Ilustrato Pictures International Inc 10-Q, filed May 22, 2023

Ilustrato Pictures International Inc. (ILUS)

10-Q 2023-05-22 For: 2023-03-31

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Added on April 06, 2026

About this 10-Q

Ilustrato Pictures International Inc filed this 10-Q on May 22, 2023, covering the quarter ended March 31, 2023.

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Nevada		27-2450645
(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

		Page
PART I – FINANCIAL INFORMATION

Item 1:	Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	9
Item 4:	Controls and Procedures	9

PART II – OTHER INFORMATION

Item 1:	Legal Proceedings	10
Item 1A:	Risk Factors	10
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3:	Defaults Upon Senior Securities	11
Item 4:	Mine Safety Disclosures	11
Item 5:	Other Information	11
Item 6:	Exhibits	11

	F-1	Consolidated Balance Sheets as of March 31, 2023 (Unaudited) and December 31, 2022;
	F-2	Consolidated Statements of Operations for the three months ended March 31, 2023, and 2022 (Unaudited);
	F-3	Consolidated Statement of Stockholders’ Equity for the periods ended March 31, 2023, and 2022 (Unaudited);
	F-4	Consolidated Statements of Cash Flows for the three months ended March 31, 2023, and 2022 (Unaudited); and
	F-5	Notes to consolidated Financial Statements (Unaudited).

		March 31, 2023		Dec 31, 2022
ASSETS
Current Assets
Cash and Cash Equivalents	4		1,436,346		1,478,702
Accounts Receivables	5		71,474,512		60,690,812
Inventory			2,105,228		1,877,905
Inventory (work-in-progress)	6		45,223,416		58,081,202
Other Current Assets	7		17,156,638		17,062,388
Total Current Assets			137,396,140		139,191,009
Long term Investments	8		18,357,437		18,368,326
Right of use of asset	9		11,906,654		11,906,654
Goodwill	10		60,952,347		60,310,468
Tangible Assets	11		21,700,264		21,017,415
Intangible Assets	12		699,690		623,592
Total Non-Current Assets			113,616,392		112,226,454
Total Assets			251,012,532		251,417,462
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities	13
Account Payable			48,154,978		52,141,842
Current lease liability			835,820		836,382
Other Current liabilities			104,584,361		102,059,819
Total Current Liabilities			153,575,159		155,038,043
Non-current liabilities	14
Notes Payable			10,360,000		10,550,000
Non-current lease liability			15,641,887		13,696,729
Other non-current liabilities			14,186,586		16,015,558
Total Non-Current Liabilities			40,188,473		40,262,287
Total Liabilities			193,763,632		195,300,330
Stockholders' Equity
Common Stock: 2,000,000,000 shares authorized, $0.001 par value,1,379,080,699 issued and outstanding	15		1,379,081		1,355,230
Preferred Stock: 235,741,000 authorized, $0.001 par value,	15
Class A - 10,000,000 authorized; 10,000,000 issued and outstanding			10,000		10,000
Class B - 100,000,000 authorized; 3,400,000 issued and outstanding			3,400		3,400
Class C - 10,000,000 authorized; 0 issued and outstanding			—		—
Class D - 60,741,000 authorized; 60,741,000 issued and outstanding			60,741		60,741
Class E - 5,000,000 authorized; 3,172,175 issued and outstanding			3,172		3,172
Class F - 50,000,000 authorized; 1,668,250 issued and outstanding			1,668		1,633
Additional Paid-in-capital			21,118,116		20,631,26
Other Comprehensive Income	16		18,874		(20,666	)
Non-Controlling Interest	17		25,693,170		24,386,712
Retained Earnings			8,046,017		5,126,274
Net Income			914,662		4,559,375
Total Stockholders' Equity			57,248,900		56,117,132

