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Item 1. Financial Statements

2025-05-13 compared with 2024-11-13 · 435 added, 441 removed, 265 unchanged (77% of the section changed)

1 unchanged sentence

PICTURE HOUSE CORPORATION

CONSOLIDATED FINANCIAL STATEMENTS

OF SEPTEMBER 30, 2024

CONSOLIDATED FINANCIAL STATEMENTS AS OF MARCH 31, 2025

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Condensed Consolidated Balance Sheets, September 30, 2024 (unaudited) and December 31, 2023

Condensed Consolidated Statements of Operations, for the three and nine months ended September 30, 2024 and 2023

Condensed Consolidated Statements of Changes in Deficit, for the three and nine months ended September 30, 2024 and 2023

Condensed Consolidated Statements of Cash Flows, for the nine months ended September 30, 2024 and 2023

Notes to Condensed Consolidated Financial Statements

Consolidated Balance Sheets, March 31, 2025 (unaudited) and December 31, 2024

Consolidated Statements of Operations, for the three months ended March 31, 2025 and 2024

Consolidated Statements of Changes in Deficit, for the three months ended March 31, 2025 and 2024

Consolidated Statements of Cash Flows, for the three months ended March 31, 2025 and 2024

to Condensed Consolidated Financial Statements

PICTURE HOUSE CORPORATION

CONSOLIDATED BALANCE SHEETS

September 30, 2024

December 31, 2023

March 31, 2025

Current Assets

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Loans receivable, film financing arrangements

Intangible assets, net of accumulated amortization of $ 13,417 and $ 1,000 as of September 30, 2024 and December 31, 2023, respectively.

IMM loans receivable, net of allowance of $ 366,387

Intangible assets, net of accumulated amortization of $ 25,083 and $ 19,250 as of March 31, 2025 and December 31, 2024, respectively.

LIABILITIES AND STOCKHOLDERS’ DEFICIT

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1,000,000,000 authorized.

111,399,325 and 109,790,991 issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.

112,399,325 and 111,399,325 issued and outstanding as of March 31, 2025 and December 31, 2024, respectively.

Preferred Stock $ 0.0001 par value.

1,000,000 authorized.

3,829 issued and outstanding as of September 30, 2024 and December 31, 2023.

3,819 and 3,829 issued and outstanding as of March 31, 2025 and December 31, 2024, respectively.

Additional paid in capital

Accumulated deficit

( 7,780,791 )

( 7,291,954 )

Total Stockholders’ Equity (Deficit)

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

Derived from audited information

* Derived from

audited information

accompanying notes are an integral part of these unaudited interim consolidated financial statements.

PICTURE HOUSE CORPORATION

STATEMENTS OF OPERATIONS

Months ended September 30,

and administrative

and development expenses

and marketing

CONSOLIDATED STATEMENTS OF OPERATIONS

Three months ended March 31,

Cost of revenues

Operating Expenses:

Operating Loss

General and administrative

Sales and marketing

Total Operating Expenses

Net Operating Loss

( 1,492,904 )

Income (Expenses):

Other Income (Expenses):

before income taxes

( 2,227,072 )

$ ( 326,514 )

Interest income

Interest expense

Net Other Income (Expenses)

Loss before income taxes

( 1,495,987 )

1 unchanged sentence

$ ( 1,495,987 )

loss per common share - Basic and Diluted

average shares used in per share computation - Basic and Diluted

Net loss per common share - Basic and Diluted

Weighted average shares used in per share computation - Basic and Diluted

accompanying notes are an integral part of these unaudited interim consolidated financial statements.

1 unchanged sentence

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

the nine months ended September 30, 2023

Equit (Deficit)

Stockholders’

the three months ended March 31, 2025 and 2024

Equity (Deficit)

December 31, 2022

$ ( 3,655,378 )

Conversion of accrued liabilities totaling

$ 105,000 into options to purchase 1,160,221 shares of Common Stock

March 31, 2023

$ ( 3,707,718 )

Common stock issued for services at $ 0.15 /share

Issuance of Common Stock at $ 0.15 /share

June 30, 2023

$ ( 4,103,179 )

Common stock issued for services at $ 0.20 /share

Issuance of Common Stock

September 30, 2023

$ ( 4,609,892 )

accompanying notes are an integral part of these unaudited interim consolidated financial statements.

PICTURE HOUSE CORPORATION

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

the nine months ended September 30, 2024

Stockholders’

Preferred Stock

Additional Paid In

Total Stockholders’

Equity (Deficit)

December 31, 2023

Balance, December 31, 2023

$ ( 5,021,696 )

Issuance of Common Stock at $ 0.20 /share

Issuance of Common Stock

Stock option compensation

1 unchanged sentence

( 1,495,987 )

March 31, 2024

Balance, March 31, 2024

$ ( 6,517,683 )

Common stock issued for services at $ 0.25 /share

Common stock issued for services

Issuance of Common Stock at $ 0.25 /share

Issuance of Common Stock

June 30, 2024

Preferred Stock

Additional Paid In

Total Stockholders’

Equity (Deficit)

Balance, December 31, 2024

$ ( 7,291,954 )

September 30, 2024

Preferred stock redeemed in exchange for assets

Stock option compensation

Balance, March 31, 2025

$ ( 7,780,791 )

2 unchanged sentences

$ ( 528,514 )

accompanying notes are an integral part of these unaudited interim consolidated financial statements.

PICTURE HOUSE CORPORATION

STATEMENTS OF CASH FLOWS

Nine Months ended September 30,

CONSOLIDATED STATEMENTS OF CASH FLOWS

months ended March 31,

Cash Flows from Operating Activities:

Net Income (Loss)

Adjustments to Reconcile Net Income (Loss) to Net Cash Flows from Operating Activities:

Reserve for uncollectible receivable

Expiration of produced and licensed costs

$ ( 488,837 )

$ ( 1,495,987 )

Adjustments to Reconcile Net

Income (Loss) to Net Cash Flows from Operating Activities:

Expiration of produced and

licensed costs

Stock option expense

Common stock issued for services

Preferred stock redeemed in

exchange for assets

Amortization expense

Change in operating assets and liabilities:

Change in operating assets

and liabilities:

Accounts receivable

Prepaid expenses

Other receivables

Receivables - related party

Loans receivable, film financing arrangements

Loans receivable, film financing

Produced and licensed costs

Cash overdraft

Accounts payable and accrued expenses

Accounts payable and accrued

Payable to related party

Interest payable - related parties

Interest payable - related

Interest payable - EIDL loan

Deferred revenue

Net Cash Flows from Operating Activities

Net Cash Flows from Operating

Cash Flows from Investing Activities:

Produced and licensed costs

Intangible assets

Net Cash Flows from Investing Activities

Net Cash Flows from Investing

Cash Flows from Financing Activities:

Proceeds from debt borrowings - related parties

Repayment of debt borrowings - related parties

Proceeds from commercial line of credit

Repayment of commercial line of credit

Proceeds from sale of Common Stock

Net Cash Flows from Financing Activities

Net (Decrease) Increase in

Proceeds from debt borrowings

- related parties

Repayment of debt borrowings

- related parties

Proceeds from commercial line

Proceeds from sale of Common

Net Cash Flows from Financing

Net Increase in Cash and Cash

Cash and Cash Equivalents,

Cash and Cash Equivalents, Beginning of Period

Cash and Cash Equivalents, End of Period

Non-cash Financing and Investing Activities:

Conversion of accrued expenses into options to purchase Common Stock

Common Stock issued for services

Beginning of Period

Cash and Cash Equivalents,

End of Period

accompanying notes are an integral part of these unaudited interim consolidated financial statements.

