and advise management on evaluating other lines of business that may be beneficial to the Company’s shareholders. The term of the agreement is one year; provided, however, that each party has the right to terminate the agreement upon 30 days’ prior written notice to the other. Pursuant to the agreement, VCH shall receive $25,000 per month during the term of the agreement, in addition to reimbursement of expenses approved in advance by the Company.

Pursuant to the VCH Consulting Agreement, VCH was engaged as a consultant to the Company, to, among other things work closely with the Company’s Chairman to create and build a presence with high net worth and institutional investors, to act in such capacity and to provide the resources, guidance, feedback, advise and counsel in connection with the future PR/IR of the company with respect to both the buy and sell side of Wall Street. This includes introducing institutional and individual investors and bankers/analysts to the company via calls/meetings/webinars, etc

In addition, in our efforts to analyze potential acquisition targets, VCH will help management evaluate new business opportunities by considering the following factors:

Private Placement

On April 14, 2020, we consummated private offers and sales (collectively, the “Private Placement”) of an aggregate of 2,500,000 shares of common stock for gross cash proceeds of $2,500,000 to three investors, Blackwell Partners LLC – Series A, to Blackwell Partners LLC – Series A, STAR V Partners LLC and Maso Capital Investments Limited. These investors are also Selling Shareholders with respect to an aggregate of 1,500,000 of the purchased shares. In addition to customary representations and warranties made by the parties in the Private Placement documents, the Company agreed to discuss with these investors, at least on a quarterly basis, and in advance of any consideration taken by the Company, of its current plans to list on a national securities exchange. The Company also agreed not to take certain actions without the express written consent of one of such investors, including any change in management or to the board of directors, change the Company’s independent public accountant, incurrence of any expense over $50,000, or any other material action. The Company further agreed to maintain its corporate existence and not sell all or substantially all of its assets, except when the surviving entity is a publicly traded entity which assumes the Company’s obligations under the Warrants and the Registration Rights Agreement. In connection with the Private Placement, the Company entered into Registration Rights Agreements with the three investors pursuant to which the Company agreed to register the shares of common stock issued to the investors and the shares issuable upon the exercise of the Warrants they received.

The Company intends to utilize the net proceeds from the Offering to explore and evaluate potential merger candidates for the Company and for general corporate purposes.

Registration Rights

In connection with the Private Placement, the Company entered into Registration Rights Agreements with the investors, pursuant to which the Company agreed that no later than 20 calendar days after it receives notice from at least two-thirds of the investors, the Company shall file a registration statement with the SEC covering the shares issued in the Private Placement, and the shares of common stock issuable upon exercise of the Warrants received by the three investors. The Company agreed to use its commercially reasonable efforts to ensure that such registration statement is declared effective within 60 calendar days of filing with the SEC, or 90 days in the event of a full review by the SEC. If the Company is late in filing the registration statement, or if the registration statement is not declared effective on a timely basis, the Company will be required to pay these three investors, who are also included as selling shareholders in this prospectus, liquidated damages at a rate equal to 1% of the purchase price for each full month the registration requirements have not been satisfied; provided, however, that in no event shall the aggregate of any such liquidated damages exceed 10% of the total purchase price. The Company is required to use its commercially reasonable efforts to maintain the effectiveness of the Registration Statement until the expiration of the Warrants, or until Rule 144 is available.

On April 22, 2020, the Company received a demand letter from the investors pursuant to the Registration Rights Agreement requesting that the Company register the Common Stock and the warrants owned by the three investors in a registration statement. On May 6, 2020, the three investors consented to a waiver of all the securities being registered to only include the 2,500,000 shares of Common Stock. On June 4, 2020, the three investors consented to a second waiver and agreed to include only 1,500,000 shares of Common Stock owned by the investors.

Going forward, we intend to seek, investigate and, if such investigation warrants, engage in a business combination with a private entity whose business presents an opportunity for our shareholders. Our objectives discussed below are extremely general and are not intended to restrict discretion of our Board of Directors to search for and enter into potential business opportunities or to reject any such opportunities. We have no particular business combination in mind and have not entered into any negotiations regarding such a combination. Neither our officers nor any of our affiliates has engaged in any negotiations with any representative of any company regarding the possibility of an acquisition or combination between our company and such other company. We have not yet entered into any agreement, nor do we have any commitment or understanding to enter into or become engaged in a transaction.

We will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. Further, we may acquire or combine with a venture that is in its preliminary or early stages of development, one that is already in operation or one that is in a more mature stage of its corporate existence. Accordingly, business opportunities may be available in many different industries and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities difficult and complex.

The analysis of new business opportunities will be undertaken by or under the supervision of our executive officers and directors, none of whom is a business analyst. Therefore, it is anticipated that outside consultants or advisors may be utilized to assist us in the search for and analysis of qualified target companies.

A decision to participate or not in a specific business opportunity will be made based upon our analysis of the quality of the prospective business opportunity’s management and personnel, its assets, the anticipated acceptability of products or marketing concepts, the merit of a proposed business plan and numerous other factors that are difficult, if not impossible, to analyze using any objective criteria. We have unrestricted flexibility in seeking, analyzing and participating in potential business opportunities.

In our efforts to analyze potential acquisition targets, we will consider the following kinds of factors:

In applying the foregoing criteria, no one of which will be controlling, management will attempt to analyze all factors and circumstances and make a determination based upon reasonable investigative measures and available data.

Potentially available business opportunities may occur in many different industries, and at various stages of development, all of which will make the task of comparative investigation and analysis of such business opportunities extremely difficult and complex. Due to our limited capital available for investigation, we may not discover or adequately evaluate adverse facts about the opportunity to be acquired.

In implementing a structure for a particular business acquisition, we may become a party to a merger, consolidation, reorganization, joint venture, licensing agreement or other arrangement with another entity. We also may acquire stock or assets of an existing business. On the consummation of a transaction it is probable that the present management and shareholders of the company will no longer be in control of the company. In addition, some or all of our officers and directors, as part of the terms of the acquisition transaction, likely will be required to resign and be replaced by one or more new officers and directors without a vote of our shareholders.

It is anticipated that any securities issued in any such reorganization would be issued in reliance upon exemption from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated element of a transaction, we may agree to register all or a part of such securities immediately after the transaction is consummated or at specified times thereafter. The issuance of substantial additional securities and their potential sale into any trading market which may develop in our securities may have a depressive effect on that market.