Total Liabilities and Stockholders' Equity			251,012,532		251,417,462


	For the Quarter Ended
	March 31, 2023		March 31, 2022
NET REVENUE		19,810,011		3,013,522
Total Net Revenue		19,810,011		3,013,522
COST OF REVENUE		13,883,099		1,154,441
GROSS PROFIT		5,926,912		1,859,081
Operating Expenses:
General, Selling & Administrative Expenses		3,118,674		1,222,445
Total Operating Expense		3,118,674		1,222,445
PROFIT/ LOSS FROM OPERATIONS		2,808,238		636,636
Non- Operating Expenses		1,247,385		—
Non-Operating Income		3,540		—
Depreciation		649,732		—
NET PROFIT/ LOSS		914,662		636,636
BASIC EARNING PER SHARE		0.00		0.00
WEIGHTED AVERAGE SHARES OUTSTANDING		1,379,080,699		1,313,530,699


STATEMENT OF STOCKHOLDERS' EQUITY
	Common Stock						Preferred Stock - Class A				Preferred Stock - Class B				Preferred Stock - Class D				Preferred Stock - Class E				Preferred Stock - Class F
	Shares			Amount			Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Additional Paid in Capital		Accumulated Deficit			Total Stockholders' Equity
Balance December 31,2022		1,355,230,699			1,355,230			10,000,000		10,000		3,400,000		3,400		60,741,000		60,741		3,172,175		3,172		1,633,250		1,634		20,631,261		9,664,983			31,730,420
Non-Controlling Interest		24,386,712			—			—		—		—		—		—		—		—		—		—		—		—		—			—
Total Shareholders’ Equity as of 12.31.2022		56,117,132
Common stock issued		63,850,000			63,850			—		—		—		—		—		—		—		—		—		—		484,650		—			548,500
Common stock cancelled		(40,000,000	)		(40,000	)		—		—		—		—		—		—		—		—		—		—		—		40,000			—
Preferred stock issued		—			—			—		—		—		—		—		—		—		—		35,000		35		2,205		—			2,240
Prefered stock cancelled		—			—			—		—		—		—		—		—		—		—		—		—		—		—			—
Changes in Retained earnings		—			—			—		—		—		—		—		—		—		—		—		—		—		(1,640,192	)		(1,640,192	)
Current Quarter Income		—			—			—		—		—		—		—		—		—		—		—		—		—		914,662			914,662
Balance March 31, 2023		1,379,080,699			1,379,081			10,000,000		10,000		3,400,000		3,400		60,741,000		60,741		3,172,175		3,172		1,668,250		1,668		21,118,116		8,979,553			31,555,730
Non-Controlling Interest		25,693,170			—			—		—		—		—		—		—		—		—		—		—		—		—			—
Total Shareholders’ Equity as of 03.31.2023		57,248,900

Balance as at December 31, 2020	767,297,366		$	1,183,282			10,000,000	$	10,000		—		—	60,741,000	$	60,741	3,175,172	$	3,172	—			—		$	2,846,812		$	(899,110	)	$	3,204,897
Balance June 30, 2021	1,221,297,366		$	1,221,297			10,000,000	$	10,000		—		—	60,741,000	$	60,741	3,172,175	$	3,172	—			—		$	2,846,812		$	11,936,144		$	16,078,166
Shares issued	(77,766,667	)		(77,766	)		—		—		2,200,000	$	2,200	—		—	—		—	6,050,000		$	6,050		$	—		$	801,076		$	731,560
Balance Sept 30, 2021	1,143,530,699		$	1,143,531			10,000,000	$	10,000		2,200,000	$	2,200	60,741,000	$	60,741	3,172,175	$	3,172	6,050,000		$	6,050		$	2,846,812		$	12,737,220		$	16,809,726
Shares issued	100,000,000		$	100,000			—		—		—		—	—		—	—		—	(250,000	)	$	(250	)	$	(25,500	)	$	1,186,922		$	1,261,172
Balance Dec 31, 2021	1,243,530,699		$	1,243,530			10,000,000	$	10,000		2,200,000	$	2,200	60,741,000	$	60,741	3,172,175	$	3,172	5,800,000		$	5,800		$	2,821,312		$	13,924,142		$	18,070,929
Shares issued	70,000,000		$	70,000			—		—		—		—	—		—	—		—	—			—		$	124,746		$	636,636		$	831,382
Balance Mar 31, 2022	1,313,530,699		$	1,313,530		$	10,000,000	$	10,000	$	2,200,000	$	2,200	60,741,000	$	60,741	3,172,175	$	3,172	5,800,000		$	5,800			2,946,058		$	14,560,778		$	18,902,279

	• persuasive evidence of an arrangement exists,
	• the sale price is fixed or determinable,
	• collectability is reasonable assured and
	• goods have been shipped and/or services rendered.