PICTURE HOUSE CORPORATION

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1 – Organization And Description Of Business

Picture House Corporation.

(“the Company,” “we,” “APHP” and “us”) was incorporated

in the State of Nevada on September 21, 2005, originally under the corporate name of Servinational, Inc.

The Company subsequently

changed its name to Shikisai International, Inc.

(“the Company,” “we,” “APHP”, and “us”) was incorporated in

the State of Nevada on September 21, 2005, originally under the corporate name of Servinational, Inc.

The Company subsequently changed

its name to Shikisai International, Inc.

in November 2005 and then to Life Design Station, Intl., Inc.

in August 2007.

Company changed its state of domicile from Nevada to Wyoming on October 13, 2020.

On December 4, 2020, the Company changed its name

to American Picture House Corporation.

The Company changed

its state of domicile from Nevada to Wyoming on October 13, 2020.

On December 4, 2020, the Company changed its name to American Picture

House Corporation.

Company’s year-end is December 31.

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owned subsidiaries, Devil’s Half-Acre, LLC and Ask Christine Productions, LLC.

preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the

preparation of financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the

reported amounts of liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported

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The Company has not experienced any losses to date resulting from this policy,

receivable primarily consist of trade receivables due from customers for consulting services and from fees derived from licensing of

IP to content providers worldwide.

As of September 30, 2024, $ 35,000 ( 100 %) of accounts receivable were related to the grant of a producer

credit in a proposed future film.

As of December 31, 2023, 100 % of accounts receivable were due from the BUFFALOED CAMA (see Assigned

Rights to feature film, BUFFALOED below).

receivable primarily consist of trade receivables due from fees derived from licensing of IP to content providers worldwide..

As of December

31, 2024, 100 % of accounts receivable were due from the BUFFALOED CAMA (see Assigned Rights to feature film, BUFFALOED below).

of Accounts Receivable

Accounts receivable, trade

March 31, 2025

December 31, 2024

Accounts receivable, CAMA

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that the balance is past due, the customer’s current ability to pay and available information about the credit risk on such customers.

In 2023, the Company wrote off $ 193,932 of receivables as bad debt based on a review of the customer’s ability to pay, the customer’s

Managing Director resigning, and the customer ceasing operations.

There was no bad debt expense during the quarter ended September 30,

During the quarter ended June 30, 2023, the Company wrote off $ 193,932 of receivables as bad debt based on a review of the customer’s

ability to pay.

In June 2023 their Managing Director resigned and the customer ceased operations.

Consequently, in the second quarter

of 2023 management established an allowance for this receivable and subsequently determined that the monies due were uncollectable and

therefore was written off.

Management determined that no allowance for doubtful accounts is necessary at September 30, 2024 or December

September 30, 2024, prepaid expenses consisted of prepaid insurance, prepaid licenses, and prepaid services.

Prepaid expenses are

amounts paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future

When the prepaid expenses are eventually consumed, they are charged to expense.

The Company had $ 22,031

and $ 29,185 in prepaid

expenses as of September 30, 2024 and December 31, 2023, respectively.

Management determined that no allowance for doubtful accounts is necessary at March 31, 2025 or December 31, 2024.

March 31, 2025, prepaid expenses consisted of prepaid insurance, prepaid licenses, and prepaid services.

Prepaid expenses are amounts

paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future periods.

prepaid expenses are eventually consumed, they are charged to expense.

The Company had $ 15,744 and $ 29,629 in prepaid expenses as of

March 31, 2025 and December 31, 2024, respectively.

and Licensed Content Costs

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of Produced and Licensed Content Costs

Films in development

and pre-production stage

the nine months ended September 30, 2024, the Company capitalized $ 143,333 of stock-based compensation to two consultants for services

to be rendered on one of the films in pre-production.

Assessment for Investment in Films and Licensed Program Rights

March 31, 2025

December 31, 2024

Films in development and pre-production stage

Produced and licensed

March 11, 2025, an agreement was executed between the Company’s past president, Alfred John Luessenhop, Jr.

(“Luessenhop”)

and APHP, along with its affiliated entities Devil’s Half-Acre, LLC and Ask Christine Productions, LLC.

Under the terms of the

agreement, Luessenhop agreed to transfer one million shares of APHP common stock, valued at $ 256,000 , to APHP.

In exchange, Luessenhop

received all rights, title, and interest in the motion picture project DEVIL’S HALF-ACRE, including the screenplay, filmed

footage, copyright, and related materials, as well as the screenplay and associated option agreement for ASK CHRISTINE.

Additionally,

Luessenhop was also assigned APHP’s rights under a Software License Agreement dated November 16, 2023, and a Microsoft Azure Cloud

Services Agreement.

The agreement also included a mutual release of all claims related to the referenced screenplays and agreements

April 29, 2025, The Noah Morgan Private Family Trust retired ten preferred shares of the Company in lieu of Mr.

Luessenhop retiring one

million shares of APHP as Mr.

Luessenhop was required to do by the APHP Luessenhop Agreement dated March 11, 2025.

Assessment for Investment in Films and Licensed Program Right

film group or individual film is evaluated for impairment when an event or change in circumstances indicates that the fair value of an

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(“the BC Assets”).

During the quarters ended September 30, 2024 and 2023, the Company reported revenues of $ 0 and $ 0 , respectively,

from the CAMA.

During the nine months ended September 30, 2024 and 2023, the Company reported revenues of $ 23,003 and $ 0 , respectively,

During the quarters ended March 31, 2025 and 2024, the Company reported revenues of $ 0 and $ 23,003 , respectively,

from the CAMA.

Inception to date, the Company has received $ 304,875 under the CAMA.

Due to uncertainties of any future revenue, if any,

no value has been assigned to any potential future revenues.

partial consideration for the BC Assets being acquired by APH hereunder, APHP agreed to pay BC the first one hundred thirty thousand

dollars ($ 130,000.00 USD) that APHP collected from the BUFFALOED and to deliver one Preferred Share to BC for each ten thousand dollars

($ 10,000.00 USD), in value paid to APHP from the BUFFALOED receivable above the one hundred thirty thousand dollars ($ 130,000.00

partial consideration for the BC Assets being acquired by APHP hereunder, APHP agreed to pay BC the first one hundred thirty thousand

dollars ($ 130,000.00 USD) that APHP collected from the BUFFALOED and to deliver one Preferred Share to BC for each ten thousand

dollars ($ 10,000.00 USD), in value paid to APHP from the BUFFALOED receivable above the one hundred thirty thousand dollars ($ 130,000.00

USD), not to exceed one hundred twenty- five ( 125 ) Preferred Shares.