While the actual terms of a transaction to which we may be a party cannot be predicted, it may be expected that the parties to the business transaction will find it desirable to avoid the creation of a taxable event and thereby structure the acquisition as a “tax-free” reorganization under Sections 351 or 368 of the Internal Revenue Code of 1986, as amended.

With respect to any merger or acquisition, negotiations with target company management are expected to focus on the percentage of our company that the target company shareholders would acquire in exchange for all of their shareholdings in the target company. Depending upon, among other things, the target company’s assets and liabilities, our existing shareholders will in all likelihood hold a substantially lesser percentage ownership interest in our company following any merger or acquisition. The percentage ownership of our existing shareholders may be subject to significant reduction in the event we acquire a target company with substantial assets. Any merger or acquisition effected by us can be expected to have a significant dilutive effect on the percentage of shares held by our shareholders at such time.

We will participate in a business opportunity only after the negotiation and execution of appropriate agreements. Although the terms of such agreements cannot be predicted, generally such agreements will require certain representations and warranties of the parties thereto, will specify certain events of default, will detail the terms of closing and the conditions which must be satisfied by the parties prior to and after such closing, will outline the manner of bearing costs, including costs associated with our attorneys and accountants, and will include miscellaneous other terms.

It is anticipated that the investigation of specific business opportunities and the negotiation, drafting and execution of relevant agreements, disclosure documents and other instruments will require substantial management time and attention and substantial cost for accountants, attorneys and others. If a decision is made not to participate in a specific business opportunity, the costs theretofore incurred in the related investigation would not be recoverable. Furthermore, even if an agreement is reached for the participation in a specific business opportunity, the failure to consummate that transaction may result in our loss of the related costs incurred.

We expect to encounter substantial competition in our efforts to identify and consummate a transaction with a business opportunity. The primary competition will be from other companies organized and funded for similar purposes, small venture capital partnerships and corporations, small business investment companies and wealthy individuals, all of which may have substantially greater financial and other resources than we do. In view of our limited financial resources and limited management availability, we may be at a competitive disadvantage compared to our competitors.

The Your Hometown Deli Concept

Your Hometown Deli is a delicatessen concept that will focus on providing high-quality food products not available in local supermarkets or take-out restaurants. The delicatessen concept has a worldwide history with the term first appearing in the English language in 1889. The word “delicatessen” originates in the German language and means "delicacies"“delicacies” or “fine foods.” Delicatessens vary throughout the world, but in the United States a delicatessen (or “deli”) is a small retail store that is a blend of a grocery and a fast-food restaurant.

The Company’s Your Hometown Deli concept will beis patterned after traditional delicatessens, offering a wider and fresher menu than found at fast-food restaurants. Sandwiches and green salads will beare made fresh to order. Like many delis, Your Hometown Deli intends to serveserves some hot foods kept on a steam table, similar to a cafeteria. In addition to ready-to-eat food, the Your Hometown Deli plans to sellsells cold cuts by weight. A wide variety of beverages are also expected to be sold together with potato chips and similar products.

In addition to the lunch items, Your Hometown Deli plans to offer a number of additional items geared toward the breakfast crowd. Newspapers,our food offering, newspapers, limited household items and small snack items, such as candy, cookies and chewing gums are planned to be available for purchase. Your Hometown Delis are expected to provideDeli also provides take-out service and limited seating in the store.

Products

Your Hometown Deli will provideprovides sandwiches, soups, salads, deli meats/cheeses, hot/cold drinks, fresh breads/rolls and small retail items for cooking, baking, and home use. Salads will include made-to-order green salads, prepared pasta, potato, chicken, or other variety of "wet"“wet” salads. Breakfast products will include baked goods (breakfast pastries, bagels, toast), yogurt, and hot breakfast sandwiches. Fresh coffee, tea and other hot and cold beverages willare also be available for purchase.

Strategy

The Company’s business strategy is to create a food-centered social environment within the local community that offers higher-quality prepared food and ingredients than is typically found locally. CompanyThe Company’s management believes that broader market trends and certain locality-specific attributes support this strategy. The average American eats out 4-5 times a week and according to the United States Department of Labor. Management of the Company believes the increased popularity of eating out in the United States is a social trend that is likely to continue in the future. In addition, Management will select Your Hometown Deli locations that appear to support this strategy.

Our continued existence is dependent upon our ability to continue to execute our operating plan and to obtain additional debt or equity financing. There can be no assurance the necessary debt or equity financing will be available or will be available on terms acceptable to our company. If we cannot obtain financing or if we determine not to proceed with our business plan, we may decide to exit our existing business and explore potential strategic alternatives, including establishing a new business, or target an existing business for acquisition, without restriction to any specific business, industry or geographical location.

Location

The Company’s first unit will be locatedsole location is in Paulsboro, a borough in Gloucester County, New Jersey that was founded in 1904. Paulsboro is located directly across the Delaware River from the city of Philadelphia and the Philadelphia airport. The Your Hometown Deli will beis located on a property in the commercial area of downtown Paulsboro that has two buildings. The front building will beis the location of the new Your Hometown Deli as well as the local Conrail offices. The rear building is used throughout the week as a practice facility by the local wrestling club and other sports groups. Paulsboro has a national reputation for its wrestling activities and one of the Company’s founders is a leader in the sport of wrestling.

The borough of Paulsboro is undergoing a redevelopment phase from a petroleum products specialty port into an adaptable “OmniPort” able to handle a diversity of bulk, break bulk cargo and shipping containers. Studies completed in 2012 concluded that the port is well suited to become a center for the manufacturing, assembly, and transport of wind turbines and platforms for the development of Atlantic Wind Connection. The port is located approximately one mile from the site of the Your Hometown Deli. The ManagementCompany’s management believes that hundreds of employees around the area will eventually pass the Your Hometown Deli, the only food establishment on the main commuter route to the Port, in a few months from the opening of the deli.Port.

The Market

The local Paulsboro market is small, but conducive to hosting a Your Hometown Deli. According to the 2010 United States Census, there were 6,097 people and 2,286 households residing in the borough. The median household income was $43,846. The broader Philadelphia Metropolitan Statistical Area is the sixth-largest metropolitan area in the United States with a population to 6.53 million people.

The Company anticipates drawing customers from people living in Paulsboro and the adjacent communities of Greenwich, Clarksboro, and West Deptford, New Jersey. Commuting workers are also anticipated to be customers.

