SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1-SA
ý SEMIANNUAL REPORT PURSUANT TO REGULATION A
or
o SPECIAL FINANCIAL REPORT PURSUANT TO REGULATION A
For the fiscal semiannual period ended:
June 30, 2023
RSE COLLECTION, LLC
(Exact name of issuer as specified in its charter)
Delaware | 37-1835270 |
State of other jurisdiction of incorporation or Organization | (I.R.S. Employer Identification No.) |
446 BROADWAY, 2nd FLOOR, NEW YORK, NY 10013
(Full mailing address of principal executive offices)
(201) 564-0493
(Issuer’s telephone number, including area code)
www.rallyrd.com
(Issuer’s website)
TABLE OF CONTENTS
RSE COLLECTION, LLC
SECTION PAGE
ITEM 1. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 24
ITEM 3. FINANCIAL STATEMENTS F-1
In this Semi-Annual Report on Form 1-SA (the “Form 1-SA”), references to “we,” “us,” “our,” “RSE Collection” or the “Company” mean RSE Collection, LLC, a Delaware series limited liability company formed on August 24, 2016. Terms that are capitalized but not defined herein shall have the meanings given to them in the Company’s Offering Statement on Form 1-A as filed with the U.S. Securities and Exchange Commission.
Unless otherwise indicated, information contained in this Form 1-SA concerning our industry and the markets in which we operate is based on information from independent industry and research organizations and other third-party sources (including publications, surveys and forecasts), and management estimates. Although we believe the data from these third-party sources is reliable, we have not independently verified any third-party information.
FORWARD LOOKING STATEMENT DISCLOSURE
This Form 1-SA and any documents incorporated by reference herein contain forward-looking statements and are subject to risks and uncertainties. All statements other than statements of historical fact or relating to present facts or current conditions included in this Form 1-SA are forward-looking statements. Forward-looking statements give the Company’s current reasonable expectations and projections relating to its financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. The words “anticipates,” “believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “might,” “plans,” “possible,” “potential,” “predicts,” “projects,” “seeks,” “should,” “will,” “would” and similar expressions and variations, or comparable terminology, or the negatives of any of the foregoing, may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
The forward-looking statements contained in this Form 1-SA and any documents incorporated by reference herein or therein are based on reasonable assumptions the Company has made in light of its industry experience, perceptions of historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. As you read and consider this Form 1-SA, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (many of which are beyond the Company’s control) and assumptions. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect its actual operating and financial performance and cause its performance to differ materially from the performance anticipated in the forward-looking statements. Should one or more of these risks or uncertainties materialize or should any of these assumptions prove incorrect or change, the Company’s actual operating, and financial performance may vary in material respects from the performance projected in these forward-looking statements.
For more information regarding the risks and uncertainties that we face, you should refer to the “Risk Factors” detailed in the Post-Qualification Amendment No. 31 to the offering statement on Form 1-A filed by the Company with the Securities and Exchange Commission (the “Commission”) and originally qualified on November 15, 2021 (the “Offering Statement”), as may be amended, and in our subsequent reports and offering statements filed from time to time with the Commission. Any forward-looking statement made by the Company in this Form 1-SA or any documents incorporated by reference herein or therein speak only as of the date of this Form 1-SA. Factors or events that could cause our actual operating and financial performance to differ may emerge from time to time, and it is not possible for the Company to predict all of them. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
1
From time to time, we own or have rights to various trademarks, service marks and trade names that we use in connection with the operation of our business. This Form 1-SA may also contain trademarks, service marks and trade names of third parties, which are the property of their respective owners. Our use or display of third parties’ trademarks, service marks, trade names or products in this Form 1-SA is not intended to and does not imply a relationship with us or an endorsement or sponsorship by or of us. Solely for convenience, the trademarks, service marks and trade names referred to in this Form 1-SA may appear without the ®, TM or SM symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable licensor to these trademarks, service marks and trade names.
2
MASTER SERIES TABLE
The Company is managed by RSE Collection Manager, LLC (the “Manager”), a single member Delaware limited liability company formed on March 16, 2021, which is owned by Rally Holdings LLC, a Delaware limited liability company that serves as the asset manager for the collection of Collectible Assets (as defined below) owned by the Company and each series (“Rally Holdings” or the “Asset Manager”). The Company’s core business is the identification, acquisition, marketing and management of collectible items (including collectible automobiles, memorabilia and alcohol) and digital assets, collectively referred to as “Collectible Assets” or the “Asset Class,” for the benefit of the investors. All of the series of the Company shall collectively be referred to herein as the “Series” and the assets and liabilities of each Series will be separate in accordance with Delaware law. The interests of all Series shall collectively be referred to herein as the “Interests” and a purchaser of Interests in any Series (an “Investor”) will be entitled to share in the return of that particular Series but will not be entitled to share in the return of any other Series. The offerings of the Interests shall collectively be referred to herein as the “Offerings.” There will be a separate Closing with respect to each Offering (each, a “Closing”). The Series assets referenced below shall be referred to herein, collectively, as the “Underlying Assets.” Any individuals, dealers or auction company that own an Underlying Asset prior to a purchase of an Underlying Asset by the Company in advance of a potential Offering or the Closing of an Offering from which proceeds are used to acquire the Underlying Asset shall be referred to herein as an “Asset Seller.” We intend to distribute all Offerings of the Company principally through the Rally Rd.™ platform and any successor platform used by the Company for the offer and sale of interests (the “Rally Rd.™ Platform” or the “Platform”). We intend to continue to develop opportunities to allow Platform users and others with opportunities to engage with the Underlying Assets in the Company’s collection through a diverse set of potential tangible interactions with assets on the Platform and unique collective ownership experiences (the “Membership Experience Programs”).
The master series table below, referred to at times as the “Master Series Table,” shows key information related to each Series as of the date hereof. This information will be referenced in the following sections when referring to the Master Series Table.
.
Series | Qualification Date | Offering Circular | Underlying Asset | Status | Opening Date (1) | Closing Date | Offering Price per Interest | Minimum / Maximum Membership Interests (2) | Minimum / Maximum Offering Size | Sourcing Fee (5) |
#77LE1 (4) |
| (Not qualified in an Offering Statement) | 1977 Lotus Esprit S1 | Closed | 11/17/2016 | 4/13/2017 | $38.85 | 2,000 | $77,700 | $3,443 |
#69BM1 | 8/10/2017 | (Post-Qualification Amendment No. 1 to Offering Statement 1) | 1969 Ford Mustang Boss 302 | Closed | 11/20/2017 | 2/7/2018 | $57.50 | 2,000 | $115,000 | $2,986 |
#85FT1 | 9/14/2017 | (Post-Qualification Amendment No. 1 to Offering Statement 1) | 1985 Ferrari Testarossa | Closed | 11/23/2017 | 2/15/2018 | $82.50 | 2,000 | $165,000 | -$17,859 |
3
#88LJ1 | 9/14/2017 | (Post-Qualification Amendment No. 1 to Offering Statement 1) | 1988 Lamborghini Jalpa | Closed | 2/9/2018 | 4/12/2018 | $67.50 | 2,000 | $135,000 | $578 |
#55PS1 | 9/14/2017 | (Post-Qualification Amendment No. 1 to Offering Statement 1) | 1955 Porsche 356 Speedster | Closed | 4/2/2018 | 6/6/2018 | $212.50 | 2,000 | $425,000 | -$3,357 |
#95BL1 | 5/24/2018 | (Post-Qualification Amendment No. 5 to Offering Statement 1) | 1995 BMW E36 M3 Lightweight | Closed | 6/1/2018 | 7/12/2018 | $59.25 | 2,000 | $118,500 | -$444 |
#89PS1 | 7/20/2018 | (Post-Qualification Amendment No. 6 to Offering Statement 1) | 1989 Porsche 911 Speedster | Sold -$245,000 Acquisition Offer Accepted on 07/20/2022 | 7/23/2018 | 7/31/2018 | $82.50 | 2,000 | $165,000 | $2,021 |
#90FM1 | 7/20/2018 | (Post-Qualification Amendment No. 6 to Offering Statement 1) | 1990 Ford Mustang 7Up Edition | Closed | 7/24/2018 | 7/31/2018 | $8.25 | 2,000 | $16,500 | $464 |
#83FB1 | 3/29/2018 | (Post-Qualification Amendment No. 7 to Offering Statement 1) | 1983 Ferrari 512 BBi | Closed | 7/23/2018 | 9/5/2018 | $70.00 | 5,000 | $350,000 | $9,162 |
#98DV1 | 9/17/2018 | (Pre-Qualification Amendment No. 2 to Offering Statement 1) | 1998 Dodge Viper GTS-R | Closed | 9/27/2018 | 10/10/2018 | $65.00 | 2,000 | $130,000 | $2,314 |
4
#06FS1 | 9/17/2018 | (Pre-Qualification Amendment No. 7 to Offering Statement 1) | 2006 Ferrari F430 Spider "Manual" | Sold -$227,500 Acquisition Offer Accepted on 05/06/2019 | 10/12/2018 | 10/19/2018 | $39.80 | 5,000 | $199,000 | $774 |
#93XJ1 | 3/29/2018 | (Post-Qualification Amendment No. 4 to Offering Statement 1) | 1993 Jaguar XJ220 | Closed | 8/22/2018 | 11/6/2018 | $99.00 | 5,000 | $495,000 | -$7,373 |
#02AX1 | 11/16/2018 | (Post-Qualification Amendment No. 8 to Offering Statement 1) | 2002 Acura NSX-T | Closed | 11/16/2018 | 11/30/2018 | $54.00 | 2,000 | $108,000 | $1,944 |
#99LE1 | 11/16/2018 | (Post-Qualification Amendment No. 8 to Offering Statement 1) | 1999 Lotus Esprit Sport 350 | Closed | 11/23/2018 | 12/4/2018 | $34.75 | 2,000 | $69,500 | $1,770 |
#91MV1 | 11/16/2018 | (Post-Qualification Amendment No. 8 to Offering Statement 1) | 1991 Mitsubishi 3000GT VR4 | Closed | 11/28/2018 | 12/7/2018 | $19.00 | 2,000 | $38,000 | $600 |
#92LD1 | 11/16/2018 | (Post-Qualification Amendment No. 8 to Offering Statement 1) | 1992 Lancia Delta Integrale Evo "Martini 5" | Closed | 12/7/2018 | 12/26/2018 | $55.00 | 3,000 | $165,000 | $2,219 |
#94DV1 | 11/16/2018 | (Post-Qualification Amendment No. 8 to Offering Statement 1) | 1994 Dodge Viper RT/10 | Closed | 12/11/2018 | 12/26/2018 | $28.75 | 2,000 | $57,500 | $1,841 |
5
#00FM1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 2000 Ford Mustang Cobra R | Sold -$60,000 Acquisition Offer Accepted on 04/16/2019 | 12/21/2018 | 1/4/2019 | $24.75 | 2,000 | $49,500 | $862 |
#72MC1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 1972 Mazda Cosmo Sport Series II | Closed | 12/28/2018 | 1/4/2019 | $62.25 | 2,000 | $124,500 | $2,474 |
#06FG1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 2006 Ford GT | Sold -$365,000 Acquisition Offer Accepted on 06/09/2021 | 12/14/2018 | 1/8/2019 | $64.00 | 5,000 | $320,000 | $3,198 |
#11BM1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 2011 BMW 1M | Closed | 1/8/2019 | 1/25/2019 | $42.00 | 2,000 | $84,000 | $517 |
#80LC1 | 9/17/2018 | (Pre-Qualification Amendment No. 7 to Offering Statement 1) | 1980 Lamborghini Countach LP400 S Turbo | Closed | 1/17/2019 | 2/8/2019 | $127.00 | 5,000 | $635,000 | $9,216 |
#02BZ1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 2002 BMW Z8 | Closed | 1/6/2019 | 2/8/2019 | $65.00 | 3,000 | $195,000 | $2,620 |
#88BM1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 1988 BMW E30 M3 | Closed | 1/11/2019 | 2/25/2019 | $47.00 | 3,000 | $141,000 | $226 |