As of September 30, 2024, Bold Crayon was due to receive 17 Preferred

As of March 31, 2025, BC was due to receive 20 Preferred

Shares of APHP.

These Preferred Shares were issued to BC at the end of April 2025.

Company’s intangible assets include in-service and under-development websites and licensed internal use software.

6 unchanged sentences

capitalized costs of the Company’s websites placed into service were subject to straight-line amortization over a three-year 3 period.

Amortization expense totaled $ 5,833 and $ 250 for the quarters ended September 30, 2024 and 2023, respectively.

Amortization expense totaled

$ 12,417 and $ 250 for the nine months ended September 30, 2024 and 2023, respectively.

Amortization expense totaled $ 5,833 and $ 750 for the quarters ended March 31, 2025 and 2024, respectively.

Deferred Revenue

revenue represents the amount billed to clients that has not yet been earned, pursuant to agreements entered into in current and prior

As of September 30, 2024 and December 31, 2023, total net deferred revenue was $ 50,000 and $ 0 , respectively.

As previously noted,

the $ 50,000 in deferred revenue at September 30, 2024, relates to the grant of a producer credit to a proposed film.

and Costs from Services and Products – Historically, Company’s revenue comes from contracts with customers for

consulting services and from the licensing and distribution of film and other entertainment rights.

As of March 31, 2025 and December 31, 2024, total net deferred revenue was $ 50,000 and $ 50,000 , respectively.

The $ 50,000 in

deferred revenue relates to the grant of a producer credit to a proposed film.

and Costs from Services and Products – Historically, Company’s revenue comes from contracts with customers

for consulting services and from the licensing and distribution of film and other entertainment rights.

The consulting services typically

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The Company has elected to adopt this practical expedient with regards to its consulting services revenue.

Revenues for the three months ended September 30, 2024 and 2023 totaled $ 0 .

Revenues for the nine months ended September 30, 2024 and

2023 totaled $ 0 and $ 165,000 , respectively.

As discussed in Note 10 – Related Party Transactions, $ 35,000 of the revenue for the

nine months ended September 30, 2023 was from Ribo Music and the remaining $ 135,000 was from a second customer.

The Company did not have

any consulting revenues during the first nine months of 2024.

Revenues for the three months ended March 31, 2025 and 2024 totaled $ 0 and $ 0 , respectively.

from Films and Licensed Rights , are calculated based on expected ultimate revenues estimated over a period not to exceed ten

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estimates over a period not to exceed twenty years following the date of acquisition.

derived from the BUFFALOED CAMA totaled $ 0 and $ 0 for the quarters ended September 30, 2024 and 2023, respectively.

Revenue derived

from the BUFFALOED CAMA totaled $ 23,003 and $ 0 for the nine months ended September 30, 2024 and 2023, respectively.

derived from the BUFFALOED CAMA totaled $ 0 and $ 23,003 for the quarters ended March 31, 2025 and 2024, respectively.

Value Measurements – The Company measures and discloses fair value in accordance with the ASC Topic 820, Fair Value

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As a basis for considering such assumptions there exists a three-tier fair-value hierarchy, which prioritizes

the inputs used in measuring fair value as follows:

the input used in measuring fair value as follows:

1 - unadjusted quoted prices are available in active markets for identical assets or liabilities that the Company has the ability to

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values to measure whether the asset is recoverable.

The Company measures the impairment based on the projected discounted cash flows

of the asset over its remaining life.

The Company measures the impairment based on the projected discounted cash flows of

the asset over its remaining life.

Compensation – The Company follows U.S.

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of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Shares Outstanding

Preferred Stock

Options to Purchase Common

March 31, 2025

December 31, 2024

Convertible Preferred Stock

Stock options

segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief

3 unchanged sentences

as one operating and reporting segment.

accounting standards

Company’s management has evaluated all the recently issued, but not yet effective, accounting standards and guidance that have

been issued or proposed by the FASB or other standards-setting bodies through the filing date of these financial statements and does

not believe the future adoption of any such pronouncements will have a material effect on the Company’s financial position and

results of operations.

3 – Liquidity and Going Concern

Company’s financial statements are prepared using account principles generally accepted in the United States (“U.S.

applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business.

As of September 30, 2024, the Company had a working capital deficit of ($ 950,665 ) and an accumulated deficit of $ 7,248,768 .

as of September 30, 2024, the Company had $ 0 cash and had overdrawn its bank accounts by $ 616 .

These factors, among others, raise significant

doubt about the Company’s ability to continue as a going concern.

The accompanying financial statements do not include adjustments

to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities

that may result from an inability of the Company to continue as a going concern.

Company has a limited operating history, which makes it difficult to evaluate current business and future prospects.

During the first

nine months of 2024, the Company reported $ 23,003 of revenues.

During 2023, the Company reported $ 169,111 of service revenues, down from $ 461,174

in 2022 and no revenues in 2021 and 2020.

Management expects the Company to incur further losses in the foreseeable future due to costs

associated with content acquisition and production, the cost of on-going litigation, and costs associated with being a public company.

There can be no assurance that our operations will ever generate sufficient revenues to fund continuing operations, or that we will ever

generate positive cash flow from our operations, or that we will attain or thereafter sustain profitability in any future period.

mitigate this situation, the Company has loan agreements with the Company’s CEO and the Noah Morgan Private Family Trust, a trust

controlled by the Company’s CEO, to fund its month-to-month cash flow needs.

During the first nine months of 2024, the Company

borrowed $ 350,292 from and repaid $ 30,310 to Mr.

McGregor and the Noah Morgan Private Family Trust pursuant to a master loan agreement.

The master note agreements accrue interest at a rate of 4.4 % due and payable in a lump sum upon maturity of the obligation.

are not convertible.

Additionally, during the nine ended September 30, 2024, the Company borrowed $ 142,600 under a commercial line of

credit at interest rates ranging from 16.09 % to 34.3 %.

MacGregor has personally guaranteed this line of credit.

New accounting standards

The Company’s management has evaluated

all the recently issued, but not yet effective, accounting standards and guidance that have been issued or proposed by the FASB or other

standards-setting bodies through the filing date of these financial statements and does not believe the future adoption of any such pronouncements

will have a material effect on the Company’s financial position and results of operations.

Note 3 – Liquidity and Going Concern

The Company’s financial statements

are prepared using account principles generally accepted in the United States (“U.S.

GAAP”) applicable to a going concern,

which contemplates the realization of assets and liquidation of liabilities in the normal course of business.