Local students and coaches who frequently use the sports practice facility on the property are another group of potential customers. The practice facility is also home to the “The Monster Factory,” a professional wrestling training and wrestling match promotions organization. In business more than 30 years, the Monster Factory has become “the world’s most famous wrestling school” and has been featured in theRolling Stone,,NewsWeek,, andWall Street Journal.Journal. The Company believes that the attendees of Monster Factory wrestling events are potential customers for Your Hometown Deli.

Local competing delicatessen concept stores include Wally’s Grocery & Deli. Other dining and grocery options in the area include locally owned pizzerias, seafood, and fine dining restaurants. Fast food options in the vicinity include McDonalds, Burger King, and Wendy’s. Grocery stores include Wawa, Dollar General, Heritage’s Dairy Stores and Fair Deal Food Market.

EmployeesSales and Marketing

The Company presently has ten employees apart from its officers and directors, Paul F. Morina, President and Christine T. Lindenmuth. Both are currently working for the Company without any compensation. From time to time, the Company may hire more employees based on its business needs and these decisions will be made by the officers if and when appropriate

Sales and Marketing

The Company will relyrelies heavily on word of mouth for its marketing. The Company’s founders have close ties to the community in which the first store will be openedis located and it is anticipatedbelieve that these relationships will help the Company’s sales and marketing efforts. A portion of the Company’s marketing budget is allocated to be spent on signage and other forms of local advertising. The Company plans to have a website that describes its offerings, menu, and daily specials and coupons, which are expected to be used to attract new customers and to increase sales. Social media is planned to be usedWe use Facebook to describe the quality, atmosphere, products, specials, customer opinions and general information about the Your Hometown Deli’s operation. All sales and marketing messages will attempt to describe the unique character of the Your Hometown Deli and its family-oriented style and old-world feel.

Seasonality

We do not have a seasonal business cycle. However, we may offer seasonal food items or adjust our menu items depending on the seasons.

Environmental Matters

Our business currently does not implicate any environmental regulation.

Intellectual Property

We do not hold any patents, trademarks or other registered intellectual property on products relating to our business. However, in addition to our domain name, from time to time,business except that we may apply for patents, trademarks or other registered intellectual property essential to the protection of our brand and success of our business.have a Facebook page.

DESCRIPTION OF PROPERTY

The Company’s principal executive office and mailing address is 25 E. Grant Street, Woodstown, NJ 08098. Our telephone number is (856) 759-9034.

On July 1, 2014, the Company entered into a five-year non-cancelable operating lease with our officer Paul MarinaMantua Creek Group, LLC (“Mantua”), a related party, for the store space at 541A Mantua Ave, Paulsbroro,Paulsboro, NJ 08066 for a monthly rate of $500. As of the date ofThe lease was extended on August 12, 2019 for an additional two-year term. Management believes that this registration statement, the operating lease agreement has been fully executed and the Companyspace is expected to begin paying rent to Mr. Marinaadequate for the lease of the space starting in October 2015.

Once our business grows and generates sufficient revenue, we may look to expand our Your Hometown Deli concept and open stores in other locations throughout the United States.its current needs.

LEGAL PROCEEDINGS

Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. From time to time, we may become involved in various lawsuits andThere are no pending legal proceedings to which arise, in the ordinary course of business. However, as of the date of this registration statement, we are currently not involved witha party or in which any such legal proceedingsdirector, officer or claims.affiliate of ours, any owner of record or beneficially of more than 5% of any class of our voting securities, or security holder is a party adverse to us or has a material interest adverse to us.

MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION

AND RESULTRESULTS OF OPERATIONS

TheYou should read the following plan of operation provides information which management believes is relevant to an assessment and understanding ofdiscussion together with our results of operations and financial condition. The discussion should be read along with ourconsolidated financial statements and the related notes thereto.included elsewhere in this prospectus. This section includes a number ofdiscussion contains forward-looking statements that reflectare based on our current views with respect to future eventsexpectations, estimates and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, projectprojections about our business and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could causeoperations. Our actual results tomay differ materially from our predictions.those currently anticipated and expressed in such forward-looking statements.

Business Impact of Current Coronavirus (COVID-19) Pandemic on the Company

As of March 23, 2020, we were forced to temporarily close the delicatessen due to the stay-at-home order issued by the governor of New Jersey on March 9, 2020, resulting from the outbreak of COVID-19. Although we reopened the delicatessen on September 8, 2020, the temporarily closure and other effects of COVID-19 had a material impact on our business. There will be no assurances that we will be able to generate sufficient revenues. We are unable to estimate the ultimate impact of the COVID-19 pandemic on our financial condition and future results of operations.

Overview

Incorporated on May 19, 2014 under the laws of the State of Nevada, Hometown International, Inc. is the originator of a new Delicatessen concept. Through our wholly-owned subsidiary, Your Hometown Deli Limited Liability Company (“Your Hometown Deli”), we plan to operate a delicatessen storesstore that featurefeatures “home-style” sandwiches and other entrees in a casual and friendly atmosphere. The stores are planned to bestore is designed to offer local patrons of all ages with a comfortable community gathering places. Targeted towards smaller towns and communities, the Company’s first unitand only store is planned to be builtlocated in Paulsboro, New Jersey.

On January 18, 2014, Your Hometwon Deli, LLC. was formed underApril 14, 2020, we consummated a private offer and sale of an aggregate of 2,500,000 shares of common stock for gross cash proceeds to us of $2,500,000. The Company intends to utilize the laws of State of New Jersey. On May 29, 2014, Your Hometown Deli, LLC, entered into a Membership Interest Purchase Agreement with ournet proceeds from this offering to explore and evaluate potential merger candidates for the Company and is now a wholly-owned subsidiary of our Company. We intend to introduce the delicatessen concept under the Your Hometown Deli brand name. Based on the Paulsboro unit’s performance, we may consider expanding the concept to other communities throughout the United States.for general corporate purposes.

AsOn April 15, 2020, we issued to each shareholder of record on said date: (i) five Class A Warrants, entitling the holder thereof to purchase five shares of the date of this registration statement, we are undergoing a Regulation D Rule 506 offering in which we are offering up to 300,000 units (the “Units”), consisting of one (1) share of Common Stock and two (2) warrants each to purchase one (1) share of Common StockCompany’s common stock at an exercise price of $2.50$1.25 per share. The Units are being offeredshare (the “Class A Warrants”), (ii) five Class B Warrants, entitling the holder thereof to purchase five shares of the Company’s common stock at aan exercise price of $0.75$1.50 per Unitshare (the “Class B Warrants”), (iii) five Class C Warrants, entitling the holder thereof to purchase five shares of the Company’s common stock at an exercise price of $1.75 per share (the “Class C Warrants”), and there is no minimum subscription requirement(iv) five Class D Warrants, entitling the holder thereof to purchase five shares of the Company’s common stock at an exercise price of $2.00 per share (the “Class D Warrants”), with each warrant expiring on April 15, 2035 (collectively, the “Warrants”). The Company issued an aggregate of 155,940,080 Warrants. No warrants have been exercised to date.

