Equity |
12 Months Ended |
|---|---|
Dec. 31, 2025 | |
| Equity [Abstract] | |
| Equity | NOTE 9 – Equity
Common Stock
The Company has common shares authorized. As of March 25, 2026, the Company has shares issued and outstanding. As of March 25, 2026, the total number of shareholders of record was .
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, 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.
Return of common stock to the Company. On March 11, 2025, Luessenhop transferred shares of the Company’s common stock to the Company in connection with an asset disposition and release arrangement. The shares were valued at $256,000 based on $ per share.
Shares issuable to SSS Entertainment, LLC. Pursuant to a contract dated November 7, 2024 between the Company and SSS Entertainment, LLC (“SSS”), the Company became obligated to issue an additional shares of its common stock to SSS upon the occurrence of a payment default related to the Company’s contractual payment obligation toward the purchase of an ownership interest in the motion picture project currently known as “POSE.” On March 18, 2025, the Company’s Board authorized the issuance of such shares. As of December 31, 2025, the shares had not been issued and remain issuable.
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.
Preferred Stock
The Preferred Stock consists of preferred shares authorized, of which preferred shares have been designated as Series A Convertible Preferred Stock (“Series A preferred shares” herein). At present, 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 outstanding. As of December 31, 2025, the Series A preferred stock has a liquidation preference equal to $0.00 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.
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