As of March 31, 2025, the

Company had a working capital deficit of approximately ($ 1,271,000 ) and an accumulated deficit of approximately $ 7,781,000 .

of March 31, 2025, the Company had $ 4,619 cash.

These factors, among others, raise significant doubt about the Company’s ability

to continue as a going concern.

The accompanying financial statements do not include adjustments to reflect the possible future effects

on the recoverability and classification of assets or the amounts and classification of liabilities that may result from an inability

of the Company to continue as a going concern.

The Company has a limited operating

history, which makes it difficult to evaluate current business and future prospects.

During the first three months of 2025, the Company

reported $ 0 revenues.

During 2024 and 2023, the Company reported approximately $ 53,000 and $ 164,000 of total revenues, respectively.

expects the Company to incur further losses in the foreseeable future due to costs associated with content acquisition and production,

the cost of on-going litigation, and costs associated with being a public company.

There can be no assurance that our operations will

ever generate sufficient revenues to fund continuing operations, or that we will ever generate positive cash flow from our operations,

or that we will attain or thereafter sustain profitability in any future period.

To mitigate this situation, the Company has loan agreements

with the Company’s CEO and the Noah Morgan Private Family Trust, a trust controlled by the Company’s CEO, to fund its month-to-month

cash flow needs.

During the first three months of 2025, the Company borrowed $ 173,856 from and repaid $ 10,080 to Mr.

MacGregor pursuant

to a master loan agreement.

The master note agreements accrue interest at a rate of 4.4 % due and payable in a lump sum upon maturity of

the obligation.

These notes are not convertible.

Film Production Loans

Mezzanine Loan Agreement with Barron’s Cove Movie, LLC

February 2024, the Company loaned $ 200,000 to Barron’s Cove Movie, LLC pursuant to a Senior Mezzanine Loan Agreement.

the loan proceeds will be used to pay producer fees, including $ 10,000 to Mr.

The $200,00 loan, plus a premium of twenty percent

(20%), is due and payable on that date which is the earlier of either (a) twelve (12) months from the date of the loan, or (b) from allocable

proceeds received by Barron’s Cove Movie, LLC related to the movie, whichever occurs first.

Loan Agreement with PNP Movie, LLC

February 2024, the Company agreed to loan PNP Movie, LLC $ 97,475 to be used solely in connection with a named feature length motion picture.

In April 2024, the loan agreement was amended whereby the Company agreed to lend an additional $ 42,525 and to use best efforts to increase

the aggregate financing to $ 597,475 .

As of June 30, 2024, a total of $ 196,200 had been advanced to PNP Movie, LLC.

These loans, plus

a premium of twenty percent (20%), is due and payable on that date which is the earlier of either (a) twelve (12) months from the date

of the loan, or (b) from allocable proceeds received by PNP Movie, LLC related to the movie, whichever occurs first.

Additionally,

the agreement states that Mr.

Senior Mezzanine Loan Agreement with Barron’s Cove Movie,

In February 2024, the Company loaned

$ 200,000 to Barron’s Cove Movie, LLC pursuant to a Senior Mezzanine Loan Agreement.

$ 20,000 of the loan proceeds will be used to

pay producer fees, including $ 10,000 to Mr.

The $200,00 loan, plus a premium of twenty percent (20%), is due and payable on

that date which is the earlier of either (a) twelve (12) months from the date of the loan, or (b) from allocable proceeds received by

Barron’s Cove Movie, LLC related to the movie, whichever occurs first.

Senior Loan Agreement with PNP Movie, LLC

In February 2024, the Company agreed

to loan PNP Movie, LLC $ 97,475 to be used solely in connection with a named feature length motion picture.

In April 2024, the loan agreement

was amended whereby the Company agreed to lend an additional $ 42,525 and to use best efforts to increase the aggregate financing to $ 597,475 .

As of March 31, 2025 and December 31, 2024, a total of $ 196,200 had been advanced to PNP Movie, LLC.

These loans, plus a premium of twenty

percent (20%), is due and payable on that date which is the earlier of either (a) twelve (12) months from the date of the loan, or (b)

from allocable proceeds received by PNP Movie, LLC related to the movie, whichever occurs first.

Additionally, the agreement states that

MacGregor shall be entitled to a producer fee based on work to be performed and that Mr.

MacGregor will

receive a “Producer” credit and his son a “Co-Producer” credit on the film.

MacGregor will receive a “Producer”

credit and his son a “Co-Producer” credit on the film.

Intangible Assets

identifiable intangible assets consist of the following assets:

The identifiable intangible assets consist of the following assets:

Schedule of Intangible Assets

March 31, 2025

December 31, 2024

Website placed in service

Website - under development

Software - predeployment

1 unchanged sentence

Accumulated amortization

Intangible assets, net

were no impairment charges associated with the Company’s identifiable intangible assets during the three or nine month periods

ended September 30, 2024 and 2023.

expense totaled $ 5,833 and $ 12,417 for the three and nine months ended September 30, 2024, respectively.

Amortization expense totaled

$ 250 and $ 250 for the three and nine months ended September 30, 2023, respectively.

6 – Notes Payable

Payable – Mr.

the quarter and nine months ended September 30, 2024, the Company borrowed $ 31,884 and $ 70,292 , respectively, from Mr.

MacGregor pursuant

to a master loan agreement dated March 1, 2023.

During the quarter and nine months ended September 30, 2024, the Company repaid $ 5,010

and $ 30,310 , respectively, under this note.

the quarter and nine months ended September 30, 2023, the Company borrowed $ 238 and $ 178,738 , respectively, from Mr.

MacGregor pursuant

to the master loan agreement.

During the quarter and nine months ended September 30, 2023, the Company repaid $ 102,757 and $ 178,738 ,

respectively, under this note.

master note agreement accrues interest at a rate of 4.4 % due and payable in a lump sum upon maturity of the obligation.

not convertible.

Morgan Private Family Trust Loan Agreement (“NMPFT”)

February 6, 2024, the Company entered into a master loan agreement with the NMPFT.

The master note agreement accrues interest at a rate

During the quarter and nine months ended September 30, 2024, the Company borrowed $ 0 and $ 280,000 pursuant to this loan agreement

with this amount due and payable in a lump sum on February 6, 2025 .

This note is not convertible.

$ 200,000 of these loan proceeds were

used to fund the senior mezzanine loan to Barron’s Cove Movie, LLC as more fully described in Note 4 above.

Payable – Board Member

the quarter ended September 30, 2024, the Company borrowed $ 5,000 from a member of the Board of Directors.

March 11, 2025, an agreement was executed between the Company’s past president, Alfred John Luessenhop, Jr.

(“Luessenhop”)

and APHP, along with its affiliated entities Devil’s Half-Acre, LLC and Ask Christine Productions, LLC.

Under the terms of the

agreement, Luessenhop agreed to transfer one million shares of APHP common stock, valued at $256,000, to APHP.