Particulars	March 31, 2023		December 31, 2022
Staff Advances		7,280		7,487
Retention Receivable		2,800,611		—
Loans Advanced		1,750,722		2,551,606
Amount due from Related Party		1,794,218		2,096,777
Advance given to Suppliers		7,539,940		7,572,440
Statutory Dues Receivables		46,826		46,326
Deposits		1,775,441		1,550,914
Accrual of discounts on Notes		46,666		100,000
Prepayments/ Prepaid Assets		114,280		150,566
Other Misc. Current Assets		1,280,654		2,986,272
TOTAL		17,156,638		17,062,388

		Years
Buildings, related improvements & land improvements		5-25
Machinery & Equipment		3-15
Computer hardware & software		3-10
Furniture & Fixtures		3-15


Particulars	March 31, 2023	December 31, 2022
Basic EPS
Numerator
Net income / (loss)	914,662	4,559,375
Net Income attributable to common stockholders	$ 914,662	$ 4,559,375
Denominator
Weighted average shares outstanding	1,379,080,699	1,355,230,699
Number of shares used for basic EPS computation	1,379,080,699	1,355,230,699
Basic EPS	$ 0.00	$ 0.00
Diluted EPS
Numerator
Net income / (loss)	914,662	4,559,375
Net Income attributable to common stockholders	$ 914,662	$ 4,559,375
Denominator
Number of shares used for basic EPS computation	1,379,080,699	1,355,230,699
Conversion of Class A preferred stock to common stock	30,000,000	30,000,000
Conversion of Class B preferred stock to common stock	65,589,041	65,589,041
Conversion of Class D preferred stock to common stock	30,370,500,000	30,370,500,000
Conversion of Class F preferred stock to common stock	166,825,000	158,602,740
Number of shares used for diluted EPS computation	32,011,994,740	31,979,922,480
Diluted EPS	$ 0.00	$ 0.00

Statement of Comprehensive Income Statement	Q1 2023
Net Income		914,662
Other comprehensive Income /(loss), net of tax
Foreign currency translation adjustments		1,792
Comprehensive Income		916,454

	1.	On January 26, 2023, the company entered into a convertible note with Jefferson Street Capital for the amount of $100,000. The note is convertible into common stock upon an event of default at the rate equal to volume weighted average trading price of the specified period and bears 12% interest. The note matures on July 26, 2023.

	2.	On March 17, 2023, we issued 10,000,000 shares of common stock as commitment shares to AJB Capital Investment LLC for an aggregate price of $421,000.

Exhibit Number		Description of Exhibit

4.1*		Convertible Stock Purchase Warrant, dated January 26, 2023 with Jefferson Street Capital LLC
4.2*		Amended Convertible Stock Purchase Warrant, dated March 8, 2023, with AJB Capital Investments, LLC
4.3**		Amended Convertible Stock Purchase Warrant, dated May 12, 2023, with AJB Capital Investments, LLC
10.1*		Convertible Promissory Note, dated January 26, 2023 with Jefferson Street Capital LLC
10.2*		Amended Convertible Promissory Note, dated March 8, 2023, with AJB Capital Investments, LLC
10.3**		Amended Convertible Promissory Note, dated May 12, 2023, with AJB Capital Investments, LLC
10.4**		Convertible Promissory Note, dated April 11, 2023 with 1800 Diagonal Lending LLC
10.5**		Convertible Promissory Note, dated April 11, 2023 with 1800 Diagonal Lending LLC
10.6**		Convertible Promissory Note, dated April 12, 2023 with RB Capital Partners Inc.
10.7**		Convertible Promissory Note, dated May 2, 2023 with RB Capital Partners Inc.
10.8**		Amended Convertible Promissory Note, dated May 2, 2023 with RB Capital Partners Inc.
31.1**		Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2**		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**		The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 formatted in Extensible Business Reporting Language (XBRL).

