What changed in this filing

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Item 1. Financial Statements

2026-05-12 compared with 2025-10-20 · 195 added, 54 removed, 130 unchanged (66% of the section changed)

1 unchanged sentence

INVECH HOLDINGS, INC .

BALANCE SHEETS

September 30,

CONDENSED BALANCE SHEETS

Current Assets:

Total Current Assets

Intangible assets

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities:

Accounts payable

Due to a related party

Due to a former related party

Notes payable

Total Liabilities

8 unchanged sentences

500,000,000 shares authorized, 100,959,932 and 100,521,335 shares issued and outstanding, respectively

Common stock to be issued

Additional paid-in capital

2 unchanged sentences

Total Liabilities and Stockholders' Deficit

Accompanying notes are an integral part of

these unaudited financial statements.

Accompanying notes are an integral part of these

unaudited condensed financial statements.

INVECH HOLDINGS, INC .

STATEMENTS OF OPERATIONS

CONDENSED STATEMENTS OF OPERATIONS

For the Three Months Ended

For the Nine Months Ended

September 30,

Operating Expenses:

General and administrative expenses

Professional fees

Total operating expenses

Loss from operations

Net loss before income taxes

Income tax expense

$ ( 119,313 )

Loss per share– basic and diluted

1 unchanged sentence

Accompanying notes are an integral part of these

unaudited financial statements.

unaudited condensed financial statements.

INVECH HOLDINGS, INC .

STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025

Series A Preferred Stock

2 unchanged sentences

$ ( 365,083 )

Shares issued for services

Forgiveness of debt – related party

Balance at March 31, 2026

Balance at June 30, 2025

Forgiveness of related party debt

Balance at September 30, 2025

$ ( 484,396 )

Series A Preferred Stock

Total Stockholders’

Equity (Deficit)

Balance at December 31, 2023 (Restated)

A Preferred Stock

Stockholders’

at December 31, 2024

$ ( 307,065 )

Balance at March 31, 2025

Balance at June 30, 2024

Balance at September 30, 2024

$ ( 338,442 )

Accompanying notes are an integral part of these

unaudited financial statements

unaudited condensed financial statements

INVECH HOLDINGS, INC .

STATEMENTS OF CASH FLOWS

For the Nine Months Ended

September 30,

CONDENSED STATEMENTS OF CASH FLOWS

For the Three Months Ended

Cash flows from operating activities:

$ ( 119,313 )

Adjustments to reconcile net loss to net cash used in operating activities:

Common stock issued for services

Changes in assets and liabilities:

Accounts payable

Net cash used in operating activities

1 unchanged sentence

Cash flows from financing activities:

Cash advances – related party

Cash advances – related parties

Net cash provided by financing activities

2 unchanged sentences

Cash, end of period

Supplemental Non-Cash Disclosure:

Cash paid for interest

Cash paid for taxes

Supplemental non-cash disclosure:

Common stock issued for intangible asset

Common stock issued for prepaid expenses

Forgiveness of debt – related party

Accompanying notes are an integral part of these

unaudited financial statements.

unaudited condensed financial statements.

INVECH HOLDINGS,

Notes to the Financial Statements

September 30, 2025

Notes to the Unaudited Condensed Financial Statements

March 31, 2026

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

6 unchanged sentences

These shares represent a change of control.

With the change of control, the Company is moving

With the change of control, the Company was moving

in a new direction, specializing in drafting regulatory documents and consulting for public companies.

Services include FINRA corporate

Services included FINRA corporate

filings, drafting incorporation and corporate documents, drafting OTC Markets Disclosure Statements, and general public company compliance.

The Company will act as an outside consulting firm for these services.

The Company acted as an outside consulting firm for these services.

On February 17, 2026, the Company’s majority

shareholder, Small Cap Compliance, LLC entered into a Stock Purchase Agreement with Alexander M.

As per the terms of the Agreement,

Small Cap Compliance, LLC sold its control block of stock (300,000 shares of Convertible Series A Preferred Stock and 90,000,000 shares

of restricted Common Stock) for the purchase price of $350,000.

That same day the Company accepted the resignation of Rhonda Keaveney

as the sole officer of the Company and as the sole member of the Company’s Board of Directors and appointed Alexander M.

as the sole officer and director of the Company, resulting in a change of control of the company.

The Company is now a holding company specializing

in SaaS software development, corporate filings, and building businesses around developed platforms.

The Company is addressing significant

inefficiencies within the current rental market through its acquired SaaS platform, www.paragonrentals.ai, which was acquired on March

3, 2026 for a $ 450,000 convertible promissory note.

www.paragonrentals.ai is a Real Estate Rental

property management Marketplace Platform that is a type of SaaS platform.

The platform use case is intended for the B2B and B2C markets.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING

5 unchanged sentences

and reflect all adjustments, consisting of normal recurring adjustments, which in management’s opinion are necessary to fairly present

the financial position, results of operations and cash flows of the Company as of and for the six month period ending September 30, 2025.