In exchange, Luessenhop

received all rights, title, and interest in the motion picture project DEVIL’S HALF-ACRE, including the screenplay, filmed

footage, copyright, and related materials, as well as the screenplay and associated option agreement for ASK CHRISTINE.

Additionally,

Luessenhop was also assigned APHP’s rights under a Software License Agreement dated November 16, 2023, and a Microsoft Azure Cloud

Services Agreement resulting in the disposition of software totaling $24,864.

The agreement also included a mutual release of all claims

related to the referenced screenplays and agreements.

were no impairment charges associated with the Company’s identifiable intangible assets during the three months ended March 31,

2025 and 2024.

expense totaled $ 5,833 and $ 750 for the three months ended March 31, 2025 and 2024, respectively.

Note 6 – Notes Payable

Note Payable – Mr.

During the quarter ended March 31,

2025, the Company borrowed $ 173,856 , from Mr.

MacGregor pursuant to a master loan agreement dated March 1, 2023.

During the quarter ended

March 31, 2025, the Company repaid $ 10,080 under this note.

The master note agreement accrues interest at a rate of 4.4 %

due and payable in a lump sum upon maturity of the obligation.

This note is not convertible.

Injury Disaster Loan

March 2021, the Company executed an Economic Injury Disaster Loan (“EIDL ”) secured loan with the U.S.

Small Business

Administration under the EIDL program in the amount of $ 149,900 .

The loan is secured by all tangible and intangible assets of the Company

and payable over 30 years at an interest rate of 3.75 % per annum.

Note Payable – Board Member

During the quarter ended September 30, 2024, the Company borrowed

$ 5,000 from a member of the Board of Directors.

This note was repaid in full during the quarter

ended March 31, 2025.

Economic In j ury Disaster Loan

In March 2021, the Company executed

an Economic Injury Disaster Loan (“EIDL ”) secured loan with the U.S.

Small Business Administration under the EIDL program

in the amount of $ 149,900 .

The loan is secured by all tangible and intangible assets of the Company and payable over 30 years at an interest

rate of 3.75 % per annum.

Interest only installment payments commenced in September 2023.

Line of Credit

April 2024, the Company entered into a line of credit agreement with American Express.

During the three months ended June 30, 2024, the

Company borrowed a total of $ 142,500 under the line and repaid principal of $ 29,052 resulting in a June 30, 2024 balance due on the line

of $ 113,448 .

The borrowings on the line of credit bear interest at rates ranging from 16.09 % to 34.3 %.

At present, the Company cannot draw upon the line of credit until the Company pays it down to $ 0 .

Commercial Line of Credit

During April 2024, the Company entered

into a line of credit agreement with American Express.

During the three months ended March 31, 2025, the Company borrowed a total of $ 1,050

under the line and repaid principal of $ 0 resulting in a March 31, 2025 balance due on the line of $ 97,905 .

The borrowings on the line

of credit bear interest at rates ranging from 16.09 % to 34.3 %.

At present, the Company cannot draw upon the line of credit until the Company

pays it down to $ 0 .

MacGregor has personally guaranteed these loans.

Company has 1,000,000,000 common shares authorized.

As of Novemberr 5, 2024, the Company has 111,399,325 shares issued and outstanding.

As of November 5, 2024, the total number of shareholders of record was 331 .

Common Stock has a one share one voting right with no other rights.

There are no provisions in the Company’s Articles of Incorporation,

Articles of Amendment, or By-laws that would delay or prevent a change of control.

The Board may from time to time declare, and the Company

may pay, dividends on its shares in cash, property, or its own shares, except when the Corporation is insolvent, when the payment thereof

would render the Company insolvent, subject to any preferential dividend rights of outstanding shares of preferred shares or when the

declaration or payment thereof would be contrary to any other state law restrictions.

Preferred Stock consists of 1,000,000 preferred shares authorized, of which 100,000 preferred shares have been designated as Series A

Convertible Preferred Stock (“Series A preferred shares” herein).

At present, 3,829 Series A preferred shares are issued

and outstanding.

The Series A preferred shares have the following rights:

(i.) a first position lien against all of the Company’s

assets including but not limited to the Company’s IP (“Intellectual Property”), (ii.) is convertible at a ratio of

1 to 100,000 so that each one share of Series A preferred stock may be exchanged for 100,000 Common Stock shares, (iii.) and that each

share of Series A preferred stock shall carry superior voting rights to the Company’s Common Stock and that each share of Series

A preferred stock shall be counted as 1,000,000 votes in any Company vote and (iv.) and any other benefits as deemed necessary and appropriate

at the time of such issuance.

The Preferred shares do not have any specific redemption rights or sinking fund provisions .

“Liquidation Preference” with respect to a share of Series A preferred stock means an amount equal to the ratio of (i.) the

total amount of the Company’s assets and funds available for distribution to the Series A preferred shares to (ii.) the number

of shares of Series A preferred stock outstanding.

The Series A preferred stock has a liquidation preference equal to $ 12.02 per preferred

to preferential dividend rights, if any, of the holders of Preferred Stock, dividends on the Common Stock may be declared by the Board

of Directors and paid out of any funds legally available therefor at such times and in such amounts as the Board of Directors shall determine.

Stock Activity

the three and nine months ended September 30, 2024, the Company sold 0 and 616,000 shares of Common Stock at $ 0.25 per share resulting

in total proceeds of $ 0 and $ 169,000 , respectively.

Also, during the three and nine months ended September 30, 2024, the Company issued

0 and 917,334 shares of Common Stock pursuant to advisory agreements, respectively.

As stated above in Note 2, the Company capitalized

$ 143,333 of this stock-based compensation to two consultants for consulting services to be rendered on one of the films in pre-production.

The Company also recorded stock-based compensation expense totaling $ 86,000 to a third consultant that is included in General and Administrative

the quarter ended September 30, 2023, the Company sold 3,333,328 shares of Common Stock at $ 0.15 per share to new investors resulting

in total proceeds of $ 500,000 .

Also, during June 2023, the Company issued 166,667 shares of Common Stock pursuant to an advisory agreement.

8– Equity Based Compensation

American Picture House Corporation 2023 Directors, Employees and Advisors Stock Incentive and Compensation Plan (the “Plan”)

was established in January 2023 to create an additional incentive to promote the financial success and progress of the Company.

shall be administered by the Board of Directors and may grant options to purchase shares of the authorized but unissued Common Stock

of the Company.

The options may be either incentive stock options or nonqualified stock options.

options granted under the Plan expire on the date determined by the Board of Directors and may not extend more than 10 years.

the Plan, unless the board specifies otherwise, stock options must be granted at an exercise price not less than the fair value of the

Company’s Common Stock on the grant date.

Note 7 – Equity

The Company has 1,000,000,000 common

shares authorized.

As of May 13, 2025, the Company has 112,399,325 shares issued and outstanding.

As of May 13, 2025, the total number

of shareholders of record was 332 .

The Common Stock has a one share one

voting right with no other rights.

There are no provisions in the Company’s Articles of Incorporation, Articles of Amendment, or

By-laws that would delay or prevent a change of control.

