What changed in this filing

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Item 1. Financial Statements

2022-01-24 compared with 2021-11-10 · 110 added, 98 removed, 211 unchanged (50% of the section changed)

8 unchanged sentences

stock ($ .0001 par value, 5,000,000 shares authorized;

0 issued and outstanding as of September 30, 2021 and June 30,

stock ($ .0001 par value, 200,000,000 shares authorized, 178,750,031 and 0 issued and outstanding as of September 30, 2021 and

June 30, 2021, respectively)

0 issued and outstanding as of December 31, 2021 and June 30,

stock ($ .0001

par value, 200,000,000

shares authorized, 178,750,031

issued and outstanding as of December 31, 2021 and June 30, 2021, respectively)

Additional paid-in capital

5 unchanged sentences

OF OPERATIONS

Three Months Ended September 30, 2021

Months Ended December 31, 2021

Operating expenses

General and administrative expenses

Total operating expenses

Basic and Diluted net loss per common share

Weighted average number of common shares outstanding - Basic and Diluted

and administrative expenses

operating expenses

and Diluted net loss per common share

average number of common shares outstanding - Basic and Diluted

The accompanying

2 unchanged sentences

OF CHANGES IN STOCKHOLDERS’ (DEFICIT)

the Period June 30, 2021 (Inception) to September 30, 2021

the Period June 30, 2021 (Inception) to December 31, 2021

Common Shares

8 unchanged sentences

Balances, September 30, 2021

Expenses paid on behalf of the Company and contributed to capital

Balances, December 31, 2021

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

1 unchanged sentence

OF CASH FLOWS

Three Months Ended September 30, 2021

Six Months Ended December 31, 2021

CASH FLOWS FROM OPERATING ACTIVITIES

17 unchanged sentences

Prime Time Holdings, Inc.

our, or the "Company") was incorporated on June 30, 2021 in the State of Nevada.

On June 30, 2021, Jeffrey DeNunzio

was appointed Chief Executive Officer, Chief Financial Officer, and Director of Prime Time Holdings, Inc.

On September 14, 2021, the Company entered into an “Agreement and

Plan of Merger”, whereas it agreed to, and subsequently participated in, a Nevada holding company reorganization pursuant to NRS

92A.180, NRS 92A.200, NRS 92A.230 and NRS 92A.250 (“Reorganization”).

The constituent corporations in the Reorganization were

China Shouguan Investment Holding Group Corp.

(“CHSO” or “Predecessor”), Prime Time Holdings, Inc.

(“Successor”),

and Prime Time Merger Sub, Inc.

us, our, or the "Company") was incorporated on June 30, 2021 in the State of Nevada.

30, 2021, Jeffrey DeNunzio was appointed Chief Executive Officer, Chief Financial Officer, and Director of Prime Time Holdings, Inc.

On September 14, 2021, the Company entered into

an “Agreement and Plan of Merger”, whereas it agreed to, and subsequently participated in, a Nevada holding company reorganization

pursuant to NRS 92A.180, NRS 92A.200, NRS 92A.230 and NRS 92A.250 (“Reorganization”).

The constituent corporations in the

Reorganization were China Shouguan Investment Holding Group Corp.

(“CHSO” or “Predecessor”), Prime Time Holdings,

(“Successor”), and Prime Time Merger Sub, Inc.

(“Merger Sub”).

Our director is, and was, the sole director/officer of each constituent corporation

in the Reorganization.

Our director is, and was, the sole director/officer

of each constituent corporation in the Reorganization.

Prime Time Holdings, Inc.

issued 1,000 common shares of its common stock

to Predecessor and Merger Sub issued 1,000 shares of its common stock to Prime Time Holdings, Inc.

immediately prior to the Reorganization.

issued 1,000 common

shares of its common stock to Predecessor and Merger Sub issued 1,000 shares of its common stock to Prime Time Holdings, Inc.

prior to the Reorganization.

As such, immediately prior to the merger, Prime Time Holdings, Inc.

became a wholly owned direct subsidiary of China Shouguan Investment

Holding Group Corp and Merger Sub became a wholly owned and direct subsidiary of Prime Time Holdings, Inc.

Pursuant to the above, on September 15, 2021, Prime Time Holdings, Inc.

became a wholly owned direct subsidiary

of China Shouguan Investment Holding Group Corp and Merger Sub became a wholly owned and direct subsidiary of Prime Time Holdings, Inc.

Pursuant to the above, on September 15, 2021,

Prime Time Holdings, Inc.

filed Articles of Merger with the Nevada Secretary of State.