6
#63CC1 | 3/6/2019 | (Pre-Qualification Amendment No. 11 to Offering Statement 1) | 1963 Chevrolet Corvette Split Window | Closed | 3/8/2019 | 3/18/2019 | $63.00 | 2,000 | $126,000 | $1,553 |
#76PT1 | 3/6/2019 | (Pre-Qualification Amendment No. 11 to Offering Statement 1) | 1976 Porsche 911 Turbo Carrera | Closed | 3/15/2019 | 3/22/2019 | $63.30 | 3,000 | $189,900 | $1,793 |
#75RA1 | 3/6/2019 | (Post-Qualification Amendment No. 12 to Offering Statement 1) | 1975 Renault Alpine A110 1300 | Closed | 3/29/2019 | 4/9/2019 | $28.00 | 3,000 | $84,000 | $3,732 |
#65AG1 | 3/6/2019 | (Pre-Qualification Amendment No. 11 to Offering Statement 1) | 1965 Alfa Romeo Giulia Sprint Speciale | Closed | 4/5/2019 | 4/16/2019 | $89.25 | 2,000 | $178,500 | $1,903 |
#93FS1 | 3/6/2019 | (Post-Qualification Amendment No. 12 to Offering Statement 1) | 1993 Ferrari 348TS Serie Speciale | Sold -$147,500 Acquisition Offer Accepted on 05/17/2022 | 4/12/2019 | 4/22/2019 | $68.75 | 2,000 | $137,500 | $1,272 |
2003 Porsche 911 GT2
| Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
#61JE1 | 3/6/2019 | (Post-Qualification Amendment No. 12 to Offering Statement 1) | 1961 Jaguar E-Type | Closed | 4/19/2019 | 4/26/2019 | $82.00 | 3,000 | $246,000 | $3,858 |
#90MM1 | 3/6/2019 | (Post-Qualification Amendment No. 12 to Offering Statement 1) | 1990 Mazda Miata MX-5 | Closed | 4/17/2019 | 4/26/2019 | $5.32 | 5,000 | $26,600 | $918 |
7
#65FM1 | 3/6/2019 | (Pre-Qualification Amendment No. 11 to Offering Statement 1) | 1965 Ford Mustang 2+2 Fastback | Closed | 5/3/2019 | 7/18/2019 | $41.25 | 2,000 | $82,500 | $1,966 |
#88PT1 | 11/16/2018 | (Post-Qualification Amendment No. 8 to Offering Statement 1) | 1988 Porsche 944 Turbo S | Closed | 5/10/2019 | 7/18/2019 | $30.00 | 2,200 | $66,000 | -$2,214 |
#94LD1 | 12/6/2018 | (Post-Qualification Amendment No. 10 to Offering Statement 1) | 1994 Lamborghini Diablo SE30 Jota | Closed | 7/12/2019 | 8/6/2019 | $119.50 | 5,000 | $597,500 | $11,251 |
#99SS1 | 8/9/2019 | (Post-Qualification Amendment No. 14 to Offering Statement 1) | 1999 Shelby Series 1 | Closed | 9/4/2019 | 9/11/2019 | $137.50 | 1,000 | $137,500 | $1,815 |
#94FS1 | 8/9/2019 | (Post-Qualification Amendment No. 14 to Offering Statement 1) | 1994 Ferrari 348 Spider | Closed | 9/12/2019 | 9/17/2019 | $72.50 | 2,000 | $145,000 | $669 |
#61MG1 | 3/6/2019 | (Post-Qualification Amendment No. 11 to Offering Statement 1) | 1961 Maserati 3500GT | Closed | 9/20/2019 | 9/30/2019 | $68.00 | 5,000 | $340,000 | $4,613 |
#92CC1 | 8/9/2019 | (Post-Qualification Amendment No. 14 to Offering Statement 1) | 1992 Chevrolet Corvette ZR1 | Closed | 9/27/2019 | 10/2/2019 | $26.25 | 2,000 | $52,500 | $2,875 |
8
#89FT1 | 8/9/2019 | (Post-Qualification Amendment No. 14 to Offering Statement 1) | 1989 Ferrari Testarossa | Sold -$330,000 Acquisition Offer Accepted on 04/25/2022 | 10/4/2019 | 10/11/2019 | $45.00 | 4,000 | $180,000 | -$400 |
#80PN1 | 10/23/2019 | (Post-Qualification Amendment No. 18 to Offering Statement 1) | 1980 Porsche 928 | Closed | 11/1/2019 | 11/6/2019 | $9.60 | 5,000 | $48,000 | -$4,030 |
#89FG2 | 10/23/2019 | (Post-Qualification Amendment No. 15 to Offering Statement 1) | 1989 Ferrari 328 GTS | Sold -$180,000 Acquisition Offer Accepted on 08/18/2022 | 11/8/2019 | 11/14/2019 | $75.00 | 1,700 | $127,500 | $1,719 |
#88LL1 | 8/9/2019 | (Post-Qualification Amendment No. 14 to Offering Statement 1) | 1988 Lamborghini LM002 | Closed | 11/18/2019 | 12/8/2019 | $146.00 | 2,000 | $292,000 | $3,115 |
1990 Mercedes 190E 2.5-16 Evo II | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
#03SS1 | 12/9/2019 | (Post-Qualification Amendment No. 19 to Offering Statement 1) | 2003 Saleen S7 | Sold -$420,000 Acquisition Offer Accepted on 09/27/2020 | 7/6/2020 | 9/22/2020 | $125.00 | 3,000 | $375,000 | $29,638 |
1972 Ferrari 365 GTC/4 | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
#MEEB11275 | 12/6/2021 | (Post-Qualification Amendment No. 1 to Offering Statement 2) | Number 11275 Elephant Meebit NFT | Closed | 12/6/2021 | 1/10/2022 | $8.00 | 20,000 | $160,000 | $16,139 |
9
#82TAYLOR | 12/13/2021 | (Post-Qualification Amendment No. 3 to Offering Statement 2) | 1982 Topps #434 Lawrence Taylor Rookie Card graded BGS 10 | Closed | 12/13/2021 | 1/10/2022 | $6.50 | 2,000 | $13,000 | $1,538 |
#HOLMES | 12/13/2021 | (Post-Qualification Amendment No. 3 to Offering Statement 2) | 1892 1st Edition copies of The Adventures of Sherlock Holmes and the Memoirs of Sherlock Holmes by Arthur Conan Doyle | Closed | 12/13/2021 | 1/10/2022 | $10.00 | 2,500 | $25,000 | $3,458 |
#HULK180 | 12/13/2021 | (Post-Qualification Amendment No. 3 to Offering Statement 2) | 1974 Incredible Hulk #180 Comic Book published by Marvel graded CGC 9.8 | Closed | 12/13/2021 | 1/10/2022 | $4.20 | 10,000 | $42,000 | $4,342 |
#05JAYZ | 12/20/2021 | (Post-Qualification Amendment No. 4 to Offering Statement 2) | 2005 Topps Finest Jay-Z Autographed Card graded PSA 10 | Closed | 12/20/2021 | 1/10/2022 | $5.00 | 3,700 | $18,500 | $1,459 |
#JUSTINIAN | 12/20/2021 | (Post-Qualification Amendment No. 4 to Offering Statement 2) | Coin from the First Reign of Justinian II Depicting the First Numismatic Depiction of Jesus Christ (AD 685-695) graded NGC Ch MS | Closed | 12/20/2021 | 1/10/2022 | $9.00 | 2,000 | $18,000 | $1,720 |
10
#67ICEBOWL | 12/27/2021 | (Post-Qualification Amendment No. 5 to Offering Statement 2) | 1967 Full Ticket from the Ice Bowl graded PSA 8 | Closed | 12/27/2021 | 1/14/2022 | $5.00 | 2,000 | $10,000 | $1,262 |
#DKCOUNTRY | 12/27/2021 | (Post-Qualification Amendment No. 5 to Offering Statement 2) | 1994 SNES Donkey Kong Country Video Game graded Wata 9.4 A+ | Closed | 12/27/2021 | 1/14/2022 | $6.00 | 3,000 | $18,000 | $3,162 |
#FALCON | 12/27/2021 | (Post-Qualification Amendment No. 5 to Offering Statement 2) | 1979 Kenner Star Wars Millennium Falcon Spaceship Action Figure graded AFA 80 | Closed | 12/27/2021 | 1/14/2022 | $5.00 | 10,000 | $50,000 | $5,420 |
#MARIOWRLD | 12/13/2021 | (Post-Qualification Amendment No. 3 to Offering Statement 2) | 1991 SNES Super Mario World Video Game graded Wata 9.4 A | Closed | 12/13/2021 | 1/18/2022 | $5.00 | 33,000 | $165,000 | $17,264 |
#82AV1 | 11/15/2021 | (Post-Qualification Amendment No. 4 to Offering Statement 2) | 1982 Aston Martin V8 Vantage 'Oscar India' | Closed | 11/16/2021 | 2/7/2022 | $20.00 | 14,875 | $297,500 | $2,530 |
#SUPERBWL1 | 2/9/2022 | (Post-Qualification Amendment No. 6 to Offering Statement 2) | 1967 Super Bowl I Full Ticket graded PSA 5 | Closed | 2/9/2022 | 3/2/2022 | $6.00 | 4,000 | $24,000 | $3,079 |
#MEEB7985 | 2/9/2022 | (Post-Qualification Amendment No. 6 to Offering Statement 2) | Number 7985 Pig Meebit NFT with Magenta Overshirt Color | Closed | 2/9/2022 | 3/2/2022 | $5.00 | 7,600 | $38,000 | $2,574 |
11
#BONDWATCH | 12/20/2021 | (Post-Qualification Amendment No. 4 to Offering Statement 2) | 1999 Omega Seamaster Watch Worn by Pierce Brosnan During the Filming of The World is Not Enough | Closed | 12/20/2021 | 3/22/2022 | $4.00 | 20,000 | $80,000 | $3,320 |
#95FF1 | 12/27/2021 | (Post-Qualification Amendment No. 5 to Offering Statement 2) | 1995 Ferrari 355 Spider | Closed | 12/27/2021 | 3/22/2022 | $10.00 | 12,000 | $120,000 | $3,862 |
#MAYC857 | 2/9/2022 | (Post-Qualification Amendment No. 6 to Offering Statement 2) | Number 857 Mutant Ape Yacht Club NFT with M1 Irish Boho Hat | Closed | 2/9/2022 | 3/23/2022 | $5.00 | 10,800 | $54,000 | $3,893 |
#PUNK2981 | 2/18/2022 | (Post-Qualification Amendment No. 7 to Offering Statement 2) | Number 2981 CryptoPunk NFT with Welding Goggles | Closed | 2/18/2022 | 3/22/2022 | $5.00 | 62,000 | $310,000 | $13,975 |
#WOW2221 | 2/18/2022 | (Post-Qualification Amendment No. 7 to Offering Statement 2) | Number 2221 World of Women NFT with Golden Bib Necklace | Closed | 2/18/2022 | 3/30/2022 | $7.00 | 4,000 | $28,000 | $1,193 |
#NIKON1 | 2/18/2022 | (Post-Qualification Amendment No. 7 to Offering Statement 2) | 1949 Nikon One Camera in Condition ‘B/A’ | Closed | 2/18/2022 | 4/8/2022 | $4.00 | 7,000 | $28,000 | $2,720 |
#LOTF | 3/14/2022 | (Post-Qualification Amendment No. 8 to Offering Statement 2) | 1954 1st Edition copy Lord of the Flies by William Golding | Closed | 3/14/2022 | 4/8/2022 | $7.00 | 2,000 | $14,000 | $1,568 |
12
#DOOD6778 | 3/30/2022 | (Post-Qualification Amendment No. 10 to Offering Statement 2) | Number 6778 Doodle NFT with Holographic Mohawk | Closed | 3/30/2022 | 4/8/2022 | $5.00 | 6,000 | $30,000 | $340 |
#BAKC7820 | 2/18/2022 | (Post-Qualification Amendment No. 7 to Offering Statement 2) | Number 7820 Bored Ape Kennel Club NFT with Jetpack | Closed | 2/18/2022 | 4/20/2022 | $5.00 | 6,000 | $30,000 | -$143 |
#NBAJAM | 3/14/2022 | (Post-Qualification Amendment No. 8 to Offering Statement 2) | 1994 Sega Genesis NBA Jam Video Game graded Wata 9.8 A++ | Closed | 3/14/2022 | 4/20/2022 | $5.00 | 9,400 | $47,000 | $3,338 |
#SANDBOX1 | 3/30/2022 | (Post-Qualification Amendment No. 10 to Offering Statement 2) | The Sandbox ESTATE with a bundle of 9 LAND NFTs | Closed | 3/30/2022 | 5/3/2022 | $5.00 | 21,000 | $105,000 | $1,175 |
#WOW6586 | 3/30/2022 | (Post-Qualification Amendment No. 10 to Offering Statement 2) | Number 6586 World of Women NFT with Golden Skin Tone | Closed | 3/30/2022 | 5/3/2022 | $5.00 | 10,400 | $52,000 | $711 |
#AZUKI6704 | 3/30/2022 | (Post-Qualification Amendment No. 10 to Offering Statement 2) | Number 6704 Azuki NFT with Glowing Eyes | Closed | 3/30/2022 | 5/3/2022 | $5.00 | 6,400 | $32,000 | $228 |
#58PELE4 | 4/4/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | 1958 Pele World Cup Debut Ticket Stub graded PSA 1.5 | Closed | 4/4/2022 | 5/14/2022 | $6.00 | 8,000 | $48,000 | $4,420 |
13
#OBAMABALL | 3/30/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | 2010 Basketball Signed by Barack Obama, Kobe Bryant, LeBron James, Magic Johnson, and Carmelo Anthony | Closed | 3/30/2022 | 5/14/2022 | $10.00 | 10,500 | $105,000 | $3,563 |
#BART | 4/4/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | 1993 Skybox Simpsons Bart Sketch graded PSA 10 | Closed | 4/4/2022 | 5/14/2022 | $7.00 | 3,000 | $21,000 | $2,290 |
#HOMER | 4/4/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | 1993 Skybox Simpsons Homer Sketch graded PSA 10 | Closed | 4/4/2022 | 5/14/2022 | $7.00 | 3,000 | $21,000 | $2,290 |
#SI1 | 4/11/2022 | (Post-Qualification Amendment No. 14 to Offering Statement 2) | 1954 Sports Illustrated #1 graded CGC 9.8 | Closed | 4/11/2022 | 5/14/2022 | $2.00 | 5,000 | $10,000 | $1,100 |
#GOLD1 | 4/11/2022 | (Post-Qualification Amendment No. 14 to Offering Statement 2) | Alaska Gold Nugget weighing 172 grams | Closed | 4/11/2022 | 5/14/2022 | $4.00 | 4,000 | $16,000 | $766 |
#VERSTAPP1 | 3/14/2022 | (Post-Qualification Amendment No. 8 to Offering Statement 2) | 2020 Topps Dynasty Formula 1 Triple Patch Autographs #TRAIMV Max Verstappen Card graded BGS 9.5 | Closed | 3/14/2022 | 5/24/2022 | $8.00 | 4,000 | $32,000 | $1,178 |
14
#96TIGER | 4/4/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | 1996 Sports Illustrated For Kids Tiger Woods Rookie Card graded BGS 10 | Closed | 4/4/2022 | 5/24/2022 | $5.00 | 11,000 | $55,000 | $4,313 |
#88ZELDA | 4/11/2022 | (Post-Qualification Amendment No. 14 to Offering Statement 2) | 1988 NES Zelda II: The Adventure of Link Video Game graded WATA 9.8 A+ | Closed | 4/11/2022 | 5/24/2022 | $5.00 | 12,000 | $60,000 | $4,300 |
#STARWARS3 | 3/30/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | 1977 Topps Star Wars Series 1-5 Wax Boxes Authenticated by BBCE | Closed | 3/30/2022 | 5/24/2022 | $10.00 | 2,600 | $26,000 | $1,840 |
#YEEZY | 4/4/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | Complete Collection of Yeezy 350 Sneakers (2015-2020) | Closed | 4/4/2022 | 5/24/2022 | $8.00 | 5,000 | $40,000 | $6,276 |
#MAYC9114 | 3/30/2022 | (Post-Qualification Amendment No. 10 to Offering Statement 2) | Number 9114 Mutant Ape Yacht Club NFT with M2 Stunt Jacket | Closed | 3/30/2022 | 5/27/2022 | $5.00 | 17,500 | $87,500 | $1,066 |
#VFRNDS1 | 4/4/2022 | (Post-Qualification Amendment No. 13 to Offering Statement 2) | VeeFriends Original Sharing Squirrel Drawing by Gary Vee | Closed | 4/4/2022 | 6/12/2022 | $10.00 | 27,500 | $275,000 | $19,642 |