The Board may from time to time declare, and the Company may pay, dividends on

its shares in cash, property, or its own shares, except when the Corporation is insolvent, when the payment thereof would render the Company

insolvent, subject to any preferential dividend rights of outstanding shares of preferred shares or when the declaration or payment thereof

would be contrary to any other state law restrictions.

The Preferred Stock consists of 1,000,000

preferred shares authorized, of which 100,000 preferred shares have been designated as Series A Convertible Preferred Stock (“Series

A preferred shares” herein).

At present, 3,819 Series A preferred shares are issued and outstanding.

The Series A preferred shares

have the following rights:

(i.) a first position lien against all of the Company’s assets including but not limited to the Company’s

IP (“Intellectual Property”), (ii.) is convertible at a ratio of 1 to 100,000 so that each one share of Series A preferred

stock may be exchanged for 100,000 Common Stock shares, (iii.) and that each share of Series A preferred stock shall carry superior voting

rights to the Company’s Common Stock and that each share of Series A preferred stock shall be counted as 1,000,000 votes in any

Company vote and (iv.) and any other benefits as deemed necessary and appropriate at the time of such issuance.

The Preferred shares do

not have any specific redemption rights or sinking fund provisions.

The “Liquidation Preference”

with respect to a share of Series A preferred stock means an amount equal to the ratio of (i.) the total amount of the Company’s

assets and funds available for distribution to the Series A preferred shares to (ii.) the number of shares of Series A preferred stock

The Series A preferred stock has a liquidation preference equal to $ 12.02 per preferred share.

Dividend Provisions

Subject to preferential dividend rights, if any, of the

holders of Preferred Stock, dividends on the Common Stock may be declared by the Board of Directors and paid out of any funds legally

available therefor at such times and in such amounts as the Board of Directors shall determine.

Common Stock Activity

During the three and nine months ended

March 31, 2024, the Company sold 75,000 shares of Common Stock at $ 0.20 per share resulting in total proceeds of $ 15,000 .

No shares of Common Stock were sold

during the quarter ended March 31, 2025.

Note 8– Equity Based Compensation

The American Picture House Corporation

2023 Directors, Employees and Advisors Stock Incentive and Compensation Plan (the “Plan”) was established in January 2023

to create an additional incentive to promote the financial success and progress of the Company.

The Plan shall be administered by the

Board of Directors and may grant options to purchase shares of the authorized but unissued Common Stock of the Company.

The options may

be either incentive stock options or nonqualified stock options.

The options granted under the Plan expire on the date determined

by the Board of Directors and may not extend more than 10 years.

Under the Plan, unless the board specifies

otherwise, stock options must be granted at an exercise price not less than the fair value of the Company’s Common Stock on the

The aggregate fair value of incentive stock options held by any optionee shall not exceed $ 100,000 .

Board of Directors shall determine the terms and conditions of the options.

The vesting requirements of all awards under the Plan may

be time or event based and vary by individual grant.

The incentive stock options and nonqualified stock options generally become exercisable

over a two-year period.

Vested and unexercised options may be available to be exercised no later than three months after termination

of employment (or such longer period as determined by the Board of Directors).

Option Grants

February 8, 2024, the Company’s Board of Directors authorized the issuance of 250,000 options to each of its nine board members,

1,673,250 options to advisors, 662,983 options to Mr.

The Board of Directors shall determine

the terms and conditions of the options.

The vesting requirements of all awards under the Plan may be time or event based and vary by

individual grant.

The incentive stock options and nonqualified stock options generally become exercisable over a two-year period.

and unexercised options may be available to be exercised no later than three months after termination of employment (or such longer period

as determined by the Board of Directors).

During the quarters ended March 31, 2025 and 2024,

the Company recorded $ 232,995 and $ 1,258,160

of stock option expense.

Stock Option Grants

On February 8, 2024, the Company’s

Board of Directors authorized the issuance of 250,000 options to each of its nine board members, 1,673,250 options to advisors, 662,983

options to Mr.

Macgregor, and 497,238 options to Mr.

Blanchard for an aggregate of 5,083,471 options

with the rights to purchase common shares of the Company at an exercise price of $ 0.0125 per share.

As all of the options vested 100 %

upon grant, the Company recorded $ 1,258,160 of stock option compensation expense in the quarter ended March 31, 2024.

Share-based compensation

expense is reported within General and Administrative expenses.

During the nine months ended September 30, 2024, options to purchase

500,000 shares of Common Stock were forfeited.

9 – Contingencies and Uncertainties

and Uncertainties – The Company’s operations are subject to significant risks and uncertainties including financial,

operational, and regulatory risks, including the potential risk of business failure.

The Company does not have employment contracts with

its key employees, including the controlling shareholders who are officers of the Company.

10 – Related Party Transactions

Company has agreed to indemnify Mr.

Blanchard for an aggregate of 5,083,471 options with the rights to purchase common

shares of the Company at an exercise price of $ 0.0125 per share.

As all of the options vested 100 % upon grant, the Company recorded $ 1,258,160

of stock option compensation expense in the quarter ended March 31, 2024.

Share-based compensation expense is reported within General

and Administrative expenses.

Note 9 – Contingencies and Uncertainties

Risks and Uncertainties –

The Company’s operations are subject to significant risks and uncertainties including financial, operational, and regulatory risks,

including the potential risk of business failure.

The Company does not have employment contracts with its key employees, including the

controlling shareholders who are officers of the Company.

Note 10 – Related Party Transactions

The Company has agreed to indemnify

MacGregor for all legal and professional costs originating from the lawsuit Randall S.

Bannor Michael MacGregor, Jeffery Katz, and Life Design Station International, Inc.

– Supreme Court of New York, County

of Kings, Index No.:

the three months ended September 30, 2024 and 2023, the Company incurred approximately $ 80,000 and $ 45,000 , respectively, of professional

fees to a legal firm affiliated with a member of the Board of Directors.

During the nine months ended September 30, 2024 and 2023, the

Company incurred approximately $ 135,000 and $ 140,000 , respectively, of professional fees to a legal firm affiliated with a member of

the Board of Directors.

As of September 30, 2024 and December 31, 2023, $ 50,000 and $ 0 , respectively, were unpaid.

Company has consulting services relationships with members of the Board whereby they were compensated a total of $ 15,000 and $ 39,000

during the three months ended September 30, 2024 and 2023, respectively.

Consulting services provided by Board members totaled $ 45,000

and $ 86,000 during the nine months ended September 30, 2024 and 2023, respectively.

As of September 30, 2024 and December 31, 2023, $ 20,000

and $ 20,000 , respectively, were accrued and unpaid.

The consulting services are provided as requested by management and may be terminated

at any time with no penalty.

On January 1, 2023, the $ 105,000 of 2022 accrued consulting fees were exchanged for options to purchase

1,160,221 shares of Common Stock at $ 0.125 per share.