Results of Operations - Three Months Ended June 30, 2020 Compared to Three Months Ended June 30, 2019

We generated revenue of $0 and $4,205 for the investors.three months ended June 30, 2020 and 2019, respectively. The decrease in revenue is attributed to the closure of the delicatessen as a result of COVID-19. The total cost and expenses were $176,444 for the three months ended June 30, 2020, compared to $47,308 for the three months ended June 30, 2019. The increase in total cost and expenses is mainly attributed to $80,000 in consulting fee –related parties and $68,755 of professional fees. Increase in consulting expense was attributable to consulting agreements entered on May 1, 2020 with related parties. Increase in professional fees was attributable to legal fees required in connection with filing with the Securities and Exchange Commission Form S-1 Registration Statement. We incurred loss from operations of $176,444 and $43,103 for the three months ended June 30, 2020 and 2019, respectively. The increase of $133,341 in loss from operations is mainly attributed to the added expenses incurred due to increases in consulting and professional fees during the three months ended June 30, 2020.

As of October 2015, haveDue to the described factors above, we had limited active business operations and generated no revenue. Except for the equipment and fixtures we purchased in connection to our deli store, we have limited assets. We had minimal working capital as of the date of this registration statement and used cash in operating activities for the reporting period then ended. These factors raise substantial doubt from our auditor about our ability to continue as a going concern.

As reflected in the financial statements, Company used cash in operations of $60,288 and has a net loss of $92,654$178,015 and $49,852 for the three months ended June 30, 2020 and 2019, respectively.

Results of Operations - Six Months Ended June 30, 2020 Compared to Six Months Ended June 30, 2019

We generated revenue of $3,577 and $8,813 for the six months ended June 30, 2015. In addition,2020 and 2019, respectively. The decrease in revenue is mainly attributed to the Company has not generated any revenues from inception. These factors raise substantial doubt from our auditor about our ability to continueclosure of the delicatessen as a going concern. It is our belief that the saleresult of 300,000 Units will provide our Company with sufficient capital resource to continue our businessCOVID-19. The total cost and expenses were $257,383 for the next twelve (12) months.six months ended June 30, 2020, compared to $88,121 for the six months ended June 30, 2019. The increase in total cost and expenses is mainly attributed to $128,075 of professional fees and $80,000 of consulting fees – related parties for the six months ended June 30, 2020, as compared to $32,210 of professional fees and no consulting fees during for the six months ended June 30, 2019. Increase in consulting expense was attributable to consulting agreements entered on May 1, 2020 with related parties. Increase in professional fees was attributable to legal fees required in connection with filing with the Securities and Exchange Commission Form S-1 Registration Statement. We also anticipate generating revenue onceincurred loss from operations of $253,806 and $79,308 for the six months ended June 30, 2020 and 2019, respectively. The increase of $174,498 in loss from operations is mainly attributed to the amount of professional fees and consulting fees.

Due to the described factors above, we open our first deli store. However, our cash position may not be sufficient to support our daily operations. While we believe inhad a net loss of $262,706 and $92,295 for the viability of our strategy to generate sufficient revenuessix months ended June 30, 2020 and in our ability to raise additional funds, there can be no assurances to that effect. Our continued existence is dependent upon our ability to continue to execute our operating plan and to obtain additional debt or equity financing. There can be no assurance the necessary debt or equity financing will be available, or will be available on terms acceptable to our company.2019, respectively.

Liquidity and Capital Resources

Plan

As of OperationsJune 30, 2020, we had total assets of $1,920,125, consisting of $1,911,717 in cash, $5,687 in net operating lease asset, $2,415 in leasehold improvements, and $306 in inventory. Our liabilities as of June 30, 2020 were $77,377, which comprised of $11,477 in accounts payable and accrued expenses, $60,213 due to certain officers, and $5,687 in operating lease liability. As of June 30, 2020, we had a working capital deficit of $1,834,646.

The Delifollowing is scheduled to open in November 2015. The delaya summary of the grand opening has been due to difficulty getting final inspections approved. The business plan calls for a walk-in style deli, where customers could buy sandwiches, cold cutsour cash flows provided by (used in) operating, investing, and salads from the counter. Additionally there will be dry goods and beverages associated with the deli conceptfinancing activities for the customer to purchase.six months ended June 30, 2020 and 2019:

For the six months ended June 30, 2020, net cash used in operations of $300,421 was the result of a net loss of $262,706 offset by offset by in-kind contribution of services of $15,428, depreciation expense of $3,623, a decrease in operating lease right of use of $2,637, a decrease of inventory of $738, an increase of accounts payable and accrued expenses of $57,504 and a decrease in operating lease liabilities of $2,637. For the six months ended June 30, 2019, net cash used in operations of $42,891 was the result of a net loss of $92,295 offset by offset by in-kind contribution of services of $15,428, depreciation expense of $3,627, a decrease of inventory of $212, and a decrease of accounts payable and accrued expenses of $30,137.

Between late fallNet cash used in our investing activities were $0 and early winter of 2013, we gutted$0 for the interior space of our store located at 541A Mantua Ave,Paulsbroro, NJ 08066,the future site of Your Hometown Deli. The space was once used as an office/retail space for a local canvasing company. During that time period, we installed the carpet, took down wallssix months ended June 30, 2020 and doors, and removed ceiling tiles and insulation due to water damage and wears and tears.June 30, 2019, respectively.