The merger became effective on September 17, 2021 at 9:00 AM PST (“Effective

At the Effective Time, Predecessor was merged with and into Merger Sub (the “Merger), and Predecessor became the surviving

Each share of Predecessor common stock issued and outstanding immediately prior to the Effective Time was converted into

one validly issued, fully paid and non-assessable share of Prime Time Holdings, Inc.’s (“Successors”) common stock.

At the Effective Time, Prime Time Holdings, Inc., as successor issuer to

China Shouguan Investment Holding Group Corp.

continued to trade in the OTC MarketPlace under the previous ticker symbol “CHSO”

until the new ticker symbol “PRTM” for the Company was released into the OTC MarketPlace on September 21, 2021.

The merger became effective on September 17, 2021

at 9:00 AM PST (“Effective Time”).

At the Effective Time, Predecessor was merged with and into Merger Sub (the “Merger),

and Predecessor became the surviving corporation.

Each share of Predecessor common stock issued and outstanding immediately prior to the

Effective Time was converted into one validly issued, fully paid and non-assessable share of Prime Time Holdings, Inc.’s (“Successors”)

common stock.

At the Effective Time, Prime Time Holdings, Inc.,

as successor issuer to China Shouguan Investment Holding Group Corp.

continued to trade in the OTC MarketPlace under the previous ticker

symbol “CHSO” until the new ticker symbol “PRTM” for the Company was released into the OTC MarketPlace

on September 21, 2021.

The Company was given a new CUSIP Number by CUSIP Global Services for its common stock of 74167E103.

Our Common Stock is quoted on the OTC Markets Group Inc.’s Pink®

Open Market under the symbol “PRTM”.

On September 17, 2021, after the completion of the Holding Company

Reorganization, we cancelled all of the stock held in China Shouguan Investment Holding Group Corp.

resulting in China Shouguan Investment

Holding Group Corp.

Our Common Stock is quoted on the OTC Markets

Group Inc.’s Pink® Open Market under the symbol “PRTM”.

On September 17, 2021, after the completion

of the Holding Company Reorganization, we cancelled all of the stock held in China Shouguan Investment Holding Group Corp.

China Shouguan Investment Holding Group Corp.

as a stand-alone company.

Pursuant to the holding company merger agreement and effects of merger, all of the assets

and liabilities, if any, remain with China Shouguan Investment Holding Group Corp.

Pursuant to the holding company merger agreement and effects of

merger, all of the assets and liabilities, if any, remain with China Shouguan Investment Holding Group Corp.

after the Reorganization.

Jeffrey DeNunzio, the Director

of China Shouguan Investment Holding Group Corp.

did not discover any assets of China Shouguan Investment Holding Group Corp.

time he was appointed Director until the completion of the Reorganization and subsequent separation of China Shouguan Investment Holding

Jeffrey DeNunzio, the Director of China Shouguan Investment Holding Group Corp.

did not discover any assets of China Shouguan Investment

Holding Group Corp.

from the time he was appointed Director until the completion of the Reorganization and subsequent separation of China

Shouguan Investment Holding Group Corp.

as a stand-alone company.

The Company is a blank check company and intends to serve as a vehicle

to affect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic or foreign business.

of the date of this report, the Company had not yet commenced any such operations.

Currently, NVC Holdings, LLC, a Wyoming LLC owned and controlled

by Jeffrey DeNunzio and Thomas DeNunzio is our controlling shareholder, owning 150,000,000 common shares.

The Company has been engaged in organizational efforts and obtaining

initial financing.

The Company was formed as a vehicle to pursue a business combination and has made no efforts thus far to identify a

possible business combination with an active operating company.

As a result, the Company has not conducted negotiations or entered into

a letter of intent concerning any target business.

As of September 30, 2021, the Company

had not yet commenced any operations.

The Company is a blank check company and

intends to serve as a vehicle to affect an asset acquisition, merger, exchange of capital stock or other business combination with a domestic

or foreign business.

As of the date of this report, the Company had not yet commenced any such operations.

Currently, NVC Holdings, LLC, a Wyoming

LLC owned and controlled by Jeffrey DeNunzio and Thomas DeNunzio is our controlling shareholder, owning 150,000,000 common shares.

The Company has been engaged in organizational

efforts and obtaining initial financing.

The Company was formed as a vehicle to pursue a business combination and has made no efforts

thus far to identify a possible business combination with an active operating company.

As a result, the Company has not conducted negotiations

or entered into a letter of intent concerning any target business.