The results for the six months ended September

the financial position, results of operations and cash flows of the Company as of and for the three month period ending March 31, 2026.

The results for the three months ended March 31,

2026, are not necessarily indicative of the results of operations for the full year.

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original maturities of three months or less when acquired to be cash equivalents.

There were no cash equivalents as of September 30, 2025

There were no cash equivalents as of March 31, 2026

and December 31, 2025.

Intangible Assets

The Company accounts for its intangible assets

in accordance with FASB ASC Subtopic 350-30, General Intangibles Other Than Goodwill .

ASC Subtopic 350-30, which requires

assets to be measured based on the fair value of the consideration given or the fair value of the assets (or net assets) acquired, whichever

is more clearly evident and, thus, more reliably measurable.

Under ASC Subtopic 350-30 any intangible asset with a useful life is required

to be amortized over that life and the useful life is to be evaluated every reporting period to determine whether events or circumstances

warrant a revision to the remaining period of amortization.

If the estimate of useful life is changed the remaining carrying amount of

the intangible asset is amortized prospectively over the revised remaining useful life.

Costs to renew or extend the term of an intangible

assets are recognized as an expense when incurred.

Impairment of Long-Lived Assets

In accordance with ASC 360-10, Impairment

Testing of Long-Lived Assets Held and Used, the Company periodically reviews the carrying value of its long-lived assets held

and used at least annually or when events and circumstances warrant such a review.

If significant events or changes in circumstances indicate

that the carrying value of an asset or asset group may not be recoverable, the Company performs a test of recoverability by comparing

the carrying value of the asset or asset group to its undiscounted expected future cash flows.

Cash flow projections are sometimes based

on a group of assets, rather than a single asset.

If cash flows cannot be separately and independently identified for a single asset,

the Company determines whether impairment has occurred for the group of assets for which it can identify the projected cash flows.

the carrying values are in excess of undiscounted expected future cash flows, it measures any impairment by comparing the fair value of

the asset group to its carrying value.

If the fair value of an asset or asset group is determined to be less than the carrying amount

of the asset or asset group, impairment in the amount of the difference is recorded.

Stock-based Compensation

We account for equity-based transactions with

employees and non-employees under the provisions of ASC 718, Compensation - Stock Compensation, which establishes that equity awards issued

to employees and non-employees for services are valued at the grant date fair value of the equity award.

An expense is recognized over

the requisite service or vesting period.

The fair value of stock options issued as compensation shall be estimated by using a valuation

technique or model that complies with the measurement objective, as described in ASC 718.

Fair Value of Financial Instruments

The Company follows paragraph 825-10-50-10 of

the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of

the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments.

Paragraph 820-10-35-37 establishes a framework for measuring fair value in accordance with US GAAP and expands disclosures about fair

value measurements.

To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37

establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities

and the lowest priority to unobservable inputs.

The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described

Quoted market prices available in active

markets for identical assets or liabilities as of the reporting date.

Pricing inputs other than quoted prices

in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Pricing inputs that are generally unobservable

inputs and not corroborated by market data.

The carrying amount of the Company’s financial

assets and liabilities, such as cash, prepaids, accounts payables and accrued expenses and noted payable, approximate their fair value

because of the short maturity of those instruments.

The Company’s related party debt approximates the fair value of such instruments

based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangements

at March 31, 2026 and December 31, 2025.

Net Income (Loss) Per Common Share

6 unchanged sentences

and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented.

of September 30, 2025 and 2024, the Company’s diluted loss per share is the same as the basic loss per share, as the inclusion of

any potentially dilutive shares would have had an anti-dilutive effect due to the Company generating a loss.

of March 31, 2026 and 2025, the Company’s diluted loss per share is the same as the basic loss per share, as the inclusion of any

potentially dilutive shares would have had an anti-dilutive effect due to the Company generating a loss.

Operating Segments

4 unchanged sentences

decision–making group is composed of the Chief Executive Officer.

The Company has one operating segment as of September 30, 2025.

The Company has one operating segment as of March 31, 2026.

Recent Accounting Pronouncements

8 unchanged sentences

course of business.

The Company has no revenue and has an accumulated deficit as of September 30, 2025.

The Company requires capital for

its contemplated operational and marketing activities.

The Company has no revenue and has an accumulated deficit as of March 31, 2026.

The Company requires capital for its

contemplated operational and marketing activities.

The Company’s ability to raise additional capital through the future issuances

5 unchanged sentences

The financial statements of the Company do not include any adjustments that may result from the outcome of these uncertainties.

NOTE 4 – INTANGIBLE ASSETS

On March 3, 2026, the Company entered into an

Asset Purchase Agreement (the “Agreement”).

As per the terms of the Agreement, the Seller sold a domain www.paragonrentals.ai

and logo, code base, front end, backend, and admin panel (the “Property”) for a total purchase price of $ 450,000 .