During the first quarterOur financing activities resulted in a cash inflow of 2014, we began the process of upgrading the electric to sustain various types of refrigeration units including deli cases and beverage units, both hot and cold. Upgrades were deemed necessary by the management to meet the needs of a security system and appliances in the kitchen. We also installed plumbing and gas lines$2,206,756 for the kitchensix months ended June 30, 2020, which is represented by $2,500,000 proceeds from issuance of common stock, $7,196 proceeds from a shareholder loan payable, $332,104 loan repayment to related party, $70,000 proceeds from note payable- related party and purchased$38,336 and purchase of treasury stock. Our financing activities resulted in a commercial grade six-burner oven. During the summercash inflow of 2014, to be fully compliant with local building codes and various ordinances, we laid concrete for sidewalks, walkways and driveways, as well as a patio for refuse. We also painted the exterior of the building and purchased our first deli case and other kitchen supplies. Later in 2014, we installed dry walls in the main dining area, put in fire wall and cement board$42,551 for the kitchensix months ended June 30, 2019, which is represented by $4,451 proceeds from a shareholder loan payable and mounted$38,100 proceeds from note payable- related party.

We are dependent on the revenues from our delicatessen operations and receipt of capital investment or other financing to fund our ongoing operations. On April 14, 2020, we consummated a private offer and sale of an ANSUL systemaggregate of 2,500,000 shares of common stock for commercial hood. Meanwhile, various sinksgross cash proceeds to us of $2,500,000. The Company plans to utilize the net proceeds from this offering to explore and tables were purchased, along with a second deli case. We also repaired the windows, patched, painted and polished the interior floor with epoxy coveringevaluate potential merger candidates for the finish.

Between winter of 2014Company and now,to fund general corporate purposes. To that end, we have painted interior wallsentered into consulting agreements with two consultants, Tryon Capital Ventures and put up chair railVCH Limited, for $15,000 and base-board in entire space. We also installed closet door, kitchen counter, deli counter and coffee bar. We finished the plumbing system in the kitchen and installed sinks, stove, and a grill. Wire racks were also purchased for shelving for the sale of convenience items. We also installed a new in-ground drainage system to reroute gutter water, as well as new ceiling tiles and insulation. We also graded our driveway and erected a store sign. There is also a cable phone line available to use.

We installed the wiring of the ANSUL fire system and security system, the installation of privacy fence around the waste removal area and put in additional handicap parking spots in our parking lot to accommodate local ordinance. We installed new front doors, purchased different types of kitchen appliance and a POS system to process future credit card transactions. We currently maintain ten employees on staff in addition to the owners. We kicked off a soft opening of our restaurant as of October 14, 2015. A grand opening has also been planned for mid-November. Promotion and marketing of our deli has been primarily through word of mouth, signage in front of our physical store location, articles and ads to be placed in the local newspaper (the Record Today), sponsorship of the glasses for an annual Wine Festival planned on November 21, 2015 with Your Hometown Deli info printed on the side of glass. We are currently working to launch our website and Facebook page. Our menu offering has been set to include cold sandwiches, subs, wraps and salads. We have submitted a credit application to use Dietz and Watson as our primary supplier for various deli meats, cheeses and salads. Also available for purchase are items such as pastas, sauces, oils, vinegars, spices and authentic Italian treats. 

$25,000 per month, respectively. We plan to use the proceeds from ourthe private placement offering to fundpay for these obligations.

On March 23, 2020, we were forced to temporarily close the delicatessen due to the stay-at-home order issued by the Governor of New Jersey on March 9, 2020, resulting from the outbreak of COVID-19.

On April 24, 2020, the Company fully repaid the notes payable to Peter L. Coker, Jr., our planChairman, in the principal amount of $285,126, and $46.978 of accrued interest. The loans, which were paid in full, were repaid from the proceeds of said private placement.

We reopened the delicatessen on September 8, 2020, the temporarily closure and other effects of COVID-19 had a material impact on our business. We experienced a decrease in revenues as a result of the COVID-19 pandemic even before the stay-at-home order was issued. Even now that the order is lifted and the delicatessen is re-opened, we may have a slowdown in customer’s visit due to the current economic condition. There can be no assurances that we will able to generate sufficient revenues. The further spread of COVID-19, and the requirements to take action to mitigate the spread of the pandemic, will impact our ability to carry out our business as usual and may materially adversely impact global economic conditions, our business, results of operations, includingcash flows and financial condition.

Even now that we have reopened our marketing effortstore, we might be subject to modified hours and equipment purchase. Weconditions. Moreover, should New Jersey fail to fully contain COVID-19 or suffer a COVID-19 relapse, the market for our deli may not recover quickly or at all, which could have a material adverse effect on our business and results of operations. As a result, we may incur additional expenses forimpairment charges to our inventory, butstore and corporate assets, any of which may have a significant or material impact on our financial results. The extent to which COVID-19 impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the scope and duration of actions to contain COVID-19 or treat its impact, among others. We are unable to estimate the ultimate impact of the COVID-19 pandemic on our financial condition and future results of operations.

As of September 21, 2020, we had approximately $1,700,000 of cash on hand, and a cash burn rate of approximately $80,000 per month. Therefore, the Company believes it is management’s belief that the store will begin to generate revenue quickly from its operation once the deli is open and therefore generatehave sufficient cash flow to fund our operation.sustain its current operations for the next 12 months.

Critical Accounting Policies and Estimates

While our significant accounting policies are more fully described in Note 1 to our financial statements, we believe that the following accounting policies are the most critical to aid you in fully understanding and evaluating this management discussion and analysis.

Use of Estimates

In preparing consolidated financial statements in conformity with generally accepted accounting principles, we aremanagement is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Significant estimates include valuation of in kind contribution of service and valuation of deferred tax assets. Actual results could differ from those estimates.

Fair value measurements and Fair value of Financial InstrumentsRevenue Recognition

Effective January 1, 2018, the Company recognizes revenue in accordance with Accounting Standards Codification 2014-09, Revenue from Contracts with Customers (Topic 606).

The carrying amounts on our financial instruments including note receivable, accounts payable and note payable, approximate fair value due toCompany generates revenue operating a delicatessen. Revenue from the relatively short period to maturity for these instruments.operations of Company-owned delicatessen are recognized when sales occur.

Recent Accounting Pronouncements

In April 2015,February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2015-03, “ Interest – Imputation of Interest (Subtopic 835-30): SimplifyingASU 2016-02, “Leases” Topic 842, which amends the Presentation of Debt Issuance Costs”, is to simplify presentation of debt issuance costsguidance in former ASC Topic 840, Leases. The new standard increases transparency and comparability most significantly by requiring that debt issuance costs related to a recognized debt liability be presented inthe recognition by lessees of right-of-use (“ROU”) assets and lease liabilities on the balance sheet as a direct deduction fromfor all leases longer than 12 months. Under the carrying amountstandard, disclosures are required to meet the objective of that debt liability, consistent with debt discounts. The ASU does not affect the recognition and measurement guidance for debt issuance costs. For public companies, the ASU is effective forenabling users of financial statements issued for fiscal years beginning after December 15, 2015,to assess the amount, timing, and interim periods within those fiscal years. Early application is permitted. We are currently reviewing the provisionsuncertainty of this ASU to determine if therecash flows arising from leases. For lessees, leases will be any impact on our resultsclassified as finance or operating, with classification affecting the pattern and classification of operations, cash flows or financial condition.