#MBIRD2754 | 5/16/2022 | (Post-Qualification Amendment No. 18 to Offering Statement 2) | Number 2754 Moonbird NFT with Raincloud Headwear | Closed | 5/16/2022 | 6/16/2022 | $5.00 | 12,000 | $60,000 | -$17,964 |
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#VEEFRND1 | 5/16/2022 | (Post-Qualification Amendment No. 19 to Offering Statement 2) | VeeFriends Energetic Electric Eel NFT with Rare Admission Attribute | Closed | 5/16/2022 | 6/16/2022 | $5.00 | 6,720 | $33,600 | -$6,841 |
#TREASURE | 2/18/2022 | (Post-Qualification Amendment No. 7 to Offering Statement 2) | 1883 First Edition copy of Treasure Island By Robert Stevenson | Closed | 2/18/2022 | 6/16/2022 | $5.00 | 4,500 | $22,500 | $2,244 |
#MACWORLD1 | 12/20/2021 | (Post-Qualification Amendment No. 4 to Offering Statement 2) | 1984 Steve Jobs and Steve Wozniak Signed Issue of Macworld #1 | Closed | 12/20/2021 | 6/16/2022 | $11.25 | 20,000 | $225,000 | $17,673 |
#KENNERSET | 5/16/2022 | (Post-Qualification Amendment No. 15 to Offering Statement 2) | 1978 Kenner Star Wars Early Bird Set graded AFA 75 | Closed | 5/16/2022 | 6/16/2022 | $10.00 | 1,250 | $12,500 | $1,024 |
#LEDZEPP1 | 4/11/2022 | (Post-Qualification Amendment No. 14 to Offering Statement 2) | Led Zeppelin I Album Signed By Jimmy Page, Robert Plant, John Bonham & John Paul Jones authenticated by Beckett | Closed | 4/11/2022 | 6/16/2022 | $6.00 | 8,000 | $48,000 | $4,420 |
#VEEVIPER | 5/16/2022 | (Post-Qualification Amendment No. 19 to Offering Statement 2) | 2022 Gary Vee Original Veecon Exclusive Viper Drawing authenticated by PSA | Closed | 5/16/2022 | 6/17/2022 | $5.00 | 15,000 | $75,000 | $2,779 |
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#BEEPLE1 | 5/16/2022 | (Post-Qualification Amendment No. 19 to Offering Statement 2) | Number #163/207 Into the Ether Beeple Everydays 2020 Collection NFT | Closed | 5/16/2022 | 6/28/2022 | $5.00 | 13,600 | $68,000 | -$8,896 |
#WARHOL1 | 5/16/2022 | (Post-Qualification Amendment No. 18 to Offering Statement 2) | 1967 Andy Warhol Marilyn Monroe Signed Print Stamp-Numbered 140/250 | Closed | 5/16/2022 | 6/28/2022 | $10.00 | 17,000 | $170,000 | $3,359 |
#GAMEBOY | 6/21/2022 | (Post-Qualification Amendment No. 20 to Offering Statement 2) | 1989 Factory Sealed Nintendo Game Boy graded VGA 85 | Closed | 6/21/2022 | 7/25/2022 | $5.00 | 4,500 | $22,500 | $866 |
#CROESUS | 6/21/2022 | (Post-Qualification Amendment No. 20 to Offering Statement 2) | 561-546 BC First Gold Coin graded NGC CH XF | Closed | 6/21/2022 | 8/1/2022 | $8.00 | 8,000 | $64,000 | $4,355 |
#SACHS1 | 5/16/2022 | (Post-Qualification Amendment No. 15 to Offering Statement 2) | Tom Sachs Rocket Factory "Gamechanger" NFT with USPS Brand | Closed | 5/16/2022 | 8/1/2022 | $10.00 | 2,150 | $21,500 | -$4,346 |
#32RUTH | 5/16/2022 | (Post-Qualification Amendment No. 15 to Offering Statement 2) | 1932 Babe Ruth Called Shot Ticket Stub graded PSA 6 | Closed | 5/16/2022 | 8/1/2022 | $5.00 | 19,000 | $95,000 | $7,738 |
#ELON1 | 7/5/2022 | (Post-Qualification Amendment No. 21 to Offering Statement 2) | Elon Musk Signed Dollar Bill authenticated by PSA | Closed | 7/5/2022 | 8/1/2022 | $2.00 | 3,750 | $7,500 | $207 |
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#105.ETH | 6/21/2022 | (Post-Qualification Amendment No. 20 to Offering Statement 2) | the 105.eth ENS Domain | Closed | 6/21/2022 | 8/19/2022 | $4.00 | 10,000 | $40,000 | $0 |
#R2D2 | 7/5/2022 | (Post-Qualification Amendment No. 21 to Offering Statement 2) | 1977 Star Wars Dark Blue Dome R2-D2 Action Figure graded CAS 85 | Closed | 7/5/2022 | 8/19/2022 | $5.00 | 2,000 | $10,000 | $1,056 |
#VADER | 7/5/2022 | (Post-Qualification Amendment No. 21 to Offering Statement 2) | 1977 Star Wars Unpunched Darth Vader Action Figure graded CAS 85 | Closed | 7/5/2022 | 8/19/2022 | $5.00 | 1,500 | $7,500 | $287 |
#WARHOL2 | 7/5/2022 | (Post-Qualification Amendment No. 21 to Offering Statement 2) | 1969 Oyster Stew Campbell’s Soup II Signed and Stamp-Numbered Andy Warhol Print | Closed | 7/5/2022 | 8/19/2022 | $10.00 | 6,500 | $65,000 | $909 |
#JEKYLL | 8/2/2022 | (Post-Qualification Amendment No. 22 to Offering Statement 2) | 1886 First Edition copy of Strange Case of Dr Jekyll and Mr Hyde by Robert Stevenson | Closed | 8/2/2022 | 8/26/2022 | $4.00 | 5,000 | $20,000 | $2,169 |
#BUFFETT1 | 6/21/2022 | (Post-Qualification Amendment No. 20 to Offering Statement 2) | 2000 Annual Berkshire Hathaway Inc. Shareholders Meeting Guide Signed by Warren Buffett | Closed | 6/21/2022 | 8/26/2022 | $3.00 | 5,000 | $15,000 | $351 |
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#DRACULA10 | 5/16/2022 | (Post-Qualification Amendment No. 19 to Offering Statement 2) | 1973 Tomb of Dracula #10 Comic Book published by Marvel graded CGC 9.8 | Closed | 5/16/2022 | 8/26/2022 | $10.00 | 4,000 | $40,000 | $3,220 |
#PAPPY1 | 8/2/2022 | (Post-Qualification Amendment No. 22 to Offering Statement 2) | Collection of 10, 12, 13, 15, 20, and 23 Year Old Pappy Van Winkle Bourbon | Closed | 8/2/2022 | 8/26/2022 | $7.00 | 2,000 | $14,000 | -$567 |
#1857COIN | 7/5/2022 | (Post-Qualification Amendment No. 21 to Offering Statement 2) | 1857-S $20 Coin Salvaged from the SS Central America graded PCGS MS66 | Closed | 7/5/2022 | 8/26/2022 | $5.00 | 5,000 | $25,000 | $587 |
#94CSI | 5/16/2022 | (Post-Qualification Amendment No. 18 to Offering Statement 2) | 1994 BMW 850CSi | Closed | 5/16/2022 | 10/3/2022 | $14.25 | 10,000 | $142,500 | $8,814 |
#ANDYPELE | 8/2/2022 | (Post-Qualification Amendment No. 22 to Offering Statement 2) | 1977 Andy Warhol Pelé Polaroid Portrait Photo | Closed | 8/2/2022 | 10/3/2022 | $4.00 | 6,500 | $26,000 | $363 |
#BOBAFETT | 8/22/2022 | (Post-Qualification Amendment No. 24 to Offering Statement 2) | 1979 Kenner Star Wars Boba Fett Action Figure graded AFA 85 | Closed | 8/12/2022 | 10/3/2022 | $10.00 | 2,600 | $26,000 | $1,517 |
#ELVIS | 4/11/2022 | (Post-Qualification Amendment No. 14 to Offering Statement 2) | 1977 Elvis Presley Last Live Performance Full Ticket graded PSA 8 | Closed | 4/11/2022 | 10/3/2022 | $8.00 | 5,000 | $40,000 | $3,700 |
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#GBOYCOLOR | 7/5/2022 | (Post-Qualification Amendment No. 21 to Offering Statement 2) | 1998 Factory Sealed Nintendo Game Boy Color graded VGA 85 | Closed | 7/5/2022 | 10/3/2022 | $4.00 | 1,625 | $6,500 | $197 |
#JETFIRE | 8/2/2022 | (Post-Qualification Amendment No. 22 to Offering Statement 2) | 1985 Transformers Jetfire Fighter Jet graded AFA 85 | Closed | 8/2/2022 | 10/3/2022 | $5.00 | 1,700 | $8,500 | $736 |
#POPEBALL | 8/2/2022 | (Post-Qualification Amendment No. 22 to Offering Statement 2) | 2022 Baseball Signed by Pope Francis | Closed | 8/2/2022 | 11/2/2022 | $4.00 | 4,750 | $19,000 | $146 |
#RABBIT | 8/2/2022 | (Post-Qualification Amendment No. 22 to Offering Statement 2) | 1901 First Edition copy of The Tale of Peter Rabbit by Beatrix Potter | Closed | 8/2/2022 | 11/2/2022 | $4.60 | 10,000 | $46,000 | $4,259 |
#54AARON | 9/19/2022 | (Post-Qualification Amendment No. 25 to Offering Statement 2) | 1954 Topps #128 Hank Aaron Rookie Card graded PSA NM-MT+ 8.5 | Closed | 9/19/2022 | 11/2/2022 | $10.00 | 17,000 | $170,000 | -$245 |
#GRATEFUL1 | 9/19/2022 | (Post-Qualification Amendment No. 25 to Offering Statement 2) | 1966 Grateful Dead Skeleton & Roses Concert Poster graded CGC 9.6 | Closed | 9/19/2022 | 12/13/2022 | $10.00 | 12,500 | $125,000 (3) | $11,913 |
#BOBAPROTO | 9/19/2022 | (Post-Qualification Amendment No. 25 to Offering Statement 2) | 1979 Kenner Star Wars Boba Fett Rocket-Firing L-Slot Prototype Action Figure graded AFA 80 | Closed | 9/19/2022 | 12/13/2022 | $10.00 | 15,000 | $150,000 (3) | $7,558 |
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#ARSHAM1 (7) | 2/27/2023 | (Post-Qualification Amendment No. 27 to Offering Statement 2) | 1963 Arsham Studio Stone Island Mercedes-Benz Unimog 404 |
Closed | 2/27/2023 | 5/16/2023 | $20.00 | 6,750 | $135,000 (3) | $11,478 |
1941 Captain America Comics #1 Comic Book published by Timely Comics graded CGC 5.5 |
Cancelled (6) | |||||||||
2022 Jean-Michel Basquiat Superhero Print Portfolio Stamp-Numbered 7/85 and signed by Lisane Basquiat and Jeanine Heriveaux, the artist’s sisters and administrators of the Estate of Jean-Michel Basquiat |
Cancelled (6) | |||||||||
1947 Jackie Robinson News Photo | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
1957 Topps Johnny Unitas Rookie Card | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
2020 Bobby Witt Jr. Rookie Card | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
1996 PlayStation Crash Bandicoot Video Game | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
#BATMAN | 2/18/2022 | (Post-Qualification Amendment No. 7 to Offering Statement 2) | 1940 Batman #1 Comic Book published by DC Comics graded CGC 8 | Sold -$2,000,000 Acquisition Offer Accepted on 1/30/2023 | 2/18/2022 | 1/25/2023 | $10.00 | 144,000 / 180,000 | $1,440,000 / $1,800,000 | $67,900 |
2004 Sports Illustrated For Kids #360 Michael Phelps Rookie Card graded PSA GEM MT 10 | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
Number 7387 Doodle NFT with Pink Long Hair | Cancelled (6) | |||||||||
Number 8467 Azuki NFT with Blue Tassel Ear | Cancelled (6) | |||||||||
The Sandbox 3x3 ESTATE with a bundle of 9 LAND NFTs | Cancelled (6) | |||||||||
Number 5028 CrypToadz NFT with Swamp Single Bun Head | Cancelled (6) | |||||||||
Number 3079 CrypToadz NFT with 3D Eyes | Cancelled (6) | |||||||||
Decentraland Estate 2X2 Bundle with 4 LAND NFTs | Cancelled (6) | |||||||||
2005 Game Boy Advance Pokémon Emerald Version Video Game graded Wata 9.8 A++ | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
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1939 First Edition copy of Alcoholics Anonymous by Bill Wilson | Cancelled (6) | |||||||||
1905-1916 Handwritten and Signed Grigori Rasputin Letter | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
1987 NES Metroid Video Game graded Wata 9.6 A+ | Cancelled / Underlying Asset Sold Pre-Offering (6) | |||||||||
#1973 Iron Man #55 Comic Book published by Marvel graded CGC 9.8 | Cancelled (6) | |||||||||
1966 Fantastic Four #48 Comic Book published by Marvel graded CGC 9.4 | Cancelled (6) | |||||||||
Worldwide Webb Land Large Apartment 8325 NFT | Cancelled (6) | |||||||||
1935 Gum, Inc. Mickey Mouse Wax Pack graded PSA 8 | Cancelled (6) | |||||||||
1963 Amazing Spider-Man Comic Book | Cancelled (6) | |||||||||
Dryosaurus skeleton excavated from the Bone Cabin Quarry in Laramie, Wyoming in 2021 | Cancelled (6) | |||||||||
1982 Hasbro G.I. Joe Commando Snake Eyes Action Figure graded AFA 80 | Cancelled (6) | |||||||||
1929 1st Edition copy of A Farewell To Arms by Ernest Hemingway | Cancelled (6) | |||||||||
1971 Apollo 14 Flown King James Bible carried to the Moon by astronaut Edgar Mitchell | Cancelled (6) | |||||||||
#SCARFACE | 8/22/2022 | (Post-Qualification Amendment No. 23 to Offering Statement 2) | Al Pacino Screen Worn Tuxedo from Scarface | Open | 8/22/2022 |
| $10.00 | 1,600 / 2,000 | $16,000 / $20,000 | $1,200 |
#PHOF-LINC | 8/23/2023 | (Post-Qualification Amendment No. 28 to Offering Statement 2) | 1860 Abraham Lincoln Signed Telegraph Company Check | Open | 8/23/2023 |
| $10.00 | 2,400/3,000 | $24,000/$30,000 | $2,100 |
#PHOF-1984 | 8/23/2023 | (Post-Qualification Amendment No. 28 to Offering Statement 2) | 1949 1st Edition copy of Nineteen Eighty-Four by George Orwell | Open | 8/23/2023 |
| $10.00 | 1,800/2,250 | $18,000/$22,500 | $675 |
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#96FF1.DR | 8/23/2023 | (Post-Qualification Amendment No. 31 to Offering Statement 2) | 1996 Rosso Corsa Ferrari 355 Gran Turismo Berlinetta | Open | 8/23/2023 |
| $10.00 | 23,600/29,500 | $236,000/$295,000 | $13,838 |
#21MG1.DR | 8/23/2023 | (Post-Qualification Amendment No. 31 to Offering Statement 2) | 2021 Mercedes AMG GT Black Series One Edition | Open | 8/23/2023 |
| $10.00 | 60,000/75,000 | $600,000/$750,000 | $31,875 |
TOTAL (8): | - | - | - | - | - | - | - | - | 7,579,010 | - |
Note: Gray shading represents Series for which no Closing of an Offering has occurred. Orange shading represents sale of such Series’ Underlying Asset.