As of December 31,

2021, the Company had not yet commenced any operations.

The Company has elected June 30 th

19 unchanged sentences

Cash and cash equivalents

at September 30, 2021 and June 30, 2021 were $ 0 for both periods.

at December 31, 2021 and June 30, 2021 were $ 0 for both periods.

The Company accounts for income taxes

7 unchanged sentences

through future operations.

No deferred tax assets or liabilities were recognized at September 30, 2021 and June 30, 2021.

No deferred tax assets or liabilities were recognized at December 31, 2021 and June 30, 2021.

Basic Earnings (Loss) Per Share

7 unchanged sentences

The Company does not have any potentially

dilutive instruments as of September 30, 2021 and, thus, anti-dilution issues are not applicable.

dilutive instruments as of December 31, 2021 and, thus, anti-dilution issues are not applicable.

Fair Value of Financial Instruments

25 unchanged sentences

significant to the fair value measurement and unobservable.

Fair value estimates discussed herein

are based upon certain market assumptions and pertinent information available to management as of September 30, 2021.

The respective

carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these

Fair value estimates discussed

herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2021.

The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term

nature of these instruments.

These financial instruments include accrued expenses.

21 unchanged sentences

The Company had no

stock-based compensation plans as of September 30, 2021.

The Company’s stock-based compensation

for the periods ended September 30, 2021 and June 30, 2021 was $ 0 for both periods.

stock-based compensation plans as of December 31, 2021.

The Company’s stock-based

compensation for the periods ended December 31, 2021 and June 30, 2021 was $ 0

for both periods.

Recently Issued Accounting Pronouncements

39 unchanged sentences

The Company has not recognized

an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future

The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising from

the net operating losses, the realization of which could not be considered more likely than not.

In future periods, tax benefits and related

deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not.

As of September

30, 2021, the Company has incurred a net loss of approximately $5,492 which resulted in a net operating loss for income tax purposes.

The loss results in a deferred tax asset of approximately $ 1,153 at the effective statutory rate of 21%.

The deferred tax asset

has been offset by an equal valuation allowance.

Given our inception on June 30, 2021, and our fiscal year end of June 30, 2021, we have

completed only one taxable fiscal year.

an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in

future periods.

The tax benefit for the period presented is offset by a valuation allowance established against deferred tax assets arising

from the net operating losses, the realization of which could not be considered more likely than not.

In future periods, tax benefits

and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not.

As of December 31, 2021, the Company has incurred a net loss of approximately $7,342 which resulted in a net operating loss for income

tax purposes.

The loss results in a deferred tax asset of approximately $ 1,153

at the effective statutory rate of 21%.

The deferred tax asset has been offset by

an equal valuation allowance.

Given our inception on June 30, 2021, and our fiscal year end of June 30, 2021, we have completed only

one taxable fiscal year.

Note 5 - Commitments

and Contingencies

The Company follows

ASC 450-20, Los s Contingencies, to report accounting for contingencies.

Liabilities for loss contingencies

arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability

has been incurred and the amount of the assessment can be reasonably estimated.

There were no commitments or contingencies as of September

follows ASC 450-20, Los s Contingencies, to report accounting for contingencies.

Liabilities for

loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is

probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.

There were no commitments

or contingencies as of December 31, 2021.

Note 6 - Shareholder Equity

Preferred Stock

The authorized preferred stock of

the Company consists of 5,000,000 shares with a par value of $0.0001.

There were no shares issued and outstanding as of September 30,

2021 and June 30, 2021.

The authorized preferred stock

of the Company consists of 5,000,000

shares with a par value of $0.0001.

There were no shares issued and outstanding as of December 31, 2021 and June 30,

The authorized common stock of the

1 unchanged sentence

There were 178,750,031 and 0 shares of common stock issued and outstanding

as of September 30, 2021 and June 30, 2021, respectively.

as of December 31, 2021 and June 30, 2021, respectively.

Effective September 17, 2021, the

2 unchanged sentences

Additional Paid-In Capital

The Company’s sole officer

and director, Jeffrey DeNunzio, paid expenses on behalf of the company totaling $4,032 during the period ended September 30, 2021.

The Company’s sole

officer and director, Jeffrey DeNunzio, paid expenses on behalf of the company totaling $6,032 during the period ended December

The Company’s sole officer

7 unchanged sentences

Management has reviewed financial

transactions for the Company subsequent to the period ended September 30, 2021 and has found that there was nothing material to disclose.

transactions for the Company subsequent to the period ended December 31, 2021 and has found that there was nothing material to disclose.

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