NOTE 5 – NOTES PAYABLE

On February 12, 2026, the Company issued a Convertible

Promissory Note to SCC for $ 20,000 .

The Note is non-interest bearing, matures in twelve months and is convertible into shares of common

stock at $ 0.01 per share.

On March 3, 2026, the Company issued a Convertible

Promissory Note to Andrew Chase Cochran for $ 450,000 for the purchase of the intangible assets (Note 4).

The Note is non-interest bearing,

matures on June 3, 2026 and is convertible into shares of common stock at $ 0.045 per share.

NOTE 6 – RELATED PARTY TRANSACTIONS

On February 12, 2026, SCC entered into a Cancellation

of Debt Agreement with the Company.

As per the terms of the Cancellation of Debt Agreement SCC forgave debt owed by Invech Holdings, Inc.,

for payment of company administration fees.

As of February 12, 2026, the Company owed SCC $ 68,603 for payments paid on behalf of the Company

for services provided by its vendors.

SCC forgave $ 48,603 of the amount due, which has been credited to additional paid in capital.

retained $ 20,000 of said debt and entered into a Convertible Promissory Note (Note 5).

On March 27, 2026, the Company entered into and

employment agreement with Alexander M.

Woods-Leo to act as its Chief Executive Officer (the “Employment Agreement”).

the terms of the Employment Agreement, Mr.

Leo shall receive a salary of $ 120,000 per year, plus a five percent (5%) commission on gross

sales up to $150,000.

The term of the Employment Agreement is “at-will” and may be terminated by either party at any time.

NOTE 7 – PREFERRED STOCK

On March 30, 2026, the Board of Directors and

the sole shareholder of the Series A Preferred Stock of the Company authorized and approved an amended and restated Certificate of Designation

of the Series A Preferred Stock of the Company.

The Company has authorized 5,000,000 shares of

Preferred Stock.

Preferred Stock, par value $ 0.001 .

1,000,000 of those shares are designated as Series A Convertible Preferred Stock (“Series A”).

of Convertible Series A Preferred Stock is convertible into 1,000 shares of common stock.

In addition, the Convertible Series A Preferred

Stock has voting privileges of 1,000 votes per one share of Series A.

The Convertible Series A Preferred Stock is not entitled to dividend.

NOTE 5 – RELATED PARTY TRANSACTIONS

During the nine months ended September 30, 2025,

SCC advanced the Company $ 50,447 , to pay for general operating expenses.

The advance is non-interest bearing and due on demand.

On September 11, 2025, the Company and a prior

related party executed a Cancellation of Debt for the outstanding amount due of $ 4,443 .

The $4,443 has been credited to additional paid

The holders of the Series A Preferred Stock shall, as a class, have rights in all matters requiring shareholder approval to a number of

votes equal to eighty percent (80%) of:

(i) The total number of shares of common stock which are issued and outstanding at the time of

any election or vote by the shareholders;

plus (ii) The number of votes allocated to shares of Preferred Stock issued and outstanding

of any other class that shall have voting rights.

As of March 31, 2026 and December 31, 2025, there

are 300,000 shares of the Series A Preferred Stock issued and outstanding.

NOTE 8 – COMMON STOCK

On February 12, 2026, the Company granted 1,200,000

shares of common stock for legal services.

The shares were valued at $0.075, the closing price on the date of grant for total non-cash

expense of $ 90,000 .

The expense is being recognized over the one year term of the agreement.

$ 22,500 was expensed during the three months

ended March 31, 2026, with the remaining $ 67,500 as a prepaid.

As of March 31, 2026, the share have not yet been issued by the transfer

agent and are disclosed as common stock to be issued.

On March 2, 2026, the Company granted 438,597 shares of common stock

for services.

The shares were valued at $0.12, the closing price on the date of grant for total non-cash expense of $ 52,632 .

NOTE 9 – SUBSEQUENT EVENTS

1 unchanged sentence

has performed an evaluation of subsequent events through the date that the financial statements were issued and has determined that there

are no material subsequent events to disclose in these unaudited financial statements.

are the following material subsequent events to disclose in these unaudited financial statements.

On April 18, 2026, the Company entered into an

Asset Purchase Agreement (the “APA”) with Arpita Day (“Day”).

Under the terms of the APA, Day has agreed to sell

and the Company has agreed to purchase the website and total code of the sports betting platform www.sportypick.com owned by Day in exchange

for 5,000,000 restricted shares of common stock of the Company.

Subsequent to March 31, 2026, the Company sold 741,036 shares of common

stock for $34,202, pursuant to the terms of its Form S-1, filed with the SEC on April 2, 2026.

The Company received net cash of $28,652,

after deductions for legal expense and fees.

Pursuant to the terms of the Convertible Note dated March 3, 2026,

Cochran, the Note was not repaid by the May 3, 2026 maturity date and is currently in default.

Cochran has indicated his

intention to convert the outstanding balance of the Note into shares of the Company’s common stock during the second quarter of

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