(1)The opening date of a Series will occur no later than two calendar days following the date of qualification of the Offering of such Series by the Commission. With respect to a Series, the Offering of such Series is subject to qualification by the Commission.
(2)Interests sold in Series are generally limited to 2,000 “qualified purchasers” with a maximum of 500 non-“accredited investors.”
(3)Represents the actual values for closed Offerings, including Offering Size, number of Interests sold and sourcing fees at the Closing of the Offering.
(4)Interests in Series #77LE1 were issued under Rule 506(c) of Regulation D and were thus not qualified under the Company’s previous offering circular. All other Interests in Series of the Company were issued under Tier 2 of Regulation A.
(5)Values are based on current or anticipated negotiations of the terms of the respective purchase option agreements or purchase agreements and may be subject to change. Negative values in this column reflect the amount by which the estimated aggregate value of the fees and expenses relating to an Offering exceeds the amount of the Total Proceeds of the Offering.
(6)Represents an Offering that was cancelled with any potential Investors issued a full refund for their attempted subscription.
(7)Represents a Series whose Interests we do not intend to allow to trade on the PPEX ATS. Therefore, there will be no liquidity via the PPEX ATS for Interests in such Series unless the Manager determines to allow secondary trading on the PPEX ATS at a later date.
(8)Represents the proposed maximum public offering price aggregated across all Series for which an Offering is upcoming, open, or closed, as required for purposes of the Form 5110 submitted to FINRA in connection with Offering Statement 2. Series whose Offerings have been cancelled are not reflected in this total.
At the time of this filing, all of the Series designated as closed in the Master Series Table have commenced operations, are capitalized and have assets and various Series have liabilities. All assets and liabilities related to the Series described in the Master Series Table are the responsibility of the Series from the time of the Closing of the respective Offerings. All Series highlighted gray in the Master Series Table have not Closed, but we have launched, or are in the process of launching, these and subsequent Offerings for additional Series. Series whose Underlying Assets have been sold and have, or will subsequently be dissolved are highlighted orange in the Master Series Table.
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ITEM 1.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following information should be read in conjunction with our consolidated financial statements and related notes.
Overview
The Company’s core business is the identification, acquisition, marketing and management of certain collectible items (including collectible automobiles, memorabilia and alcohol) and digital assets, collectively referred to as the “Collectible Assets” or the “Asset Class”), for the benefit of the investors. The Company’s mission is to leverage technology and design, modern business models influenced by the sharing economy, and advancements in the financial regulatory environment to democratize the Asset Class. The Company aims to provide enthusiasts with access to the market by enabling them to create a diversified portfolio of equity Interests in the highest quality Collectible Assets through a seamless investment experience on the Platform. The Manager may maintain Free Cash Flow funds in a deposit account or an investment account for the benefit of the Series. With respect to secondary market transactions in Interests, the Platform serves as the user interface by which Investors submit orders to buy or sell Interests on the Public Private Execution Network Alternative Trading System (the “PPEX ATS”), which is owned and operated by North Capital Private Securities Corporation. For a full description of the Platform’s limited role in secondary trading, see the “Description of the Business – Liquidity Platform” section in Post-Qualification Amendment No. 31 to the Company’s Offering Statement on Form 1-A filed with the Commission on July 21, 2023. In addition, we intend for Investors to have the opportunity to participate in a unique collective ownership experience, including through displays at museum/retail locations and social events, as part of the Membership Experience Programs being run by the Manager. The objective is to use revenue generated from these Membership Experience Programs to fund the highest caliber of care for the Underlying Assets in the collection, which we ultimately expect to be offset by meaningful economies of scale in the form of lower costs for collection level insurance, maintenance contracts and storage facilities, and to generate Free Cash Flow (as defined in Note F – Free Cash Flow Distributions and Management Fees of our accompanying Notes to the Consolidated Financial Statements) distributions to Investors in the Underlying Assets. The Manager may maintain Free Cash Flow funds in a deposit account or an investment account for the benefit of the Series.
We believe that collectors and dealers interested in selling their Collectible Assets will benefit from greater liquidity, significantly lower transaction costs and overhead, and a higher degree of transparency as compared to traditional methods of transacting Collectible Assets. Auction and consignment models may include upwards of ~20% of asset value in transaction costs, as well as meaningful overhead in terms of asset preparation, shipping and marketing costs, and time value. The Company thus aims to align the interests of buyers and sellers, while opening up the market to a significantly larger number of participants than was previously possible, thereby driving market appropriate valuations and greater liquidity.
Trends Affecting Our Business
Our results of operations are affected by a variety of factors, including conditions in the financial markets and the economic and political environments, particularly in the United States. Global economic conditions, including political environments, financial market performance, interest rates, credit spreads or other conditions beyond our control are unpredictable and could negatively affect the value of the Underlying Assets, our ability to acquire and manage Collectible Assets, and the success of our current and future Offerings. In addition to the aforementioned macroeconomic trends, we believe the following factors will influence our future performance:
·We have a limited operating history upon which to base an evaluation of our business and prospects. We have devoted substantially all our efforts to establishing our business and principal operations, which commenced in 2016. Our short operating history may hinder our ability to successfully meet our objectives and makes it difficult for potential investors to evaluate our business or prospective operations. No revenue models have been developed at the Company or Series level and we do not expect either the Company or any of its Series to generate any revenues for some time. We will update the appropriate disclosure at such time as revenue models have been developed. From time to time, Rally or
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a Series may receive income from other sources such as an NFT airdrop event or NFT conference, that are recognized as investment income. During the Current Period, no free cash flow distributions were made and no management fee was distributed. See Note F – Free Cash Flow Distributions and Management Fees of our accompanying Notes to the Consolidated Financial Statements for the table that presents free cash flow distributions by Series for the Current Period and Prior Period.
·We are in large part reliant on the Asset Manager and its employees to grow and support our business. The successful operation of the Company (and therefore, the success of the Interests) is in part dependent on the ability of the Asset Manager to source, acquire and manage the Underlying Assets and for the Asset Manager to maintain the Platform. As the Asset Manager has been in existence since only October 2020 and is an early-stage startup company, it has no significant operating history. Further, the Asset Manager is also the Asset Manager for RSE Innovation, LLC and RSE Archive, LLC, and it may become the Asset Manager of other series limited liability companies with similar business models in the collectible automobiles, memorabilia, alcohol and other Underlying Asset classes, such as domain names, in the future. While the Asset Manager thus has some similar management experience, its experience is limited, and it has limited experience selecting or managing assets in the Asset Class. Furthermore, there are a number of key factors that will potentially impact our operating results going forward including the ability of the Asset Manager to:
ocontinue to source high quality Collectible Assets at reasonable prices to securitize through the Platform;
omarket the Platform and the Offerings in individual Series of the Company and attract Investors to the Platform to acquire the Interests issued by Series of the Company;
ofind and retain operating partners to support the regulatory and technology infrastructure necessary to operate the Platform;
ocontinue to develop the Platform and provide the information and technology infrastructure to support the issuance of Interests in Series of the Company; and
ofind operating partners to manage the collection of Underlying Assets at a decreasing marginal cost per asset.
·Over the past few years, public interest in collectible assets has grown, particularly with respect to collectible automobiles, trading cards, sports memorabilia and other specific types of the assets in the Asset Class. For example, in February of 2021, eBay reported that trading card sales had seen a 142% growth from 2019 to 2020. This eBay report also included non-sports and gaming cards stating that Pokémon was the overall growth leader last year where sales were up 574%. The Pokémon Company further revealed that they sold 3.7 Billion Pokémon cards during the fiscal year 2020-2021. Additionally, over four million more trading cards were sold on eBay by U.S. based accounts in 2020 than the year before. Furthermore, Hagerty reported that 2021 was the best year ever for classic car auctions. The top ten cars sold at the 2023 Amelia island auction confirm that the high prices we saw during the pandemic aren’t receding just yet—multiple entries sold for higher than their values in the Hagerty Price Guide. However, the inflation-adjusted median sales price dropped two points to its lowest value since August 2020. This reflects both a calming in appreciation and the persistence of inflation, which rose six percent year-over-year in February. The upshot is that prices have reset to pre-pandemic-boom levels.
·With the continued increase in popularity of the Asset Class, we expect competition for Collectible Assets to intensify in the future. Although our business model is uncommon in the Asset Class, there is potentially significant competition for the Underlying Assets, which the Company securitizes through its Offerings, from many different market participants. While the majority of transactions continue to be peer-to-peer with very limited public information, other market players such as dealers and auction houses continue to play a prominent role. There are also competing start-up models to facilitate shared ownership of Collectible Assets developing in the industry, which will result in additional competition for Collectible Assets.
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·We may be negatively impacted by volatility in the political and economic environment, and a period of sustained inflation across the markets in which we operate could result in higher operating costs. Trade, monetary and fiscal policies, and political and economic conditions may substantially change, and credit markets may experience periods of constriction and variability. These conditions may impact our business. Further, elevated inflation may negatively impact our business and increase our costs. Sustained inflation across the markets in which we operate could negatively affect any attempts to mitigate the increases to our costs. In addition, the effects of inflation on consumers’ budgets could result in the reduction of potential Investors’ spending and investing habits. If RSE Markets, the Asset Manager, the Manager or we are unable to take actions to effectively mitigate the effect of the resulting higher costs, their and/or our financial position could be negatively impacted.
·Our business model relies on the availability of the exemption from registration provided by Tier 2 of Regulation A. Under our business model, we must receive qualification under Tier 2 of Regulation A from the Commission with respect to each Offering of Series Interests. The qualification process has been and may continue to be subject to unanticipated delays, especially if our filings with the Commission are reviewed in full by the staff of the Commission.
At the time of this filing all of the Series designated as closed in the Master Series Table have commenced operations, are capitalized and have assets and various Series have liabilities. All assets and liabilities related to the Series described in the Master Series Table are the responsibility of the Series from the time of the Closing of the respective Offerings.
Investments in Underlying Assets
We provide investment opportunities in Collectible Assets to Investors through the Platform. Collectible Assets are financed through various methods including loans from affiliates of the Manager or other third parties when we purchase an Underlying Asset prior to the Closing of an Offering, and through purchase option agreements or consignment agreements negotiated with third parties or affiliates when we finance the purchase of an Underlying Asset with the proceeds of an Offering. Additional information can be found below and in the Master Series Table. We typically acquire Underlying Assets through the following methods.
·Upfront purchase – the Company or a Series acquires an Underlying Asset from an Asset Seller prior to the launch of the Offering related to the Series.
·Purchase agreement – the Company or a Series enters into an agreement with an Asset Seller to acquire an Underlying Asset, which may expire prior to the Closing of the Offering for the related Series, in which case the Company is obligated to acquire the Underlying Asset prior to the Closing.
·Purchase option agreement – the Company or a Series enters into a purchase option agreement with an Asset Seller, which gives the Company the right, but not the obligation, to acquire the Underlying Asset.
·Consignment agreement – the Company or a Series enters into a consignment agreement with an Asset Seller, which gives the Company the right, but not the obligation, to acquire the Underlying Asset and under which the Company takes possession of the Underlying Asset during a consignment period.
We received multiple loans or payments from various parties to support the financing of the acquisition of the Underlying Assets for which the details are listed in the tables below. Such payments or loans have been or will be repaid from the proceeds of successful Series’ initial Offering, if necessary. Upon completion of the Offering of each of the Series of Interests, each of the Series shall acquire their respective Underlying Assets for the aggregate consideration consisting of cash and Interests as the Manager may determine in its reasonable discretion in accordance with the disclosures set forth in these Series’ Offering documents. In various instances, as noted in the tables below, the Asset Seller is issued Interests in a particular Series as part of the total purchase consideration to the Asset Seller. In addition, there are instances where the Company finances an acquisition through the proceeds of the Offering, as in the case of a purchase option, and therefore requires no additional financing or only financing to make an initial down payment, as the case may be.
The Company incurred the “Acquisition Expenses,” which include transportation of the Collectible Assets to the Manager’s storage facility, pre-purchase inspection, pre-Offering refurbishment, and other costs detailed in the
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Manager’s allocation policy, listed in the tables below, the majority of which are capitalized into the purchase prices of the various Underlying Assets. Acquisition Expenses such as interest expense on a loan to finance an acquisition or marketing expenses related to the promotional materials created for an Underlying Asset are not capitalized. The Acquisition Expenses are generally initially funded by the Manager or its affiliates but will be reimbursed with the proceeds from an Offering related to such Series to the extent described in the applicable Offering documents. In the event that certain Acquisition Expenses are anticipated prior to the Closing of an Offering but are incurred only after the Closing, for example transportation fees related to transportation from the Asset Seller to the Company’s storage facility, additional cash from the proceeds of the Offering will be retained on the Series balance sheet to cover such future anticipated Acquisition Expenses after the Closing of the Offering.
In addition to acquiring Underlying Assets, from time to time the Company receives take-over offers for certain Underlying Assets. Per the terms of the Company’s Amended and Restated Limited Liability Company Agreement (the “Operating Agreement”), the Company, together with the Manager and the Manager’s Advisory Board evaluates the offers and determines if it is in the interest of the Investors to sell the Underlying Asset. In evaluating the offers, the Manager also considers the preference of Investors in the related Series as expressed by the nonbinding voting results of a poll of such Investors on the question whether to sell the Underlying Asset. In certain instances, the Company may decide to sell an Underlying Asset that is on the books of the Company but not yet transferred to a particular Series because no Offering has yet occurred. In these instances, the anticipated Offering related to such Underlying Assets will be cancelled.
27
“Current Period” refers to the time period between January 1, 2023 and June 30, 2023. “Prior Period” refers to the time period between January 1, 2022 and June 30, 2022. “Prior Year” refers to the year ended December 31, 2022.
During the Current Period, we signed purchase agreements to acquire assets for the following Series.
Series - Series Name | Agreement Type - Date of Agreement | Closing Date (1) | Purchase Price (2) | Financed via - Officer Loan / 3rd Party Loan | Financed via – the Manager | Financed via - Offering Proceeds | Interests Issued to Asset Seller | Percent Owned by Asset Seller | Acquisition Expenses |
#ARSHAM1 | Upfront Purchase / 01/27/2023 | 5/16/2023 | $120,000 | $0 | $120,000 | $0 | $0 | 0% | $14,400 |
Total for 1/1/2023 – 6/30/2023 | New Agreements: 1 | - | $120,000 | $0 | $120,000 | 0 | 0 | - | $14,400 |
Total for 1/1/2022 – 6/30/2022 | New Agreements: 57 | -- | $4,522,004 | $0 | $3,642,004 | $378,250 | $501,750 | - | $32,137 |
Note: New Agreements represent only those agreements signed in the Current period.