In April 2015, FASB issued Accounting Standards Update (“ASU”) No. 2015-04, “Compensation – Retirement Benefits (Topic 715): Practical Expedient forexpense recognition in the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets”, permitsincome statement. The Company adopted the entity to measure defined benefit plan assets and obligationsnew lease guidance effective January 1, 2019 using the month-end that is closestmodified retrospective transition approach, applying the new standard to the entity’s fiscal year-end and apply that practical expedient consistently from year to year. The ASU is effective for public business entities for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early application is permitted. We are currently reviewing the provisionsall of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition.

In April 2015, FASB issued Accounting Standards Update (“ASU”) No. 2015-05, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement”, provides guidance to customers about whether a cloud computing arrangement includes a software license. If such an arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If the arrangement does not include a software license, the customer should account for it as a service contract. For public business entities, the ASU is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Early application is permitted. We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition.

In April 2015, FASB issued Accounting Standards Update (“ASU”) No. 2015-06, “Earnings Per Share (Topic 260): Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions”, specifies that, for purposes of calculating historical earnings per unit under the two-class method, the earnings (losses) of a transferred business beforeits leases existing at the date of a drop down transaction shouldinitial application which is the effective date of adoption. Consequently, financial information will not be allocated entirelyupdated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. We elected the package of practical expedients which permits us to not reassess (1) whether any expired or existing contracts are or contain leases, (2) the general partner. In that circumstance,lease classification for any expired or existing leases, and (3) any initial direct costs for any existing leases as of the effective date. We did not elect the hindsight practical expedient which permits entities to use hindsight in determining the lease term and assessing impairment. The adoption of the lease standard did not change our previously reported earnings per unitconsolidated statements of the limited partners (which is typically the earnings per unit measure presentedoperations and did not result in the financial statements) would not change asa cumulative catch-up adjustment to opening equity. As a result, of the dropdown transaction. Qualitative disclosures about how the rights to the earnings (losses) differ beforeCompany has recorded Right-to-use assets and after the dropdown transaction occurs for purposes of computing earnings per unit under the two-class method also are required. The ASU is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Earlier application is permitted. We are currently reviewing the provisions ofcorresponding Lease obligations as more fully discussed in our consolidated financial statements included in this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition.Registration Statement.

All other newly issued accounting pronouncements, but not yet effective, have been deemed either immaterial or not applicable.

Going ConcernResults of Operations for the years ended December 31, 2019 and December 31, 2018

Our financial statements have been prepared on a going concern basis, which contemplatesComparison of the realization of assetsFiscal Year Ended December 31, 2019 and satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustment relating to recoverability and classification of recorded amounts of assets and liabilities that might be necessary should our company be unable to continue as a going concern.

As reflected in the financial statements,the Company used cash in operations of $60,288 and has a net loss of $92,654 for the six months ended June 30, 2015. In addition, the Company has not generated any revenues from inception. These factors raise substantial doubt from our auditor about our ability to continue as a going concern. Our continued existence is dependent upon our ability to continue to execute our operating plan and to obtain additional debt or equity financing. There can be no assurance the necessary debt or equity financing will be available, or will be available on terms acceptable to our company.2018

We are attempting to complete the launch of our first location to generate sufficient revenue; however, our cash position may not be sufficient to support our daily operations. While we believegenerated $21,772 and $32,205 in the viability of our strategy to generate sufficient revenues and in our ability to raise additional funds, there can be no assurances to that effect. The ability of our company to continue as a going concern is dependent upon our ability to further implement our business plan, generate sufficient revenue and in our ability to raise additional funds.

Results of Operations

Comparison for the Three Months Ended June 30, 2015 and 2014

Because we have yet to open our first deli, we generated no revenue for the three monthsfiscal year ended June 30, 2015December 31, 2019 and 20142018, respectively. We incurred operating expenses of $53,419$153,930 and $10,689$119,505 for the three monthsfiscal year ended June 30, 2015December 31, 2019 and 2014,2018, respectively. Our operating expenses for the three monthsfiscal year ended June 30, 2015 consistsDecember 31, 2019 consisted of consulting fees to a related partyfood, beverage and supplies of $24,000,$15,824, direct operating and occupancy costs of $9,446, labor costs of $102, professional fees of $18,350$56,776 and general and administrative fees of $64,467, compared to food, beverage and supplies of $20,172, direct operating and occupancy costs of $8,734, labor costs of $360, professional fees of $34,096 and general and administrative expenses of $11,069, compared to consulting fees to a related party of $0, professional fees of $10,000 and general and administrative expenses of $689$48,828 for the three monthsfiscal year ended June 30, 2014.December 31, 2018. We had a net loss of $53,494$149,341 for the three monthsfiscal year ended June 30, 2015,December 31, 2019 compared to net loss of $10,689$108,843 for the three monthsfiscal year ended June 30, 2014.

For the Six Months Ended June 30, 2015

We generated no revenue for the six months ended June 30, 2015. We incurred operating expenses of $92,579 for the six months ended June 30, 2015. Our operating expenses for the six months ended June 30, 2015 consists of consulting fees to a related party of $48,000, professional fees of $25,589 and general and administrative expenses of $11,069. We had a net loss of $92,654 for the six months ended June 30, 2015.December 31, 2018.

For the Period from January 18, 2014 (Inception) to June 30, 2014

We generated no revenue from January 18, 2014 (inception) to June 30, 2014. We incurred a total operating expenses of $62,317, consisting of $40,000 in consulting fee to a related party and general and administrative expense of $22,317 for the period from inception to June 30, 2014. We had a net loss of $62,317 For the Period from January 18, 2014 (inception) to June 30, 2014.

Our financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustment relating to recoverability and classification of recorded amounts of assets and liabilities that might be necessary should our company be unable to continue as a going concern.