* Incorporated by reference to the Registration Statement on Form 10-K filed with the Securities and Exchange Commission on April 10, 2023 **Provided herewith


	For the Quarter Ended
	March 31, 2023			March 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss/ Profit		914,662			636,636
Adjustment to reconcile net gain (loss) to net cash
Finance cost		1,147,100			—
Discount on convertible Notes		84,168			—
Changes in Assets and Liabilities, net
Current Assets		1,752,512
Other Current Liabilities		(1,462,884	)		(364,734	)
Net cash (used In) provided by operating activities		2,435,559			271,902
		0
CASH FLOWS FROM INVESTING ACTIVITIES		0
Addition of Fixed Assets		(682,849	)		(164,186	)
Changes in Non-current assets		(707,089	)		—
Changes in Non- Current Liabilities		116,186			—
Investment in Dear Cashmere Holding Co.		0			—
Net cash (used In) provided by investing activities		(1,273,753	)		(164,186	)

CASH FLOWS FROM FINANCING ACTIVITIES
Fund raised through notes		310,000			—
Common Stock issued		23,850			—
Preferred Stock Issued		35			—
Finance cost		(1,147,100	)		—
Discount on convertible Notes		(84,168	)		—
Additional Paid-up Capital		486,855			—
Changes in Retained Earnings		621,026			194,745
Note converted		(500,000	)		—
Net cash (used In) provided by financing activities		(289,500	)		194,745

Net change in cash, cash equivalents and restricted cash		(42,356	)		302,461
Cash, cash equivalents and restricted cash, beginning of the year		1,478,702			176,668
Cash, cash equivalents and restricted cash, end of the year		1,436,346			479,129

Ilustrato Pictures International Inc.

Date:	May 22, 2023

By:	/s/ Nicolas Link
	Nicolas Link
Title:	Chief Executive Officer (principal executive)

By:	/s/ Krishnan Krishnamoorthy
	Krishnan Krishnamoorthy
Title:	Chief Financial Officer (principal accounting, and financial officer)

Prepayment Period	Prepayment Percentage
1. The period beginning on the Issue Date and ending on the date which is sixty (60) days following the Issue Date.	120%
2. The period beginning on the date which is sixty-one (61) days following the Issue Date and ending on the date which is one hundred eighty (180) days following the Issue Date.	125%

		ILUSTRATO PICTURES INTERNATIONAL, INC.


	Date: April 12, 2023	By: /s/ Nicolas Link
		Nicolas Link
		Its: CEO & Director



		RB CAPTIAL PARTNERS, INC.


	Date: April 12, 2023	By: /s/ Brett Rosen
		Brett Rosen
		Its: Managing Member

		ILUSTRATO PICTURES INTERNATIONAL, INC.


	Date: May 2, 2023	By: /s/ Nicolas Link
		Nicolas Link
		Its: CEO & Director



		RB CAPTIAL PARTNERS, INC.


	Date: May 2, 2023	By: /s/ Brett Rosen
		Brett Rosen
		Its: Managing Member

1.	I have reviewed this Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2023, of Ilustrato Pictures International Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:

	a.	designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b.	designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	c.	evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d.	disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and;

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions);

	a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls.

	Ilustrato Pictures International Inc.

Dated: May 22^nd, 2023	By:	/s/ Nicolas Link
		Nicolas Link
		Chief Executive Officer (principal executive)

	Ilustrato Pictures International Inc.
Dated: May 22^nd, 2023
	By:	/s/ Krishnan Krishnamoorthy
		Krishnan Krishnamoorthy
		Chief Financial Officer (principal accounting, and financial officer)

1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.