Note: Purchase Price, Down payment Amount, Financings and Acquisition Expenses represent only the incremental amounts for the Current Period i.e., if an Underlying Asset was purchased in a previous period, but had a Closing in the Current period, it would not contribute to the totals for the Current Period.
(1)If exact Offering dates (specified as Month Day, Year) are not shown, then expected Offering dates are presented.
(2)Values are based on current negotiations of the terms of the respective purchase option agreements or purchase agreements and may be subject to change.
28
At the end of the Current Period, the following Offerings of Series Interests were ongoing.
Series | Qualification Date | Underlying Asset | Offering Price per Interest | Membership Interests | Offering Size | Sourcing Fee | Opening Date | Closing Date |
#SCARFACE | 8/22/2022 | Al Pacino Screen Worn Tuxedo from Scarface | $10.00 | 2,000 | $20,000 | $1,200 | 8/12/2022 | Q4 2023 |
Total 1/1/2023 – 6/30/2023 |
| 1 Series | - | - | - | $1,200 | - | - |
Total 1/1/2022 – 6/30/2022 |
| 57 Series | - | - | - | $146,502 | - | - |
29
The Offerings relating to the Series listed below closed during the Current Period.
Series / Series Name | Qualification Date | Underlying Asset | Purchase Price | Opening Date | Closing Date | Date Underlying Asset Acquired | Offering Price per Interest | Membership Interests | Offering Size | Sale Price | Dividend Amount Per Interest |
#BATMAN | 2/18/2022 | 1940 Batman #1 Comic Book published by DC Comics graded CGC 8 | $1,700,000 | 2/18/2022 | 1/25/2023 | 2/11/2022 | $10.00 | 180,000 | $1,800,000 | $2,000,000 | $10.76 |
#ARSHAM1 | 2/27/2023 | 1963 Arsham Studio Stone Island Mercedes-Benz Unimog 404 | $120,000 | 2/27/2023 | 5/16/2023 | 1/27/2023 | $20.00 | 6,750 | $135,000 | - | - |
Total 1/1/2023 – 6/30/2023 |
| 2 Series | $1,820,000 | - | - | - | - | - | $1,935,000 | - | - |
Total 1/1/2022 – 6/30/2022 |
| 48 Series | $3,041,387 | - | - | - | - | - | $3,320,100 | - | - |
30
Operating Results for the Current Period and the Prior Period
Changes in operating results are impacted significantly by any increase or decrease in the number of Underlying Assets that the Company, through the Asset Manager, operates and manages. During the Current Period and the Prior Period, the Company engaged in acquiring Underlying Assets, entering into Purchase and Purchase Option Agreements, launching Offerings, Closing Offerings, and selling Underlying Assets. Additional information can be found below in the Asset Acquisitions, Purchase Options and Asset Sales subsection, the trend information and the Investments in Underlying Assets sections above, or above in the Master Series Table.
Revenues
Revenues may be generated at the Company or the Series level. No revenue models have been demonstrated at the Company or Series level and we do not expect either the Company or any of its Series to generate any revenues for some time. We will update the appropriate disclosure at such time as revenue models have been demonstrated. From time to time, Rally or a Series may receive income from other sources, such as an NFT airdrop event or NFT conference, that are out of the control or direction of the Company. During the Current Period, no free cash flow distributions were made and no management fee was distributed. See Note F – Free Cash Flow Distributions and Management Fees of our accompanying Notes to the Consolidated Financial Statements for the table that presents free cash flow distributions by Series for the Current Period and Prior Period
Operating Expenses
The Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses of our accompanying Notes to the Consolidated Financial Statements) incurred prior to the Closing of an Offering related to any of the Underlying Assets are being paid by the Manager and recognized by the Company as capital contributions and will not be reimbursed by the Series. Each Series of the Company will be responsible for its own Operating Expenses beginning on the Closing date of the Offering for such Series Interests. However, the Manager has agreed to pay and not be reimbursed for certain limited expenses, such as post-closing Operating Expenses incurred and recorded by Series’ of the Company through the Current Period and Prior Period. These are accounted for as capital contributions by each respective Series.
Consolidated Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses of our accompanying Notes to the Consolidated Financial Statements) for the Company and all of the Series that are presented as expenses and losses in the Consolidated Statements of Operations summarized by category for the Current Period and the Prior Period as follows:
Consolidated Operating Expenses | |||||
| Current Period | Prior Period | Difference | Change | Explanation |
Storage | $ 47,836 | $ 44,581 | $ 3,255 | 7 % | Increase in number of assets in Current Period |
Transportation | 8,948 | 26,378 | (17,430) | (66%) | Less vehicle transport in Current Period |
Insurance | 19,689 | 13,296 | 6,393 | 48 % | Increase in number of assets in Current Period |
Maintenance | 4,588 | 8,935 | (4,347) | (49%) | Less maintenance in Current Period |
Bookkeeping and Accounting fees | 13,229 | 8,471 | 4,758 | 56 % | Increase in number of assets in Current Period |
Marketing Expense | 5,200 | 13,215 | (8,015) | (61%) | Less marketing activity in Current Period |
Transaction Fees | 6,038 | 312 | 5,726 | 1835 % | Additional transaction fees in Current Period due to paying seller's fee to auction house for a sale of asset |
Banking Fees | - | - | - | – | No banking fees in both periods |
Loss on Sale | 6,092 | - | 6,092 | – | Increase in sales below carrying value |
Loss on Sale of Digital Assets | - | 239 | (239) | (100%) | No digital asset sales in Current Period |
Loss on Impairment | 293,195 | 44,674 | 248,520 | 556% | Increase in number of NFT assets needing impairment |
Consolidated | $ 404,815 | $ 160,101 | $ 244,713 | 153 % |
|
31
Consolidated gains and other investment income as presented in the Consolidated Statements of Operations for the Current Period and Prior Period are as follows:
Consolidated Gains and Other Investment Income | |||||
| Current Period | Prior Period | Difference | Change | Explanation |
Gain on Sale | $ 300,000 | $ 172,364 | $ 127,636 | 74 % | Higher return on asset sale in Current Period |
Investment Income / (Loss) | 4,048 | 21,401 | (17,353) | (81%) | Decrease in NFT Airdrops |
Consolidated Gains and Other Investment Income | $ 304,048 | $ 193,765 | $ 110,283 | 57 % |
|
See Consolidated Statements of Operations for details of each Series’ expenses, losses, gains and investment income for the Current Period and Prior Period.
Expenses, Losses, Gains and Investment Income | ||
| Current Period | Prior Period |
Total Series Expenses | $ (59,013) | $ 103,775 |
RSE Collection & Series #77LE1 | (41,755) | (70,113) |
Consolidated | $ (100,768) | $ 33,662 |
32
Asset Acquisitions, Purchase Options and Asset Sales
The table below summarizes agreements related to asset acquisitions or asset disposal that were signed during the Current Period and Prior Period and present the value of Underlying Assets represented by those agreements.
| # of Assets Sold | Total Value of Assets Sold ($) | # of Assets Acquired | Total Value Assets Acquired ($) | # of Purchase Option Agreements | Total Value of Purchase Option Agreements ($) | # of Purchase Agreements | Total Value of Purchase Agreements ($) | Net # | Grand Total Acquisitions Value ($) |
1/1/2023- 6/30/2023 | (8) | $(2,204,715) | 1 | $120,000 | 0 | $0 | 0 | $0 | (7) | $120,000 |
1/1/2022 – 6/30/2022 | (2) | ($477,500) | 57 | $4,522,004 | 1 | $290,000 | 6 | $2,175,000 | 62 | $4,522,004 |
Note: Table represents agreements signed within the respective periods and value of Underlying Assets represented by the agreements.
See Note A – Description of Organization and Business Operations – Asset Dispositions of our accompanying Notes to the Consolidated Financial Statements for the table shows each Underlying Asset that was sold during the Current Period and the Prior Period. Net Gain / (Loss) on Sale of the Current Period and the Prior Period are as below:
| Net Gain / (Loss) on Sale |
Current Period | $ 293,908 |
Prior Period | $ 172,364 |
See Note G – Income Tax of our accompanying Notes to the Consolidated Financial Statements for provision for income taxes for each Series that sold their Underlying Asset during the Current Period and the Prior Period. Total provision for income taxes for the Current Period and Prior Period are as follows:
| Consolidated Provision for Income Taxes |
Current Period | $ 116,146 |
Prior Period | $ 38,736 |
See “Note C - Related Party Transactions” and “Note D – Debt” of our accompanying Notes to Consolidated Financial Statements for additional information on asset acquisitions.
Liquidity and Capital Resources
From inception, the Company and each Series have financed their business activities through capital contributions to the Company and individual Series from the Manager (or its affiliates). Until such time as the Series have the capacity to generate cash flows from operations, the Manager may cover any deficits through additional capital contributions or the issuance of additional Interests in any individual Series. In addition, parts of the proceeds of future Offerings for individual Series may be used to create reserves for future Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses of our
33
accompanying Notes to the Consolidated Financial Statements) for such individual Series at the sole discretion of the Manager.
The Company has experienced recurring net losses and negative operating cash flows since inception and neither the Company nor any of the Series has generated revenues or profits in the Current Period or Prior Period, except in connection with the sale of certain Underlying Assets for gains and certain Series that generated investment income (see Asset Disposition section in Note A – Description of Organization and Business Operations – Asset Dispositions of our accompanying Notes to the Consolidated Financial Statements).
On a total consolidated basis, the Company generated the following: Income / (Loss), Net Working Capital, and Retained Earnings / (Accumulated Deficits). Additionally, each listed Series for which an Underlying Asset was owned as of the end of the Current Period and the end of the Prior Period has incurred net losses since their respective dates of acquisition and have an accumulated deficit at the end of the Current Period and at the end of the Prior Year, except for certain Series that have net income in the Current Period generated from receiving investment income.
Period | Income / (Loss) |
Current Period | ($216,913) |
Prior Period | ($5,074) |
Period | Net Working Capital | Accumulated Deficit |
Current Period | ($501,255) | ($1,580,568) |
Prior Year | ($2,237,327) | ($1,210,870) |
All of the liabilities on the balance sheet as of the end of the Current Period are obligations to third parties or the Manager. All of these liabilities, other than ones for which the Manager does not seek reimbursement, will be covered through the proceeds of future Offerings for the various Series of Interests. The Company and the Series finance their business activities through capital contributions from the Manager or its affiliates and from members to the individual Series. Until such time as any Series has the capacity to generate cash flows from operations, the Manager may cover any deficits through additional capital contributions or the issuance of additional Interests in any individual Series. In addition, parts of the proceeds of future Offerings may be used to create reserves for future Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses) for individual Series once the Offerings are closed, listed in the table above, at the sole discretion of the Manager. There can be no assurance that the Manager or RSE Markets, Inc. will continue or have the ability to fund operations or provide financial support to the Company and each listed Series. If the Company and each listed Series does not continue to obtain financing from the Manager or RSE Markets, Inc. they will be unable to pay their obligations as they come due, including the obligation of each listed Series. As a result, these conditions raise substantial doubt about the Company's and each listed Series' ability to continue as a going concern for the twelve months following the date of this filing.
34
Cash and Cash Equivalent Balances
As of the end of each of the Current Period and the Prior Year, the Company and the Series for which Closings had occurred, had total cash or cash equivalents balances as set forth below (see Consolidated Balance Sheets for details of each Series’ cash or cash equivalent balances for the Current and Prior Year):
Cash and Cash Equivalent Balance | ||
| Current Period | Prior Year |
Total Series Cash and Cash Equivalent Balance | $ 432,303 | $ 196,250 |
RSE Collection & Series #77LE1 | 15,779 | 15,880 |
Total Cash and Cash Equivalent Balance | $ 448,083 | $ 212,129 |
Note: Series #77LE1 Interests were issued under Rule 506(c) and, therefore, Series #77LE1 has not been broken out as a separate Series in the financial statements but is included in the table above.
Note: Only includes Series for which an Offering has closed. RSE Collection cash balance represents loans or capital contributions to be used for future payment of Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses of our accompanying Notes to the Consolidated Financial Statements).
35
Financial Obligations of the Company
On November 24, 2020, RSE Markets and Rally Holdings replaced its original 2019 $2.25 million demand note with a $10.0 million credit facility (the “CF”) with Upper90 Capital Management, LP. While the amounts borrowed under the CF were used to make purchases of Collection Assets to become Underlying Assets, neither the Company nor any Series was a borrower under the CF, neither was responsible for repayment of any amounts outstanding, and neither was jointly and severally liable under the CF. RSE Markets had drawn upon the CF on two separate times, November 24, 2020 and January 29, 2021 (each such date, the “Credit Date”). The CF had an interest rate of 15.00% per annum, and a maturity date for each tranche of the earlier of (i) the two-year anniversary of the Credit Date of the respective tranche, and (ii) November 24, 2024 (or such earlier date on which the Loans became due and payable). The CF contained covenants and indemnification obligations that are customary for credit arrangements of this type. The Company could not use the CF to purchase intangible assets. As of December 31, 2022, RSE Markets paid back all amounts due under the CF and the CF was terminated.
From time to time, the Asset Manager, affiliates of the Manager or third parties may make non-interest-bearing payments or loans to the Company to acquire an Underlying Asset prior to the Closing of an Offering for the respective Series. In such cases, the respective Series would repay any such non-interest-bearing payments or loans used to acquire its respective Underlying Asset with proceeds generated from the Closing of the Offering for Interests of such Series. No Series will have any obligation to repay a loan incurred by the Company to purchase an Underlying Asset for another Series.
See “Note A – Description of Organization and Business Operations – Liquidity and Capital Resources” and “Note D – Debt” of our accompanying Notes to the Consolidated Financial Statements for additional information.
Recent Developments
The following sets forth updated information with respect to events that have occurred subsequent to the Current Period.