2022, the Company entered into consulting agreements with Ribo Music LLC aka Ribo Media (“Ribo Media”) whereby the

Company assisted Ribo Media in developing an online media platform to deliver music and eventually movies directly to consumers via their

smart devices.

Revenues from the Ribo Media consulting services totaled $ 0 and $ 0 , for the three months ended September 30, 2024 and

2023, respectively.

Revenues from the Ribo Media consulting services totaled $ 0 and $ 35,000 , for the nine months ended September 30,

Bannor Michael MacGregor, Jeffery

Katz, and Life Design Station International, Inc.

– Supreme Court of New York, County of Kings, Index No.:

During the three months ended March

31, 2025 and 2024, the Company incurred approximately $ 45,000 and $ 45,000 , respectively, of professional fees to a legal firm affiliated

with a member of the Board of Directors.

As of March 31, 2025 and December 31, 2024, $ 96,000 and $ 94,000 , respectively, were unpaid.

The Company has consulting services

relationships with members of the Board whereby they were compensated a total of $ 15,000 and $ 15,000 during the three months ended March

31, 2025, and 2024, respectively.

As of September 30, 2024 and December 31, 2023, accounts receivable from Ribo Media totaled $ 4,086 and $ 0 ,

respectively.

Michael Blanchard, a director and shareholder of the Company and Timothy Battles, a director and shareholder of the Company,

are both Managing Members and controlling shareholders in Ribo Media.

August 2022, the Company funded Devil’s Half-Acre Productions, LLC owned by John Luessenhop to produce the feature film Devil’s

Half-Acre written and directed by Dashiell Luessenhop, a son of A.

John Luessenhop, a former Board member.

In July 2023 APH obtained

As of March 31, 2025 and December 31, 2024, $ 15,000 and $ 0 , respectively, were accrued and unpaid.

In August 2022, the Company funded

Devil’s Half-Acre Productions, LLC owned by Alfred John Luessenhop to produce the feature film Devil’s Half-Acre written

and directed by Dashiell Luessenhop, a son of Alfred John Luessenhop, a former Board member.

In July 2023 APHP obtained 100 %

ownership of Devil’s Half-Acre Productions, LLC and executed a new option agreement with the writer.

In September 2023, APH

paid a Five Thousand-Dollar ( 5,000 ) option fee to the writer.

This option entitles APH to produce the film by July 2024, with the ability

to extend the option for an additional two (2) years.

As of September 30, 2024, the Company has capitalized $ 151,969 of production costs

associated with this film.

2022, the Company entered into definitive agreements to secure Bold Crayon Corporation (“Bold Crayon” or “BC”)

as a development partner and purchased certain assets from Bold Crayon, including a portion of the rights to a feature film, and copyrights

on six film titles.

The Parties agree that APHP will designate BC as a “Content Partner”, wherein BC will develop content

and present APHP with a first opportunity to co-finance and/or coproduce content developed by BC subject to a mutually agreed upon Content

Partner Agreement and BC will accept such designation.

The Company anticipates any rights and obligations between APH and BC to be effective

upon the greenlighting of a specific film or show by Mr.

MacGregor, CEO and a director of the Company, Mr.

MacGregor is also the CEO

and a director of Bold Crayon and effectively controls Bold Crayon as a managing manager of the trustee of the trust that owns the majority

ownership interest in Bold Crayon.

Michael Blanchard was a past Director and Secretary/Treasurer of Bold Crayon and is a director

The transaction between the parties has been consummated and all IP and copyrights have been transferred.

During the quarters

ended September 30, 2024 and 2023, the Company reported revenues of $ 0 and $ 0 , respectively, from the CAMA.

During the nine months ended

September 30, 2024 and 2023, the Company reported revenues of $ 23,003 and $ 0 , respectively, from the CAMA.

Inception to date, the Company

has received $ 304,875 under the CAMA.

As partial consideration for the BC Assets being acquired by APH hereunder, APHP agreed to pay

BC the first one hundred thirty thousand dollars ($ 130,000.00 USD) that APHP collected from the BUFFALOED and to deliver one Preferred

Share to BC for each ten thousand dollars ($ 10,000.00 USD), in value paid to the APHP from the BUFFALOED receivable above the

one hundred thirty thousand dollars ($ 130,000.00 USD), not to exceed one hundred twenty-five ( 125 ) Preferred Shares.

As of June 30, 2024,

Bold Crayon was due to receive 17 Preferred Shares of APHP.

November 10, 2022, the Company approved the optioning of MIDNIGHT’S DOOR written by Kirsten Elms from Mr.

Luessenhop for

$ 12,700 (provided the Company produces MIDNIGHT’S DOOR as a feature film and further subject to producer agreements with Luessenhop

and MacGregor).

Luessenhop was a director of the Company and owned 2.005 % of the Company at the time of this transaction.

Company elected to allow this option to expire during the first quarter of 2024 resulting in the expensing of $ 7,500 of previously capitalized

November 10, 2022 the Company entered into an additional agreement regarding THE DEVIL’S HALF-ACRE to extend additional

financing in an undetermined amount to the film in exchange among other things for increased equity in the film.

At the time, DEVIL’S

HALF-ACRE was controlled by Mr.

Payable – Mr.

the quarter and nine months ended September 30, 2024, the Company borrowed $ 31,884 and $ 70,292 , respectively, from Mr.

MacGregor pursuant

to a master loan agreement dated March 1, 2023.

During the quarter and nine months ended September 30, 2024, the Company repaid $ 5,010

and $ 30,310 , respectively, under this note.

the quarter and nine months ended September 30, 2023, the Company borrowed $ 238 and $ 178,738 , respectively, from Mr.

MacGregor pursuant

to the master loan agreement.

During the quarter and nine months ended September 30, 2023, the Company repaid $ 102,757 and $ 178,738 ,

respectively, under this note.

master note agreement accrues interest at a rate of 4.4 % due and payable in a lump sum upon maturity of the obligation.

not convertible.

Morgan Private Family Trust Loan Agreement (“NMPFT”)

February 6, 2024, the Company entered into a master loan agreement with the NMPFT.

The master note agreement accrues interest at a rate

During the quarter and nine months ended September 30, 2024, the Company borrowed $ 0 and $ 280,000 pursuant to this loan agreement

with this amount due and payable in a lump sum on February 6, 2025 .

In September 2023, APHP

paid a $ 5,000

option fee to the writer.

This option entitles APHP to produce the film by July 2024, with the ability to extend the option for an

additional two (2) years.

As of December 31, 2024, the Company has capitalized $ 152,264

of production costs associated with this film.

On March 11, 2025, an agreement was executed between the Company’s past

president, Alfred John Luessenhop, Jr.

(“Luessenhop”) and APHP, along with its affiliated entities Devil’s

Half-Acre, LLC and Ask Christine Productions, LLC.

