Item 1.01 Entry into a Material Definitive Agreement.

On December 26th 2022, the Company through Eastwin8 Pte Ltd (Eastwin8), a Singapore subsidiary company 100% owned by Icon Media Holdings, Inc (ICNM), entered into a definite agreement with Kuora Inc., formerly known as All American Pet Company, Inc, (OTC: AAPT), a Nevada Corporation, through which Eastwin8 will purchase 100% of the paid up capital of Kuora, Inc (China) (or Xi'an Xiaohuangren Industrial Interconnect Data Technology Limited), bearing enterprise registration number 91610103MA6UT0FW0R, (the "Kuora China Shares"), a China limited liability company (Xi'an Xiaohuangren) and all its subsidiary companies and associated companies) (collectively the "Kuora China Group").

The purchase price for the acquisition is US$125,087,937 dollars which is based on the closing price of AAPT on May 12th, 2022, assuming all Preferred Stock have been converted into Common Stock. The purchase consideration for Kuora China is US$125,087, 937, equivalent to 521.1997375 special preferred A shares of ICNM. AAPT will be issued with 521 of ICNM special preferred A shares and the decimal places will be satisfied by issuance of 39,947,500 Common Shares of ICNM.




Item 9.01.        Financial Statements and Exhibits.



(d) Exhibits




Exhibit No.



10.1   Purchase Agreement Press Release

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