Event | Description |
Offerings Opened | 4 |
Offerings Closed | 0 |
Underlying Assets Purchased | 0 Purchased Agreements Signed 2 Purchased Option Agreements Signed 0 Upfront Purchase Agreements Signed |
Underlying Assets Sold | 0 |
Acquisition Expenses | $0 |
36
37
ITEM 3. FINANCIAL STATEMENTS
CONTENTS
PAGE
RSE COLLECTION, LLC AND VARIOUS SERIES:
Consolidated Balance Sheets
as of June 30, 2023 (unaudited) and December 31, 2022 (audited)F-1
Consolidated Statements of Operations
for the six months ended June 30, 2023 (unaudited) and 2022 (unaudited)F-41
Consolidated Statements of Members’ Equity/(Deficit)
for the six months ended June 30, 2023 (unaudited) and 2022 (unaudited)F-76
Consolidated Statements of Cash Flows
for the six months ended June 30, 2023 (unaudited) and 2022 (unaudited)F-96
Notes to Consolidated Financial Statements F-132
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 4,149 | $ - | $ - | $ 2,214 | $ 960 | $ 3,077 |
Pre-paid Insurance | 14 | 23 | 17 | 55 | 15 | - |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 4,163 | 23 | 17 | 2,269 | 975 | 3,077 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 106,266 | 175,826 | 132,382 | 408,386 | 114,581 | - |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 110,429 | $ 175,849 | $ 132,399 | $ 410,655 | $ 115,556 | $ 3,077 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 150 | $ 150 | $ 150 | $ - | $ 150 | $ - |
Income Taxes Payable | - | - | - | - | - | 3,077 |
Insurance Payable | - | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 150 | 150 | 150 | - | 150 | 3,077 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 111,236 | 163,883 | 133,508 | 422,131 | 116,742 | - |
Capital Contribution | 17,388 | 33,335 | 18,653 | 48,885 | 16,115 | - |
Distribution to RSE Collection or its affiliates | (821) | (401) | (1,126) | (14,889) | (1,645) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (17,524) | (21,118) | (18,786) | (45,472) | (15,806) | - |
Members' Equity / (Deficit) | 110,279 | 175,699 | 132,249 | 410,655 | 115,406 | - |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 110,429 | $ 175,849 | $ 132,399 | $ 410,655 | $ 115,556 | $ 3,077 |
See accompanying notes, which are an integral part of these financial statements.
F-1
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 | |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 485 | $ 2,485 | $ 2,500 | $ 1,485 | $ 1,985 |
Pre-paid Insurance | 2 | 45 | 16 | 62 | 14 |
Due From the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 487 | 2,530 | 2,516 | 1,547 | 1,999 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 14,786 | 332,806 | 122,544 | 488,586 | 101,786 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 15,273 | $ 335,336 | $ 125,060 | $ 490,133 | $ 103,785 |
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|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ 150 | $ 150 | $ 150 | $ 150 | $ 150 |
Income Taxes Payable | - | - | - | - | - |
Insurance Payable | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | 0 | - | - | - |
Total Liabilities | 150 | 150 | 150 | 150 | 150 |
Members' Equity |
|
|
|
|
|
Membership Contributions | 15,446 | 335,691 | 125,757 | 487,801 | 104,452 |
Capital Contribution | 14,151 | 20,886 | 14,781 | 23,465 | 13,693 |
Distribution to RSE Collection or its affiliates | (175) | (400) | (713) | (5,103) | (681) |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (14,299) | (20,991) | (14,915) | (16,180) | (13,829) |
Members' Equity / (Deficit) | 15,123 | 335,186 | 124,910 | 489,983 | 103,635 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 15,273 | $ 335,336 | $ 125,060 | $ 490,133 | $ 103,785 |
See accompanying notes, which are an integral part of these financial statements.
F-2
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 1,985 | $ 984 | $ 1,714 | $ 1,984 | $ 4,989 |
Pre-paid Insurance | 8 | 5 | 19 | 7 | 16 |
Due From the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 1,993 | 989 | 1,733 | 1,991 | 5,005 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 64,271 | 35,437 | 158,042 | 52,787 | 115,562 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 66,264 | $ 36,426 | $ 159,775 | $ 54,778 | $ 120,567 |
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|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ 150 | $ 150 | $ 150 | $ 150 | $ 150 |
Income Taxes Payable | - | - | - | - | - |
Insurance Payable | - | - | - | - | - |
Sales Tax Payable | - | -�� | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Total Liabilities | 150 | 150 | 150 | 150 | 150 |
Members' Equity |
|
|
|
|
|
Membership Contributions | 66,699 | 36,621 | 160,430 | 54,771 | 120,551 |
Capital Contribution | 13,655 | 13,352 | 14,260 | 13,511 | 17,177 |
Distribution to RSE Collection or its affiliates | (443) | (200) | - | - | - |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (13,797) | (13,497) | (15,065) | (13,654) | (17,311) |
Members' Equity / (Deficit) | 66,114 | 36,276 | 159,625 | 54,628 | 120,417 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 66,264 | $ 36,426 | $ 159,775 | $ 54,778 | $ 120,567 |
See accompanying notes, which are an integral part of these financial statements.
F-3
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 2,000 | $ 3,504 | $ 3,000 | $ 2,000 | $ 1,999 |
Pre-paid Insurance | 11 | 82 | 25 | 18 | 16 |
Due From the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 2,011 | 3,586 | 3,025 | 2,018 | 2,015 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 79,786 | 612,439 | 186,301 | 136,465 | 120,286 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 81,797 | $ 616,025 | $ 189,326 | $ 138,483 | $ 122,301 |
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ 150 | $ 150 | $ 150 | $ 150 | $ 150 |
Income Taxes Payable | - | - | - | - | - |
Insurance Payable | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Total Liabilities | 150 | 150 | 150 | 150 | 150 |
Members' Equity |
|
|
|
|
|
Membership Contributions | 82,286 | 616,716 | 189,601 | 138,765 | 122,586 |
Capital Contribution | 12,851 | 23,667 | 14,597 | 13,426 | 13,175 |
Distribution to RSE Collection or its affiliates | (500) | (774) | (300) | (300) | (300) |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (12,990) | (23,734) | (14,722) | (13,558) | (13,310) |
Members' Equity / (Deficit) | 81,647 | 615,875 | 189,176 | 138,333 | 122,151 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 81,797 | $ 616,025 | $ 189,326 | $ 138,483 | $ 122,301 |
See accompanying notes, which are an integral part of these financial statements.
F-4
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 1,999 | $ 2,649 | $ 3,700 | $ 1,592 | $ 1,799 | $ 2,898 |
Pre-paid Insurance | 24 | 10 | 23 | - | 3 | 32 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 2,023 | 2,659 | 3,723 | 1,592 | 1,802 | 2,930 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 182,802 | 75,903 | 170,286 | - | 23,187 | 235,388 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 184,825 | $ 78,562 | $ 174,009 | $ 1,592 | $ 24,989 | $ 238,318 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 150 | $ 150 | $ 150 | $ - | $ 150 | $ 150 |
Income Taxes Payable | - | - | - | 415 | - | - |
Insurance Payable | - | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 150 | 150 | 150 | 415 | 150 | 150 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 185,301 | 79,052 | 173,986 | - | 24,986 | 238,636 |
Capital Contribution | 13,513 | 13,590 | 13,179 | 7,861 | 10,022 | 13,219 |
Distribution to RSE Collection or its affiliates | (500) | (500) | - | - | - | (350) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (13,639) | (13,730) | (13,306) | (6,684) | (10,169) | (13,337) |
Members' Equity / (Deficit) | 184,675 | 78,412 | 173,859 | 1,177 | 24,839 | 238,168 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 184,825 | $ 78,562 | $ 174,009 | $ 1,592 | $ 24,989 | $ 238,318 |
See accompanying notes, which are an integral part of these financial statements.
F-5
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 2,300 | $ 4,148 | $ 4,550 | $ 3,064 | $ 2,962 | $ 4,197 |
Pre-paid Insurance | 10 | 8 | 78 | 17 | 18 | 44 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 2,310 | 4,156 | 4,628 | 3,081 | 2,980 | 4,241 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 75,997 | 63,071 | 572,236 | 129,227 | 138,482 | 325,590 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 78,307 | $ 67,227 | $ 576,864 | $ 132,308 | $ 141,462 | $ 329,831 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 150 | $ 150 | $ 150 | $ 150 | $ 150 | $ 150 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 150 | 150 | 150 | 150 | 150 | 150 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 79,297 | 65,005 | 577,286 | 133,279 | 141,794 | 330,287 |
Capital Contribution | 11,969 | 12,887 | 24,622 | 11,167 | 10,474 | 21,864 |
Distribution to RSE Collection or its affiliates | (1,000) | - | (500) | (988) | (350) | (500) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (12,109) | (10,815) | (24,694) | (11,300) | (10,606) | (21,970) |
Members' Equity / (Deficit) | 78,157 | 67,077 | 576,714 | 132,158 | 141,312 | 329,681 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 78,307 | $ 67,227 | $ 576,864 | $ 132,308 | $ 141,462 | $ 329,831 |
See accompanying notes, which are an integral part of these financial statements.
F-6
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 2,412 | $ 6,161 | $ 3,662 | $ 2,241 | $ 5,489 |
Pre-paid Insurance | 6 | - | 6 | - | 37 |
Due From the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 2,418 | 6,161 | 3,668 | 2,241 | 5,526 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 46,188 | - | 47,388 | - | 277,811 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 48,606 | $ 6,161 | $ 51,056 | $ 2,241 | $ 283,337 |
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ 150 | $ - | $ 150 | $ - | $ 150 |
Income Taxes Payable | - | 6,161 | - | 2,241 | - |
Insurance Payable | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | 0 | - |
Total Liabilities | 150 | 6,161 | 150 | 2,241 | 150 |
Members' Equity |
|
|
|
|
|
Membership Contributions | 48,600 | - | 47,020 | - | 283,775 |
Capital Contribution | 9,751 | 13,156 | 13,630 | 8,247 | 14,682 |
Distribution to RSE Collection or its affiliates | - | (400) | - | (700) | (475) |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (9,895) | (12,756) | (9,744) | (7,547) | (14,795) |
Members' Equity / (Deficit) | 48,456 | - | 50,906 | (0) | 283,187 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 48,606 | $ 6,161 | $ 51,056 | $ 2,241 | $ 283,337 |
See accompanying notes, which are an integral part of these financial statements.
F-7
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 500 | $ 400 | $ 400 | $ 300 | $ 300 | $ 243 |
Pre-paid Insurance | - | 22 | 15 | 17 | 26 | 26 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 500 | 422 | 415 | 317 | 326 | 269 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 140,561 | 10,200 | 20,100 | 36,146 | 11,903 | 15,000 |
Other Assets | 952 | - | - | - | - | - |
TOTAL ASSETS | $ 142,013 | $ 10,622 | $ 20,515 | $ 36,463 | $ 12,229 | $ 15,269 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 16 | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | 10 | 10 | 10 | 10 | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | 364 |
Total Liabilities | 16 | 10 | 10 | 10 | 10 | 374 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 141,061 | 10,832 | 20,792 | 36,738 | 16,356 | 15,600 |
Capital Contribution | 1,343 | 686 | 575 | 611 | 1,000 | 778 |
Distribution to RSE Collection or its affiliates | - | (232) | (292) | (292) | (238) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (407) | (674) | (570) | (604) | (4,899) | (1,483) |
Members' Equity / (Deficit) | 141,997 | 10,612 | 20,505 | 36,453 | 12,219 | 14,895 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 142,013 | $ 10,622 | $ 20,515 | $ 36,463 | $ 12,229 | $ 15,269 |
See accompanying notes, which are an integral part of these financial statements.
F-8
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 354 | $ 300 | $ 308 | $ 377 | $ 3,400 | $ 365 |
Pre-paid Insurance | 19 | 24 | 53 | 149 | 39 | 31 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 373 | 324 | 361 | 526 | 3,439 | 396 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 7,546 | 13,566 | 42,944 | 144,143 | 286,364 | 19,535 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 7,919 | $ 13,890 | $ 43,305 | $ 144,669 | $ 289,803 | $ 19,931 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ 150 | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 10 | 10 | 10 | 10 | - | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | 400 | - | - | 400 |
Total Liabilities | 10 | 10 | 410 | 10 | 150 | 410 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 8,138 | 14,158 | 43,580 | 144,848 | 289,764 | 20,181 |
Capital Contribution | 668 | 728 | 1,185 | 2,559 | 6,475 | 970 |
Distribution to RSE Collection or its affiliates | (238) | (292) | (281) | (281) | - | (281) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (659) | (714) | (1,589) | (2,467) | (6,586) | (1,349) |
Members' Equity / (Deficit) | 7,909 | 13,880 | 42,895 | 144,659 | 289,653 | 19,521 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 7,919 | $ 13,890 | $ 43,305 | $ 144,669 | $ 289,803 | $ 19,931 |
See accompanying notes, which are an integral part of these financial statements.
F-9
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 500 | $ 300 | $ 5,000 | $ 500 | $ 600 | $ 500 |
Pre-paid Insurance | - | 68 | 14 | - | - | - |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 500 | 368�� | 5,014 | 500 | 600 | 500 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 34,046 | 74,668 | 108,488 | 20,523 | 95,252 | 25,564 |
Other Assets | 1,165 | - | - | 2,346 | 3 | 1,252 |
TOTAL ASSETS | $ 35,711 | $ 75,036 | $ 113,502 | $ 23,370 | $ 95,855 | $ 27,316 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 16 | $ - | $ 150 | $ 16 | $ 16 | $ 16 |
Income Taxes Payable | - | - | - | 1,087 | - | 85 |
Insurance Payable | - | - | - | - | - | - |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | 400 | - | - | - | - |
Total Liabilities | 16 | 400 | 150 | 1,103 | 16 | 101 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 34,546 | 75,280 | 114,038 | 49,067 | 290,600 | 26,027 |
Capital Contribution | 1,505 | 1,251 | 4,501 | 2,753 | 327 | 1,615 |
Distribution to RSE Collection or its affiliates | - | (313) | (550) | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (356) | (1,582) | (4,637) | (29,554) | (195,088) | (427) |
Members' Equity / (Deficit) | 35,695 | 74,636 | 113,352 | 22,267 | 95,839 | 27,215 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 35,711 | $ 75,036 | $ 113,502 | $ 23,370 | $ 95,855 | $ 27,316 |
See accompanying notes, which are an integral part of these financial statements.
F-10
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 300 | $ 400 | $ 501 | $ 557 | $ 400 | $ 500 |
Pre-paid Insurance | 34 | 8 | - | - | 64 | - |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 334 | 408 | 501 | 557 | 464 | 500 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 23,920 | 11,100 | 28,359 | 9,731 | 38,500 | 101,487 |
Other Assets | - | - | 1,302 | 1,434 | - | 2,626 |
TOTAL ASSETS | $ 24,254 | $ 11,508 | $ 30,162 | $ 11,722 | $ 38,964 | $ 104,613 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ 16 | $ 16 | $ - | $ 16 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 10 | 10 | - | - | 10 | - |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 10 | 10 | 16 | 16 | 10 | 16 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 24,500 | 11,792 | 28,860 | 29,200 | 42,692 | 101,987 |
Capital Contribution | 756 | 448 | 1,620 | 6,014 | 1,368 | 2,917 |
Distribution to RSE Collection or its affiliates | (281) | (292) | - | - | (292) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (731) | (451) | (334) | (23,508) | (4,814) | (307) |
Members' Equity / (Deficit) | 24,244 | 11,497 | 30,146 | 11,706 | 38,954 | 104,597 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 24,254 | $ 11,508 | $ 30,162 | $ 11,722 | $ 38,964 | $ 104,613 |
See accompanying notes, which are an integral part of these financial statements.