Under the terms of the agreement, Luessenhop agreed to transfer one

million shares of APHP common stock, valued at $ 256,000 ,

In exchange, Luessenhop received all rights, title, and interest in the motion picture project DEVIL’S HALF-ACRE, including

the screenplay, filmed footage, copyright, and related materials, as well as the screenplay and associated option agreement for ASK

Additionally, Luessenhop was also assigned APHP’s rights under a Software License Agreement dated November 16,

2023, and a Microsoft Azure Cloud Services Agreement.

The agreement also included a mutual release of all claims related to the

referenced screenplays and agreements.

During 2022, the Company entered

into definitive agreements to secure Bold Crayon Corporation (“Bold Crayon” or “BC”) as a development partner

and purchased certain assets from Bold Crayon, including a portion of the rights to a feature film, and copyrights on six film titles.

The Parties agree that APHP will designate BC as a “Content Partner”, wherein BC will develop content and present APHP with

a first opportunity to co-finance and/or coproduce content developed by BC subject to a mutually agreed upon Content Partner Agreement

and BC will accept such designation.

The Company anticipates any rights and obligations between APHP and BC to be effective upon the greenlighting

of a specific film or show by Mr.

MacGregor, CEO and a director of the Company.

MacGregor is also the CEO and a director of Bold Crayon

and effectively controls Bold Crayon as a managing manager of the trustee of the trust that owns the majority ownership interest in Bold

Michael Blanchard was a past Director and Secretary/Treasurer of Bold Crayon and is a director of APHP.

The transaction between

the parties has been consummated and all IP and copyrights have been transferred.

During the quarters ended March 31, 2025 and 2024, the

Company reported revenues of $ 0 and $ 23,003 , respectively, from the CAMA.

Inception to date, the Company has received $ 304,875 under the

As partial consideration for the BC Assets being acquired by APHP hereunder, APHP agreed to pay BC the first one hundred thirty

thousand dollars ($ 130,000.00 USD) that APHP collected from the BUFFALOED and to deliver one Preferred Share to BC for each ten thousand

dollars ($ 10,000.00 USD), in value paid to the APHP from the BUFFALOED receivable above the one hundred thirty thousand dollars

($ 130,000.00 USD), not to exceed one hundred twenty-five ( 125 ) Preferred Shares.

As of March 31, 2025, Bold Crayon was due to receive

20 Preferred Shares of APHP .

These Preferred Shares were issued to BC at the end of April 2025.

On November 11, 2024, the Company entered into

an agreement with SSS Entertainment LLC wherein the Company exchanged one million common shares of APHP and the promise to pay

$ 725,000 on or before January 6, 2025, for a 24 % beneficial ownership interest in the feature film currently titled, TURN UP THE SUN

also referred to as POSE, starring James McVoy, Aisling Franciosi, and Lucas Bravo.

TURN UP THE SUN aka POSE is

a psychological thriller, where two couples arrive at a countryside mansion they booked unknowingly together and discover strange

occurrences during their stay.

As part of the agreement APHP will receive an “in Association” credit for the Company and

a “producer” credit for Mr.

MacGregor, the Company’s CEO.

The agreement also has a default provision, wherein the

event of a default, specifically non-payment of the aforementioned $725,000, the Company will forfeit right to its beneficial

ownership, but not the two credits and further that SSS Entertainment will receive another 500,000 common shares in APHP.

APHP has yet to pay for the film, SSS Entertainment has extended APHP’s rights as of the date of this report.

APHP has yet to

deliver the 500,000 additional shares;

however, APHP’s board has agreed to issue them in the quarter ending June 30, 2025.

Note Payable – Mr.

During the quarter ended March 31,

2025, the Company borrowed $ 173,856 , from Mr.

MacGregor pursuant to a master loan agreement dated March 1, 2023.

During the quarter ended

March 31, 2025, the Company repaid $ 10,080 under this note.

The master note agreement accrues interest at a rate of 4.4 % due

and payable in a lump sum upon maturity of the obligation.

This note is not convertible.

$ 200,000 of these loan proceeds were

used to fund the senior mezzanine loan to Barron’s Cove Movie, LLC as more fully described in Note 4 above.

Payable – Board Member

the quarter ended September 30, 2024, the Company borrowed $ 5,000 from a member of the Board of Directors.

Note Payable – Board Member

During the quarter ended September 30, 2024, the Company borrowed

$ 5,000 from a member of the Board of Directors.

This note was repaid in full during the quarter

ended March 31, 2025.

NOTE 11 – SUBSEQUENT EVENTS

In accordance with FASB ASC 855-10,

Subsequent Events , the Company has analyzed its operations subsequent to March 31, 2025, to the date these consolidated financial

statements were issued.

Except as noted below, management has determined that it does not have any material subsequent events to disclose

in these consolidated financial statements.

On April 29, 2025, The Noah Morgan Private Family Trust retired

ten preferred shares of the Company in lieu of Mr.

Luessenhop retiring one million shares of APHP as Mr.

Luessenhop was required to do

by the APHP Luessenhop Agreement dated March 11, 2025.

During the period from April 1, 2025 to the date of

this report, Mr MacGregor, the CEO of and a director of the Company, loaned APHP and additional $ 75,000 in accordance with the master

The master note agreement accrues interest at a rate of 4.4 % due and payable in a lump sum upon maturity of the obligation.

This note is not convertible.

11 – SUBSEQUENT EVENTS

accordance with FASB ASC 855-10, Subsequent Events , the Company has analyzed its operations subsequent to September 30, 2024,

to the date these consolidated financial statements were issued.

Except as noted below, management has determined that it does not have

any material subsequent events to disclose in these consolidated financial statements.

On November 11, 2024, the Company entered into an

agreement with SSS Entertainment LLC wherein the Company exchanged one million common shares of APHP and the promise to pay $ 725,000 on

or before January 6, 2024 for a 24 % beneficial ownership interest in the feature film currently titled, TURN UP THE SUN, starring

James McVoy, Aisling Franciosi, and Lucas Bravo.

TURN UP THE SUN is a psychological thriller, where two couples arrive at a countryside

mansion they booked unknowingly together and discover strange occurrences during their stay.

As part of the agreement APHP will receive

an “in Association” credit for the Company and a “producer” credit for Mr.

MacGregor, the Company’s CEO.

The agreement also has a default provision, wherein the event of a default, specifically non-payment of the aforementioned $725,000, the

Company will forfeit right to its beneficial ownership, but not the two credits and further that SSS Entertainment will receive another

500,000 common shares in APHP .

of Common Stock

the period October 1, 2024 to present, the Company sold 0 shares of Common Stock.

Discontinuance of Pending Legal Proceeding

On May 9, 2025, the parties filed a stipulation of discontinuance with

prejudice in the matter of Randall S.

Bannor Michael MacGregor, Jeffery Katz, and Life Design Station International, Inc.

Court of New York, County of Kings, Index No.

504677/2019), resulting in the permanent dismissal of the action and the bar against any

future claims.

Sales of Common Stock

During the period January 1, 2025 to present, the Company sold

0 shares of Common Stock.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements