Spotlight Capital : Quarterly Report

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Spotlight Capital Holdings, Inc

A Colorado Corporation

5904 Rainbow Blvd

Las Vegas, Nevada 89117

spotlightcapitalholdings.com

[e-mail]

SIC code: 6719

Report for the Three Months Ended:

June 30, 2022 (The "Reporting Period")

As of June 30, 2022, the number of shares outstanding of our Common Stock was: 15,501,243.

As of December 31, 2021 the number of shares outstanding of our Common Stock was: 15,501,243.

As of December 31, 2020, the number of shares outstanding of our Common Stock was 15,501,243.

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule

12b-2 of the Exchange Act of 1934):

Yes:No: x

Indicate by check mark whether the company's shell status has changed since the previous reporting period:

Yes: X

NO:

:

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:

Yes: ☐

No: x

1 "Change in Control" shall mean any events resulting in:

1. Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
2. The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
3. A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
4. The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v2.1 December 2019)	Page 1 of 21

1. Name and addresses of the issuer and its predecessors (if any)

In answering this item, please also provide any names used by predecessor entities and the dates of the name changes.

Spotlight Capital Holdings, Inc. since November 2014 5904 Rainbow Blvd

Las Vegas, Nevada 89117

AvStar Aviation Group, Inc. until November2014

Pangea Petroleum, Corp. until September 2009

Zip Top, Inc. until December 1998

Peak Vista Capital, Inc. until August 1997

Date and state (or jurisdiction) of incorporation (also describe any changes to incorporation since inception, if applicable) Please also include the issuer's current standing in its state of incorporation (e.g., active, default, inactive):

Original Incorporation Name: Peak Vista Capital, Inc

Incorporation Date: March 11, 1997

Incorporation state: Colorado

Current Standing: active

On December 16th, 1998 the Board of Directors authorized a forward 3 to 1 split of company stock On June 5th, 2000 the Board of Directors authorized a merger with Segway II Corp

into Pangea Petroleum Corp.

On February 5th, 2001 the CEO of Pangea amended the Articles of Association reducing authorized capital shares On October 3rd, 2003 the Board of Directors of Pangea Petroleum Corp amended authorized capital stock

On July 21st, 2005, the Board changed the authorized number of capital stock to 510,000,000 shares. On December 31st, 2008 the Board of Directors of Pangea Petroleum Corp authorized an amendment

The address of the issuer's principal executive office:

5904 Rainbow Blvd

Las Vegas, Nevada 89117

The address of the issuer's principal place of business:

Check box if principal executive office and principal place of business are the same address: ☒

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

none

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

none

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☐

No: x

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v2.1 December 2019)	Page 2 of 21

If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below: n/a

1. Security Information

Trading symbol: SLCH

Exact title and class of securities outstanding: COMMON STOCK

CUSIP: 849205109

Par or stated value: $0.001

Total shares authorized: 500,000,000 as of date: 06/30/2022

Total shares outstanding: 15,501,243 as of date: 06/30/2022

Trading symbol: SLCH

All additional classes of publicly traded securities (if any):

Trading symbol: n/a

Exact title and class of securities outstanding: PREFERRED STOCK

CUSIP: n/a

Par or stated value: $ 0.001

Total shares authorized: 10,000,000 as of date: 06/30/2022

Total shares outstanding: 4,900,000 as of date: 06/30/2022

Transfer Agent

Name: Olde Monmouth Stock Transfer

200 Memorial Parkway, Atlantic Highlands, NJ 07716

Phone: [phone]

Email: [e-mail]

Is the Transfer Agent registered under the Exchange Act?2 Yes: X

No: ☐

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors:

NONE

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

NONE

2 To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v2.1 December 2019)	Page 3 of 21

Number of

Opening Balance:

Shares

Common: 15,501,243

outstanding

Preferred: 4,900,000

as of

*Right-click the rows below and select "Insert" to add rows as needed.

January 1,

2018

Date of

Transaction type

Number of Shares

Class of

Value

Were

Individual/

Reason for

Restricted

Exemptio

(e.g. new issuance,

Issued (or

Securiti

of

the

Entity

share

or

n or

Transaction

cancellation,

cancelled)

es

shares

shares

Shares

issuance

Unrestricte

Registrati

shares returned to

issued

issued

were

(e.g. for

d as of this

on Type?

treasury)

($/per

at a

issued to

cash or

filing?

commo

share)

discou

(entities

debt

n

at

nt to

must have

conversion)

Issuan

marke

individual

OR Nature

ce

t price

with

of Services

at the

voting /

Provided

time of

investment

(if

issuan

control

applicable)

ce?

disclosed).

(no)

5/8/18

New

100,000,000

Comm

.002

No

Andre' L.

Salaries

Restricted

504

on

Ligon

Owed

5/8/18

New

100,000,000

Comm

.002

No

Aaron C

Salary

Restricted

504

on

Johnson

8/2/18

New

20,000,000

Comm

.01

No

Fabian

Services

Restricted

504

on

Alvarado

8/2/18

New

5,000,000

Comm

.01

No

Surf

Services

Restricted

504

on

Financial

8/2/18

New

20,000,000

Comm

.01

No

Kristina

Services

Restricted

504

on

Nava

5/18/18

New

20,000,000

Comm

No

Miguel

Services

Restricted

504

.01

on

Alvarado

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v2.1 December 2019)	Page 4 of 21

12/31/18	cancel	(265,000,000)	Comm		.01	n/a	All of	Salaries	restricted
			on					above	and
									services

Shares	Ending Balance:
Outstanding	Common: 15,501,243
on June 30,	Preferred: 4,900,000
2022

1. Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible equity securities, whether private or public, and all shares or any other securities or options to acquire such securities issued for services. Using the tabular format below, please describe these events.

1. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☐

Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended September 30, 2019, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2017 through September 30, 2019 pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

As of the date that these disclosures were filed, all stock issuances listed above, have been c

1. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: x☐

Date of	Outstanding	Principal	Interest	Maturity	Conversion Terms (e.g. pricing	Name of Noteholder	Reason for
Note	Balance ($)	Amount at	Accrued	Date	mechanism for determining	(entities must have	Issuance (e.g.
Issuance		Issuance	($)		conversion of instrument to	individual with voting /	Loan, Services,
		($)			shares)	investment control	etc.)
						disclosed).
OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v2.1 December 2019)		Page 5 of 21