F-11
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 500 | $ 500 | $ 320 | $ 320 | $ 320 | $ 320 |
Pre-paid Insurance | - | - | 52 | 106 | 29 | 29 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 500 | 500 | 372 | 426 | 349 | 349 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 49,930 | 30,452 | 42,082 | 99,082 | 17,481 | 17,482 |
Other Assets | 1,222 | - | - | - | - | - |
TOTAL ASSETS | $ 51,652 | $ 30,952 | $ 42,454 | $ 99,508 | $ 17,830 | $ 17,830 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 16 | $ 16 | $ - | $ - | $ 7 | $ 7 |
Income Taxes Payable | 225 | - | - | - | - | - |
Insurance Payable | - | - | 10 | 10 | 10 | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | 334 | - | - | - |
Total Liabilities | 241 | 16 | 344 | 10 | 17 | 17 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 50,269 | 30,952 | 42,600 | 99,600 | 18,000 | 18,000 |
Capital Contribution | 1,514 | 291 | 521 | 1,721 | 698 | 698 |
Distribution to RSE Collection or its affiliates | - | - | (198) | (198) | (198) | (198) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (372) | (307) | (813) | (1,625) | (687) | (687) |
Members' Equity / (Deficit) | 51,411 | 30,936 | 42,110 | 99,497 | 17,813 | 17,813 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 51,652 | $ 30,952 | $ 42,454 | $ 99,508 | $ 17,830 | $ 17,830 |
See accompanying notes, which are an integral part of these financial statements.
F-12
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 402 | $ 381 | $ 402 | $ 326 | $ 402 | $ 402 |
Pre-paid Insurance | 13 | 13 | 39 | 59 | 63 | 33 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 415 | 394 | 441 | 385 | 465 | 435 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 7,700 | 13,769 | 29,402 | 49,187 | 54,000 | 22,800 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 8,115 | $ 14,163 | $ 29,843 | $ 49,572 | $ 54,465 | $ 23,235 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ 7 | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 10 | 10 | 10 | 10 | 10 | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | 667 | 400 |
Total Liabilities | 10 | 10 | 17 | 10 | 677 | 410 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 8,300 | 14,574 | 30,002 | 49,637 | 54,600 | 23,400 |
Capital Contribution | 437 | 504 | 835 | 1,032 | 982 | 633 |
Distribution to RSE Collection or its affiliates | (198) | (424) | (198) | (124) | (198) | (198) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (434) | (501) | (813) | (983) | (1,596) | (1,010) |
Members' Equity / (Deficit) | 8,105 | 14,153 | 29,826 | 49,562 | 53,788 | 22,825 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 8,115 | $ 14,163 | $ 29,843 | $ 49,572 | $ 54,465 | $ 23,235 |
See accompanying notes, which are an integral part of these financial statements.
F-13
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $- | $545 | $66 | $500 | $500 | $300 |
Pre-paid Insurance | 42 | - | 48 | - | - | 15 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 42 | 545 | 114 | 500 | 500 | 315 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 33,614 | 86,571 | 250,000 | 73,188 | 13,775 | 18,998 |
Other Assets | - | 1,484 | - | - | 2,891 | - |
TOTAL ASSETS | $33,656 | $88,600 | $250,114 | $73,688 | $17,166 | $19,313 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $- | $49 | $- | $16 | $16 | $- |
Income Taxes Payable | - | 2,267 | - | - | - | - |
Insurance Payable | 10 | - | 11 | - | - | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 10 | 2,316 | 11 | 16 | 16 | 10 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 32,824 | 84,902 | 250,545 | 58,900 | 32,764 | 19,531 |
Capital Contribution | 1,977 | 11,588 | 585 | 15,047 | 9,991 | 399 |
Distribution to RSE Collection or its affiliates | (424) | - | - | - | - | (232) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (731) | (10,206) | (1,027) | (275) | (25,605) | (395) |
Members' Equity / (Deficit) | 33,646 | 86,284 | 250,103 | 73,672 | 17,150 | 19,303 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $33,656 | $88,600 | $250,114 | $73,688 | $17,166 | $19,313 |
See accompanying notes, which are an integral part of these financial statements.
F-14
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 1,030 | $ 323 | $ 402 | $ 400 | $ 500 | $ 2,800 |
Pre-paid Insurance | 41 | 21 | 52 | 22 | - | 22 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 1,071 | 344 | 454 | 422 | 500 | 2,822 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 202,121 | 10,330 | 42,000 | 70,000 | 75,206 | 160,119 |
Other Assets | - | - | - | - | 2,981 | - |
TOTAL ASSETS | $ 203,192 | $ 10,674 | $ 42,454 | $ 70,422 | $ 78,687 | $ 162,941 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ 16 | $ 8 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 10 | 10 | 11 | 10 | - | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 10 | 10 | 11 | 10 | 16 | 18 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 203,390 | 10,851 | 42,600 | 70,909 | 66,810 | 163,666 |
Capital Contribution | 745 | 471 | 802 | 542 | 12,127 | 644 |
Distribution to RSE Collection or its affiliates | (238) | (198) | (198) | (509) | - | (747) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (715) | (460) | (761) | (530) | (266) | (640) |
Members' Equity / (Deficit) | 203,182 | 10,664 | 42,443 | 70,412 | 78,671 | 162,923 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 203,192 | $ 10,674 | $ 42,454 | $ 70,422 | $ 78,687 | $ 162,941 |
See accompanying notes, which are an integral part of these financial statements.
F-15
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #GAMEBOY | Series #CROESUS | Series #SACHS1 | Series #32RUTH | Series #ELON1 | Series #105.ETH |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 400 | $ 429 | $ 500 | $ 327 | $ 400 | $ 500 |
Pre-paid Insurance | 31 | 66 | - | 93 | 18 | - |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 431 | 495 | 500 | 420 | 418 | 500 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 20,000 | 57,729 | 24,631 | 85,074 | 6,000 | 39,873 |
Other Assets | - | - | 1,602 | - | - | 2,359 |
TOTAL ASSETS | $ 20,431 | $ 58,224 | $ 26,733 | $ 85,494 | $ 6,418 | $ 42,732 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 51 | $ - | $ 16 | $ - | $ - | $ 16 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 10 | - | - | 10 | 11 | - |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | 500 | 204 | 545 | 400 | - | - |
Total Liabilities | 561 | 204 | 561 | 410 | 11 | 16 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 20,909 | 58,505 | 20,785 | 85,600 | 6,718 | 39,100 |
Capital Contribution | 723 | 985 | 6,228 | 1,248 | 489 | 3,849 |
Distribution to RSE Collection or its affiliates | (509) | (477) | - | (198) | (318) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (1,253) | (993) | (841) | (1,566) | (482) | (233) |
Members' Equity / (Deficit) | 19,870 | 58,020 | 26,172 | 85,084 | 6,407 | 42,716 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 20,431 | $ 58,224 | $ 26,733 | $ 85,494 | $ 6,418 | $ 42,732 |
See accompanying notes, which are an integral part of these financial statements.
F-16
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #R2D2 | Series #VADER | Series #WARHOL2 | Series #JEKYLL | Series #BUFFETT1 | Series #DRACULA10 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 300 | $ 334 | $ 2,178 | $ 400 | $ 367 | $ 308 |
Pre-paid Insurance | 19 | 18 | 9 | 15 | 14 | 17 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 319 | 352 | 2,186 | 415 | 381 | 325 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 7,806 | 6,066 | 62,263 | 16,498 | 13,033 | 35,092 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 8,125 | $ 6,418 | $ 64,449 | $ 16,913 | $ 13,414 | $ 35,417 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ 7 | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 10 | 10 | 10 | 10 | 10 | 10 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | 400 | 401 | 1,500 | - | - | - |
Total Liabilities | 410 | 411 | 1,517 | 10 | 10 | 10 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 8,344 | 6,638 | 62,941 | 17,131 | 13,999 | 35,880 |
Capital Contribution | 366 | 347 | 627 | 338 | 306 | 419 |
Distribution to RSE Collection or its affiliates | (238) | (238) | - | (232) | (599) | (480) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (757) | (740) | (636) | (335) | (302) | (412) |
Members' Equity / (Deficit) | 7,715 | 6,007 | 62,932 | 16,902 | 13,404 | 35,407 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 8,125 | $ 6,418 | $ 64,449 | $ 16,913 | $ 13,414 | $ 35,417 |
See accompanying notes, which are an integral part of these financial statements.
F-17
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #PAPPY1 | Series #1857COIN | Series #94CSI | Series #ANDYPELE | Series #BOBAFETT | Series #ELVIS |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $771 | $400 | $50 | $235 | $355 | $320 |
Pre-paid Insurance | 6 | 32 | - | 3 | 32 | 45 |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 776 | 432 | 50 | 238 | 387 | 365 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 11,856 | 22,900 | - | 24,165 | 23,005 | 34,882 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $12,632 | $23,332 | $50 | $24,403 | $23,392 | $35,247 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $- | $- | $- | $- | $- | $- |
Income Taxes Payable | - | - | 50 | - | - | - |
Insurance Payable | - | - | - | - | 11 | 11 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | 500 |
Total Liabilities | - | - | 50 | - | 11 | 511 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 13,360 | 23,663 | - | 24,877 | 23,723 | 35,400 |
Capital Contribution | 834 | 660 | - | 281 | 444 | 845 |
Distribution to RSE Collection or its affiliates | (1,300) | (363) | - | (477) | (363) | (198) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (262) | (628) | - | (278) | (423) | (1,311) |
Members' Equity / (Deficit) | 12,632 | 23,332 | - | 24,403 | 23,381 | 34,736 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $12,632 | $23,332 | $50 | $24,403 | $23,392 | $35,247 |
See accompanying notes, which are an integral part of these financial statements.
F-18
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #GBOYCOLOR | Series #JETFIRE | Series #POPEBALL | Series #RABBIT | Series #54AARON | Series #GRATEFUL1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 331 | $ 300 | $ 300 | $ 300 | $ 346 | $ - |
Pre-paid Insurance | 17 | 18 | 28 | 18 | 243 | 105 |
Due From the Manager or its Affiliates | - | - | - | - | - | 362 |
Total Current Assets | 348 | 318 | 328 | 318 | 589 | 467 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 5,169 | 6,561 | 17,387 | 40,248 | 166,771 | 110,038 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 5,517 | $ 6,879 | $ 17,715 | $ 40,566 | $ 167,360 | $ 110,505 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 11 | 10 | 10 | 10 | 10 | 11 |
Sales Tax Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | 75 | - | 1,000 | - | - |
Total Liabilities | 11 | 85 | 10 | 1,010 | 10 | 11 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 5,738 | 7,179 | 18,164 | 40,781 | 167,025 | 110,900 |
Capital Contribution | 306 | 309 | 440 | 310 | 2,753 | 1,160 |
Distribution to RSE Collection or its affiliates | (238) | (318) | (477) | (232) | (154) | (500) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (300) | (376) | (422) | (1,303) | (2,274) | (1,066) |
Members' Equity / (Deficit) | 5,506 | 6,794 | 17,705 | 39,556 | 167,350 | 110,494 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 5,517 | $ 6,879 | $ 17,715 | $ 40,566 | $ 167,360 | $ 110,505 |
See accompanying notes, which are an integral part of these financial statements.
F-19
RSE COLLECTION, LLC
Consolidated Balance Sheets as of June 30, 2023 (unaudited)
| Series #BOBAPROTO | Series #BATMAN | Series #ARSHAM1 | Consolidated |
Assets |
|
|
|
|
Current Assets |
|
|
|
|
Cash and Cash Equivalents | $ 332 | $ 292,636 | $ 600 | $ 448,083 |
Pre-paid Insurance | 136 | - | 16 | 5,015 |
Due From the Manager or its Affiliates | - | - | - | 362 |
Total Current Assets | 468 | 292,636 | 616 | 453,459 |
Other Assets |
|
|
|
|
Collection Assets - Deposit | - | - | - | - |
Collection Assets - Owned | 138,867 | - | 120,560 | 10,496,803 |
Other Assets | - | - | - | 41,383 |
TOTAL ASSETS | $ 139,335 | $ 292,636 | $ 121,176 | $ 10,991,647 |
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
Liabilities |
|
|
|
|
Current Liabilities |
|
|
|
|
Accounts Payable | $ - | $ - | $ 150 | $ 6,107 |
Income Taxes Payable | - | 114,736 | - | 130,344 |
Insurance Payable | 10 | 2 | - | 2,209 |
Sales Tax Payable | - | 177,500 | - | 177,500 |
Due to the Manager or its Affiliates | 50 | - | - | 638,553 |
Total Liabilities | 60 | 292,238 | 150 | 954,714 |
Members' Equity |
|
|
|
|
Membership Contributions | 139,817 | - | 121,160 | 10,263,784 |
Capital Contribution | 1,306 | - | 256 | 1,353,717 |
Distribution to RSE Collection or its affiliates | (667) | - | - | - |
Distribution to Series | - | - | - | - |
Accumulated Surplus / (Deficit) | (1,181) | 398 | (390) | (1,580,568) |
Members' Equity / (Deficit) | 139,275 | 398 | 121,026 | 10,036,933 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 139,335 | $ 292,636 | $ 121,176 | $ 10,991,647 |
See accompanying notes, which are an integral part of these financial statements.
F-20
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 | |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 4,149 | $ - | $ - | $ 2,214 | $ 960 | $ 15,185 |
Pre-paid Insurance | - | - | - | - | - | - |
Other Receivable | - | - | - | - | - | - |
Due From the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 4,149 | - | - | 2,214 | 960 | 15,185 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 106,266 | 175,826 | 132,382 | 408,386 | 114,581 | - |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 110,415 | $ 175,826 | $ 132,382 | $ 410,600 | $ 115,541 | $ 15,185 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - | 15,185 |
Insurance Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | - | - | - | - | - | 15,185 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 111,236 | 163,883 | 133,508 | 422,131 | 116,742 | - |
Capital Contribution from Manager | 16,433 | 19,980 | 17,828 | 44,479 | 14,708 | 13,015 |
Capital Contribution for shortfall at Offering close | - | 12,344 | - | 3,357 | 444 | - |
Distribution to RSE Collection | (821) | (401) | (1,126) | (14,888) | (1,645) | (250) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (16,433) | (19,980) | (17,828) | (44,479) | (14,708) | (12,765) |
Members' Equity / (Deficit) | 110,415 | 175,826 | 132,382 | 410,600 | 115,541 | - |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 110,415 | $ 175,826 | $ 132,382 | $ 410,600 | $ 115,541 | $ 15,185 |
|
|
|
|
|
|
|
See accompanying notes, which are an integral part of these financial statements.