Liquidity and Capital Resources - for the years ended and as of December 31, 2019 and as of December 31, 2018

For the Six Months Ended June 30, 2015

As of June 30, 2015,December 31, 2019, we had total assets of $34,342$20,788 and $27,632$492,426 in liabilities, respectively. Thus, we had a total stockholders’ equitydeficit of $6,710$471,638 as of June 30, 2015.

December 31, 2019. As of December 31, 2018, we had total assets of $14,868 and $368,021 in liabilities, respectively. Thus, we had a total stockholders’ deficit of $353,153 as of December 31, 2018.

As of June 30, 2015,December 31, 2019, we had a cash balance of $10,167.$5,382. Operating activities used $60,288$156,671 in cash for the six monthsfiscal year ended June 30, 2015. InvestingDecember 31, 2019. Financing activities used $10,516provided $161,444 in cash for the six monthsfiscal year ended June 30, 2015. Financing activities during the six months ended June 30, 2015 provided $67,500 in cash, which is attributed to the $67,500 in proceeds from the sale of our stock. We estimate that we have enough cash to continue operations for five months.

For the Period from January 18, 2014 (Inception) to December 31, 2014

As2019.As of December 31, 2014,2018, we had a cash balance of $13,471. We had nominal assets and generated no revenues from inception to$609. Operating activities used $53,544 in cash for the fiscal year ended December 31, 2014. We currently have no material commitments2018. Financing activities provided $48,812 in cash for capital expenditures. We may be required to raise additional funds, particularly ifthe fiscal year ended December 31, 2018.

On December 31, 2019, we are unable to continue generating positive cash flow as a result ofborrowed $175,000 from Peter Coker, Jr., our operations. We estimate that based on current plans and assumptions, that our available cash will not be sufficient to satisfy our cash requirements under our present operating expectations, without further financing, for up to 12 months. In addition, our company may, from time to time, receive continued funding and capital resources from related parties. However, asChairman of the dateBoard. The principal amount, plus accrued and unpaid interest at 8% per annum, is due and payable on June 30, 2020. The loan was repaid in full on April 24, 2020.

On December 31, 2019, the Company entered into an unsecured promissory note with Peter Coker, Jr. in the amount of this registration statement, such related parties do not have any existing obligation$10,000. Pursuant to advance funds or working capital to support our business, nor can our company relythe terms of the note, the note is bearing 8% interest, unsecured and is due on any advance funds from such related parties. Other than working capital, we presently have no other alternative sourceDecember 31, 2020. The loan was repaid in full on April 24, 2020.

Going concern

As reflected in the accompanying consolidated financial statements, the Company used cash in operations of working capital.$156,671, has an accumulated deficit of $806,920, and has a net loss of $149,341 for the year ended December 31, 2019. We may not have sufficient working capital to fund the expansion of our operations and to provide working capital necessary for our ongoing operations and obligations. We may need to raise significant additional capital to fund our operating expenses, pay our obligations, and grow our company. We do not anticipate we will be profitable in 2015. Therefore our future operations may be dependent on our ability to secure additional financing. Financing transactions may include the issuance of equity or debt securities, obtaining credit facilities, or other financing mechanisms. However, a downturn in the U.S. equity and debt markets could make it more difficult to obtain financing through the issuance of equity or debt securities. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing. Furthermore, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our Common Stock. The inability to obtain additional capital will restrict our ability to grow and may reduce ourThis raises substantial doubt about its ability to continue as a going concern. The ability of the Company to conductcontinue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business operations. If we areplan. The financial statements do not include any adjustments that might be necessary if the Company is unable to obtain additional financing, we will likely be required to curtail our marketing and development plans and possibly cease our operations.continue as a going concern.

We anticipate that dependingOn March 23, 2020, we were forced to temporarily close the delicatessen due to the stay-at-home order issued by the Governor of New Jersey on market conditionsMarch 9, 2020, resulting from the outbreak of COVID-19. As of March 30, 2020, we had $11,245 of cash on hand, and our plana burn rate of operations, we may incur operating losses in the foreseeable future.approximately $13,000 per month. Therefore, our independent auditors have raisedissued a going concern opinion in connection with the audit of the Company’s consolidated financial statements for the year ended December 31, 2019. The report of our independent registered public accounting firm on our audited consolidated financial statements as of December 31, 2019 and 2018 and for each of the two years then ended includes an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern.concern based upon our recurring losses, cash used in operations and accumulated deficit.

Our liquidity mayOn September 8, 2020, the delicatessen was reopened for business. There will be negatively impacted byno assurances that we will be able to generate sufficient revenues. We are unable to estimate the significant costs associated withultimate impact of the COVID-19 pandemic on our public company reporting requirements, costs associated with newly applicable corporate governance requirements, including requirements under the Sarbanes-Oxley Actfinancial condition and future results of 2002 and other rules implemented by the Securities and Exchange Commission. We expect all of these applicable rules and regulations to significantly increase our legal and financial compliance costs and to make some activities more time consuming and costly.operations.

Off-Balance Sheet Arrangements

We do not have noany off-balance sheet arrangements.

Contractual ObligationsMANAGEMENT

On August 1, 2014, the Company entered into a consulting agreement with Tryon Capital Ventures, LLC where Beth Floyd is a part time employee, to receive administrativeDirectors and other miscellaneous services. The consulting agreement covers all of the back office services provided for the Company and additionally all of the work necessary to complete this registration statement filings and other work necessary to keep the Company compliance with the SEC. The Company is required to pay $8,000 a month. The agreement is to remain in effect unless either party desires to cancel the agreement.Executive Officers

On July 1, 2014, the Company entered into a five-year non-cancelable operating lease with a Mantua Creek Group LLC, for which our President Paul Morina is a member of, for its store space at a monthly rate of $500. As of the date hereof, the operating lease agreement has been fully executed and Company is expected to begin paying rent starting in October 2015.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

The following table sets forth the names and ages of our officers and directors as of October 19, 2015.directors. Our executive officers are elected annually by our Board of Directors. Our executive officers hold their offices until they resign, are removed by the Board, or a successor is elected and qualified.

Set forth below is a brief description of the background and business experience of our executive officers and directors.

