DocuSign Envelope ID: 938491D9-5F68-43CA-B34C-B8F636550813

HEADSUP ENTERTAINMENT INTERNATIONAL, INC.

Condensed Consolidated Interim Financial Statements

For the three months ended April 30, 2022 and 2021

(Expressed in Canadian dollars)

DocuSign Envelope ID: 938491D9-5F68-43CA-B34C-B8F636550813

S H I M

SHIM & Associates LLP

Chartered Professional Accountants

Suite 970 - 777 Hornby Street Vancouver, B.C. V6Z 1S4

  1. 604 559 3511 | F: 604 559 3501

Notice to Reader

HeadsUp Entertainment International, Inc.

1739 - 246 Stewart Green SW

Calgary, AB T3H 3C8

On the basis of information provided by management, we have compiled the condensed consolidated interim balance sheets of HeadsUp Entertainment, Inc. as at April 30, 2022 and January 31, 2022, and the condensed consolidated interim statements of operations, cash flows and equity for the three months ended April 30, 2022 and 2021.

We have not perform an audit engagement or a review engagement, nor were we required to perform procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not provide any form of assurance on the financial information.

Readers are cautioned that these statements may not be appropriate for their purposes.

SHIM & Associates LLP

Chartered Professional Accountants

Vancouver, Canada

June 14, 2022

The accompanying notes are an integral part of these condensed consolidated interim financial statements

1

DocuSign Envelope ID: 938491D9-5F68-43CA-B34C-B8F636550813

HeadsUp Entertainment International, Inc.

CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS (Unaudited - See Notice to Reader)

As at April 30, 2022 and January 31, 2022

(Expressed in Canadian dollars)

April 30, 2022 January 31, 2022

ASSETS

Current

Cash

$

2,415

$

41,034

Account receivable

29,520

20,398

Prepaid expenses

232,985

245,485

Total current assets

264,920

306,917

Long-term investment (Note 4)

2,226,610

2,050,560

Loans and notes receivable (Note 5)

689,096

581,196

TOTAL ASSETS

$

3,180,626

$

2,938,673

LIABILITIES

Current

Accounts payable and accrued liabilities

$

143,106

$

136,690

Short-term loan payable (Note 6)

1,550,520

1,293,870

Due to related parties (Note 7)

684,003

662,011

TOTAL LIABILITIES

2,377,629

2,092,571

EQUITY

Common shares (Note 8)

229,090

229,090

Preferred shares (Note 8)

250,000

250,000

Contributed surplus

3,362,157

3,362,157

Deficit

(3,038,250)

(2,995,145)

TOTAL EQUITY

802,997

846,102

TOTAL LIABILITIES AND EQUITY

$

3,180,626

$

2,938,673

Approved and authorized for issuance by the Board of Directors on June 14, 2022:

Approved on Behalf of the Board of Directors:

Douglas Wilson, Director

Mark Hutchinson, Director

Richard Keeley, Director

DocuSign Envelope ID: 938491D9-5F68-43CA-B34C-B8F636550813

HeadsUp Entertainment International, Inc.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS (Unaudited - See Notice to Reader)

For the three months ended April 30, 2022 and 2021

(Expressed in Canadian dollars)

2022

2021

Revenue

$

4,742

$

1,029

Operating expenses

Advertising and promotion

19,610

15,517

Consulting fees (Notes 8 and 11)

9,969

54,556

Interest expenses (Note 7)

3,600

3,600

Office and miscellaneous

16,259

12,427

Professional fees

6,817

14,002

Travel

714

746

Total operating expenses

56,969

100,848

Net loss before other items

(52,227)

(99,819)

Loss on settlement of debt (Note 8)

-

(943,148)

Interest income

9,122

3

Net loss for the year

$

(43,105)

$

(1,042,964)

Loss per share

$

(0.00)

$

(0.00)

Weighted average number of common shares

229,089,368

222,207,095

The accompanying notes are an integral part of these condensed consolidated interim financial statements

2

DocuSign Envelope ID: 938491D9-5F68-43CA-B34C-B8F636550813

HeadsUp Entertainment International, Inc.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF EQUITY (Unaudited - See Notice to Reader)

For the three months ended April 30, 2022 and 2021 (Expressed in Canadian dollars)

Common Stock

Preferred Stock

Subscriptions

Number of

Number of

received in

Contributed

Shares

Amount

Shares

Amount

advance

Surplus

Deficit

TOTAL

Balance, January 31, 2021

204,207,657

204,208

5,000,000

250,000

-

1,765,307

(1,602,377)

617,138

Shares issued for cash

500,000

500

-

-

-

49,840

-

50,340

Shares issued for services

19,350,000

19,350

-

-

-

948,151

-

967,501

Shares cancelled

(5,000,000)

(5,000)

-

-

-

5,000

-

-

Subscriptions received in advance

-

-

-

-

125,850

-

-

125,850

Net loss for the period

-

-

-

-

-

-

(1,042,964)

(1,042,964)

Balance, April 30, 2021

219,057,657

219,058

5,000,000

250,000

125,850

2,768,298

(2,645,341)

717,865

Balance, January 31, 2022

229,089,368

229,090

5,000,000

250,000

-

3,362,157

(2,995,145)

846,102

Net loss for the period

-

-

-

-

-

-

(43,105)

(43,105)

Balance, April 30, 2022

229,089,368

229,090

5,000,000

250,000

-

3,362,157

(3,038,250)

802,997

The accompanying notes are an integral part of these condensed consolidated interim financial statements

3

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Headsup Entertainment International Inc. published this content on 13 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 June 2022 16:52:01 UTC.