Peter L. Coker Jr., Chairman – Since February 2013, Mr. Coker has been the Chairman (Executive Director) of South Shore Holdings Limited, a Hong Kong listed company . He is also a member of that company’s Finance and Investment Committee, Disclosure Committee and Executive Committee, and a director of its various subsidiaries. Mr. Coker was the Managing Partner of Pacific Advisers, and was also a partner of TDR Capital Investment Ltd (a Shenzhen-based private equity firm) from 2009 to 2013. From 2006 to 2009, Mr. Coker served as Chairman of Global Trading Offshore Pte (Singapore). From 2002 to 2005, Mr. Coker served as the Chairman of Wellington Securities (New Zealand). Mr. Coker served as an officer of the Bridge Companies prior to joining Wellington Securities (New Zealand) in 2002. During his service with the Bridge Companies, Mr. Coker held the title of Managing Director-Asia, Chief Executive Officer of E-Bridge and directorManaging Director of Bridge Asia where he was responsible for the past five years.firm’s equity business in Japan and South East Asia/Australia. From 2000 to 2001, Mr. Coker served as the Chairman of IRESS Market Technology Limited (formerly BridgeDFS) (ASX: IRE). Mr. Coker graduated from Lehigh University in the United States with a Bachelor of Arts degree in 1990. Our board of directors believes Mr. Coker’s industry experience, as well as his extensive finance and operations experience, uniquely position him to lead the Company through our next phase as a company.

Paul F. Morina,, President, CEO, CFO, Treasurer and Director - Since 2008, Mr. Morina has been nationally recognized for his coaching and leadership at a local, regional and national level. His accomplishments include the very prestigious 2011 National Coach of the Year award by the National Wrestling Association and being inducted into the James Madison University Hall of Fame in 2012. Mr. Morina currently serves as the Principal of Paulsboro (NJ) High School and as the Head Wrestling Coach.Coach since 1986. Mr. Morina has spent his entire career in the Paulsboro Public School District where he began his career as an Elementary School Physical Education Teacher and Health Instructor.Instructor in 1982. He has held the positions of High School Physical Education and Health Instructor, Head Coach, and High School Athletic Director.

Mr. Morina’s college wrestling career was well recognized. While at James Madison University, he was a two-time NCAA Eastern Regional champion. Mr. Morina has been highly successful coaching high school wrestling for over 27 years in his hometown of Paulsboro, N. J. Named the 1994 State Wrestling Man-of-the-Year by Wrestling USA Magazine, his teams have won 25 class state championships, 24 district championships and 25 conference titles. He has a 550-34-4 overall record and has lead the Paulsboro wrestling program to exceed 1,000 victories.

In addition to his work within the Paulsboro public school systems, Mr. Morina served as a Member of Paulsboro Town Council from 2005 to 2011. Mr. Morina earned his B. A. from James Madison University and his M. Ed. degree from Widener University. We believe that Mr. Morina’s in-depth knowledge and extensive experience makes him a valuable member of our board of directors.

Christine T. Lindenmuth,Vice President, Secretary and Director - Since September 2012, Ms. Lindenmuth has been motivating and educating students for almost 15 years. She currently is a Math Teacher at Paulsboro High School, where she is also active in the Paulsboro Education Association, Mentor Club, Renaissance Committee and Alternative Education Program. Prior to Paulsboro High, Ms. Lindenmuth was a Student Advisor at Salem Community College.College from 2010 through 2012. She has also served as a School Counselor at Gateway Regional High School, Lindenwold High School and Salem County Vocational School.

Ms. Lindenmuth started her career as a Math Teacher in 1997 at the PG-CP Regional High School, where she taught accelerated students at the Academy of Science and Engineering. Ms. Lindenmuth currently serves on Salem County School Employee Federal Credit Union Loan Committee, as an Association Representative for the Penns Grove Chapter of the New Jersey Teachers Union, and as a representative on the State Educational Policy Committee for the New Jersey Education Association. Ms. Lindenmuth earned her BAB.A. from Rider University and her M. Ed. from Wilmington University.

Beth Floyd,Secretary - We believe that Ms. Floyd has over 10 yearsLindenmuth’s in-depth knowledge and extensive experience makes her a valuable member of experience in the food service industry. She has held a numberour board of positions with Maggiano’s Little Italy, serving as assistant accounting manager from 2009 to 2010 and then promoted to maître d’ at the Durham, NC restaurant. Ms. Floyd received her BA from University of North Carolina at Chapel Hill with a major in journalism and mass communications.directors.

Term of Office

Our directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board.

Family Relationships

There are no family relationships between any of our directors or executive officers.

Certain Legal Proceedings

There are no legal proceedings that have occurred within the past ten years concerning our directors, or control persons which involved a criminal conviction, a criminal proceeding, an administrative or civil proceeding limiting one’s participation in the securities or banking industries, or a finding of securities or commodities law violations.

EXECUTIVE AND DIRECTOR COMPENSATION

Compensation

Our executive officers have not received any compensation for services rendered to us and are not accruing any compensation pursuant to any agreement with us.

We do not expect to pay any compensation to any of our officers until sufficient and sustainable revenues and profits are realized.

No retirement, pension, profit sharing, insurance programs, long-term incentive plans or other similar programs have been adopted by us for the benefit of our employees. We had no outstanding equity awards as of the date of this registration statement.prospectus.

There were no outstanding equity awards made to any officers or directors as of December 31, 2019.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENTPRINCIPAL SHAREHOLDERS

The following table provideslists, as of September 22, 2020, the names and addressesnumber shares of Common Stock beneficially owned by (i) each person or entity known to usthe Company to ownbe the beneficial owner of more than 5% of ourthe Company’s outstanding sharescommon stock; (ii) each executive officer; and (iii) all officers and directors as a group. Information relating to beneficial ownership of Common Stock by our principal shareholders and management is based upon information furnished by each person using “beneficial ownership” concepts under the rules of the SEC. Under these rules, a person is deemed to be a beneficial owner of a security if that person has or shares voting power, which includes the power to vote or direct the voting of the security, or investment power, which includes the power to vote or direct the voting of the security. The person is also deemed to be a beneficial owner of any security of which that person has a right to acquire beneficial ownership within 60 days. Under the SEC rules, more than one person may be deemed to be a beneficial owner of the same securities, and a person may be deemed to be a beneficial owner of securities as of October 19, 2015 and by the officers and directors, individually and as a group.to which he or she may not have any pecuniary beneficial interest. Except as otherwise indicated, all shares are owned directly and the shareholders listed possessesnoted below, each person has sole voting and investment power with respect to the shares shown.beneficially owned.

Unless otherwise indicated, the business address of each such person is c/o Hometown International, Inc., 25 E. Grant Street, Woodstown, New Jersey 08098. The percentages below are calculated based on 7,797,004 shares of Common Stock issued and outstanding as of September 22, 2020.