F-21
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 485 | $ 2,485 | $ 2,500 | $ 1,485 | $ 1,985 |
Pre-paid Insurance | - | - | - | - | - |
Other Receivable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 485 | 2,485 | 2,500 | 1,485 | 1,985 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 14,786 | 332,806 | 122,544 | 488,586 | 101,786 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 15,271 | $ 335,291 | $ 125,044 | $ 490,071 | $ 103,771 |
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - |
Insurance Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Total Liabilities | - | - | - | - | - |
Members' Equity |
|
|
|
|
|
Membership Contributions | 15,446 | 335,691 | 125,757 | 487,801 | 104,452 |
Capital Contribution from Manager | 13,266 | 19,748 | 13,812 | 14,850 | 12,740 |
Capital Contribution for shortfall at Offering close | - | - | - | 7,373 | - |
Distribution to RSE Collection | (175) | (400) | (713) | (5,103) | (681) |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (13,266) | (19,748) | (13,812) | (14,850) | (12,740) |
Members' Equity / (Deficit) | 15,271 | 335,291 | 125,044 | 490,071 | 103,771 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 15,271 | $ 335,291 | $ 125,044 | $ 490,071 | $ 103,771 |
See accompanying notes, which are an integral part of these financial statements.
F-22
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 1,985 | $ 984 | $ 1,714 | $ 1,984 | $ 4,989 |
Pre-paid Insurance | - | - | - | - | - |
Other Receivable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 1,985 | 984 | 1,714 | 1,984 | 4,989 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 64,271 | 35,437 | 158,042 | 52,787 | 115,562 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 66,256 | $ 36,421 | $ 159,755 | $ 54,771 | $ 120,551 |
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - |
Insurance Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Total Liabilities | - | - | - | - | - |
Members' Equity |
|
|
|
|
|
Membership Contributions | 66,699 | 36,621 | 160,430 | 54,771 | 120,551 |
Capital Contribution from Manager | 12,732 | 12,452 | 13,269 | 12,596 | 12,816 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - |
Distribution to RSE Collection | (443) | (200) | - | - | - |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (12,732) | (12,452) | (13,944) | (12,596) | (12,816) |
Members' Equity / (Deficit) | 66,256 | 36,421 | 159,755 | 54,771 | 120,551 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 66,256 | $ 36,421 | $ 159,755 | $ 54,771 | $ 120,551 |
See accompanying notes, which are an integral part of these financial statements.
F-23
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 2,000 | $ 3,504 | $ 3,000 | $ 2,000 | $ 1,999 |
Pre-paid Insurance | - | - | - | - | - |
Other Receivable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 2,000 | 3,504 | 3,000 | 2,000 | 1,999 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 79,786 | 612,439 | 186,301 | 136,465 | 120,286 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 81,786 | $ 615,943 | $ 189,301 | $ 138,465 | $ 122,285 |
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - |
Insurance Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Total Liabilities | - | - | - | - | - |
Members' Equity |
|
|
|
|
|
Membership Contributions | 82,286 | 616,716 | 189,601 | 138,765 | 122,586 |
Capital Contribution from Manager | 11,915 | 17,544 | 13,575 | 12,445 | 12,205 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - |
Distribution to RSE Collection | (500) | (773) | (300) | (300) | (299) |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (11,915) | (17,544) | (13,575) | (12,445) | (12,207) |
Members' Equity / (Deficit) | 81,786 | 615,943 | 189,301 | 138,465 | 122,285 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 81,786 | $ 615,943 | $ 189,301 | $ 138,465 | $ 122,285 |
See accompanying notes, which are an integral part of these financial statements.
F-24
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 1,999 | $ 2,649 | $ 3,700 | $ 3,050 | $ 1,799 | $ 2,898 |
Pre-paid Insurance | - | - | - | - | - | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 1,999 | 2,649 | 3,700 | 3,050 | 1,799 | 2,898 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 182,802 | 75,903 | 170,286 | - | 23,187 | 235,388 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 184,801 | $ 78,552 | $ 173,986 | $ 3,050 | $ 24,986 | $ 238,286 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | 1,873 | - | - |
Insurance Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | - | - | - | 1,873 | - | - |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 185,301 | 79,052 | 173,986 | - | 24,986 | 238,636 |
Capital Contribution from Manager | 12,496 | 12,657 | 12,170 | 7,861 | 9,131 | 12,157 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | (500) | (500) | - | - | - | (350) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (12,496) | (12,657) | (12,170) | (6,684) | (9,131) | (12,157) |
Members' Equity / (Deficit) | 184,801 | 78,552 | 173,986 | 1,177 | 24,986 | 238,286 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 184,801 | $ 78,552 | $ 173,986 | $ 3,050 | $ 24,986 | $ 238,286 |
See accompanying notes, which are an integral part of these financial statements.
F-25
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 2,300 | $ 4,148 | $ 4,550 | $ 3,064 | $ 2,962 | $ 4,197 |
Pre-paid Insurance | - | - | - | - | - | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 2,300 | 4,148 | 4,550 | 3,064 | 2,962 | 4,197 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 75,997 | 63,071 | 572,236 | 129,227 | 138,482 | 325,590 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 78,297 | $ 67,219 | $ 576,786 | $ 132,291 | $ 141,444 | $ 329,787 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | - | - | - | - | - | - |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 79,297 | 65,005 | 577,286 | 133,279 | 141,794 | 330,287 |
Capital Contribution from Manager | 11,036 | 9,751 | 23,290 | 10,193 | 9,492 | 20,730 |
Capital Contribution for shortfall at Offering close | - | 2,214 | - | - | - | - |
Distribution to RSE Collection | (1,000) | - | (500) | (988) | (350) | (500) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (11,036) | (9,751) | (23,290) | (10,193) | (9,492) | (20,730) |
Members' Equity / (Deficit) | 78,297 | 67,219 | 576,786 | 132,291 | 141,444 | 329,787 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 78,297 | $ 67,219 | $ 576,786 | $ 132,291 | $ 141,444 | $ 329,787 |
See accompanying notes, which are an integral part of these financial statements.
F-26
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 | |
Assets |
|
|
|
|
|
Current Assets |
|
|
|
|
|
Cash and Cash Equivalents | $ 2,412 | $ 30,605 | $ 3,662 | $ 11,004 | $ 5,489 |
Pre-paid Insurance | - | - | - | - | - |
Other Receivable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Total Current Assets | 2,412 | 30,605 | 3,662 | 11,004 | 5,489 |
Other Assets |
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - |
Collection Assets - Owned | 46,188 | - | 47,388 | - | 277,811 |
Other Assets | - | - | - | - | - |
TOTAL ASSETS | $ 48,600 | $ 30,605 | $ 51,050 | $ 11,004 | $ 283,300 |
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
Liabilities |
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ - | $ 850 |
Income Taxes Payable | - | 30,605 | - | 11,004 | - |
Insurance Payable | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Total Liabilities | - | 30,605 | - | 11,004 | 850 |
Members' Equity |
|
|
|
|
|
Membership Contributions | 48,600 | - | 47,020 | - | 283,775 |
Capital Contribution from Manager | 8,842 | 12,756 | 8,690 | 8,247 | 12,738 |
Capital Contribution for shortfall at Offering close | - | 400 | 4,030 | - | - |
Distribution to RSE Collection | - | (400) | - | (700) | (475) |
Distribution to Series | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (8,842) | (12,756) | (8,690) | (7,547) | (13,588) |
Members' Equity / (Deficit) | 48,600 | - | 51,050 | - | 282,450 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 48,600 | $ 30,605 | $ 51,050 | $ 11,004 | $ 283,300 |
See accompanying notes, which are an integral part of these financial statements.
F-27
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 500 | $ 400 | $ 400 | $ 300 | $ 300 | $ 243 |
Pre-paid Insurance | - | 12 | 12 | 12 | 11 | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 500 | 412 | 412 | 312 | 311 | 255 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 140,561 | 10,200 | 20,100 | 36,146 | 11,903 | 15,000 |
Other Assets | 952 | - | - | - | - | - |
TOTAL ASSETS | $ 142,013 | $ 10,612 | $ 20,512 | $ 36,458 | $ 12,214 | $ 15,255 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | - | - | - | - | 135 |
Due to the Manager or its Affiliates | - | - | - | - | - | 363 |
Total Liabilities | - | 2 | 2 | 2 | 2 | 501 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 141,061 | 10,832 | 20,792 | 36,738 | 16,356 | 15,600 |
Capital Contribution from Manager | 1,220 | 471 | 401 | 424 | 756 | 371 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | (231) | (292) | (292) | (239) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (268) | (462) | (391) | (414) | (4,661) | (1,217) |
Members' Equity / (Deficit) | 142,013 | 10,610 | 20,510 | 36,456 | 12,212 | 14,754 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 142,013 | $ 10,612 | $ 20,512 | $ 36,458 | $ 12,214 | $ 15,255 |
See accompanying notes, which are an integral part of these financial statements.
F-28
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 354 | $ 300 | $ 308 | $ 377 | $ 3,400 | $ 365 |
Pre-paid Insurance | 12 | 12 | 12 | 12 | - | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 366 | 312 | 320 | 389 | 3,400 | 377 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 7,546 | 13,566 | 42,944 | 144,143 | 286,364 | 19,535 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 7,912 | $ 13,878 | $ 43,264 | $ 144,532 | $ 289,764 | $ 19,912 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 2 | $ 2 | $ 2 | $ 2 | $ - | $ 2 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 2 | 2 | 2 | 2 | - | 2 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 8,138 | 14,158 | 43,580 | 144,848 | 289,764 | 20,181 |
Capital Contribution from Manager | 469 | 497 | 788 | 1,598 | 5,372 | 703 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | (238) | (292) | (280) | (281) | - | (281) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (459) | (488) | (826) | (1,635) | (5,372) | (693) |
Members' Equity / (Deficit) | 7,910 | 13,875 | 43,262 | 144,530 | 289,764 | 19,910 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 7,912 | $ 13,878 | $ 43,264 | $ 144,532 | $ 289,764 | $ 19,912 |
See accompanying notes, which are an integral part of these financial statements.
F-29
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 500 | $ 300 | $ 5,000 | $ - | $ 600 | $ 500 |
Pre-paid Insurance | - | - | - | - | - | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | 500 | - | - |
Total Current Assets | 500 | 300 | 5,000 | 500 | 600 | 500 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 34,046 | 74,668 | 108,488 | 51,507 | 290,000 | 26,001 |
Other Assets | 1,165 | - | - | 2,359 | 3 | 1,252 |
TOTAL ASSETS | $ 35,711 | $ 74,968 | $ 113,488 | $ 54,366 | $ 290,603 | $ 27,753 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ 2 | $ - | $ - | $ - | $ - |
Income Taxes Payable | - | - | - | 970 | - | 85 |
Insurance Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | 400 | - | - | - | - |
Total Liabilities | - | 402 | - | 970 | - | 85 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 34,546 | 75,280 | 114,038 | 49,067 | 290,600 | 26,027 |
Capital Contribution from Manager | 1,382 | 719 | 1,994 | 2,631 | 204 | 1,492 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | (311) | (550) | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (217) | (1,122) | (1,994) | 1,698 | (201) | 149 |
Members' Equity / (Deficit) | 35,711 | 74,566 | 113,488 | 53,396 | 290,603 | 27,668 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 35,711 | $ 74,968 | $ 113,488 | $ 54,366 | $ 290,603 | $ 27,753 |
See accompanying notes, which are an integral part of these financial statements.
F-30
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 300 | $ 400 | $ 501 | $ 602 | $ 400 | $ 500 |
Pre-paid Insurance | 12 | 6 | - | - | 12 | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 312 | 406 | 501 | 602 | 412 | 500 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 23,920 | 11,100 | 28,359 | 28,792 | 38,500 | 101,487 |
Other Assets | - | - | 1,302 | 1,434 | - | 2,625 |
TOTAL ASSETS | $ 24,232 | $ 11,506 | $ 30,162 | $ 30,828 | $ 38,912 | $ 104,612 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 2 | $ 2 | $ - | $ 51 | $ 2 | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 2 | 2 | - | 51 | 2 | - |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 24,500 | 11,792 | 28,860 | 29,200 | 42,692 | 101,987 |
Capital Contribution from Manager | 449 | 282 | 1,497 | 5,731 | 904 | 2,794 |
Capital Contribution for shortfall at Offering close | - | - | - | 143 | - | - |
Distribution to RSE Collection | (281) | (292) | - | - | (292) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (439) | (278) | (195) | (4,297) | (4,394) | (169) |
Members' Equity / (Deficit) | 24,229 | 11,504 | 30,162 | 30,777 | 38,910 | 104,612 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 24,232 | $ 11,506 | $ 30,162 | $ 30,828 | $ 38,912 | $ 104,612 |
See accompanying notes, which are an integral part of these financial statements.
F-31
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 500 | $ 500 | $ 320 | $ 320 | $ 320 | $ 320 |
Pre-paid Insurance | - | - | 12 | 12 | 12 | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 500 | 500 | 332 | 332 | 332 | 332 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 50,556 | 30,452 | 42,082 | 99,082 | 17,482 | 17,482 |
Other Assets | 1,222 | - | - | - | - | - |
TOTAL ASSETS | $ 52,278 | $ 30,952 | $ 42,414 | $ 99,414 | $ 17,814 | $ 17,814 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ 3 | $ 2 | $ 2 | $ 2 |
Income Taxes Payable | 225 | - | - | - | - | - |
Insurance Payable | - | - | 233 | 550 | 97 | 97 |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 225 | - | 236 | 552 | 99 | 99 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 50,269 | 30,952 | 42,600 | 99,600 | 18,000 | 18,000 |
Capital Contribution from Manager | 1,390 | 168 | 230 | 461 | 230 | 230 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | (199) | (198) | (199) | (199) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | 394 | (168) | (453) | (1,002) | (316) | (316) |
Members' Equity / (Deficit) | 52,053 | 30,952 | 42,178 | 98,861 | 17,715 | 17,715 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 52,278 | $ 30,952 | $ 42,414 | $ 99,414 | $ 17,814 | $ 17,814 |
See accompanying notes, which are an integral part of these financial statements.
F-32
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 402 | $ 381 | $ 402 | $ 326 | $ 402 | $ 402 |
Pre-paid Insurance | 12 | - | 12 | 12 | 12 | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 414 | 381 | 414 | 338 | 414 | 414 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 7,700 | 13,769 | 29,401 | 49,188 | 54,000 | 22,800 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 8,114 | $ 14,150 | $ 29,815 | $ 49,526 | $ 54,414 | $ 23,214 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 3 | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 6 | 90 | 168 | - | 302 | 127 |
Due to the Manager or its Affiliates | - | - | - | - | 667 | - |
Total Liabilities | 9 | 93 | 170 | 2 | 971 | 130 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 8,300 | 14,574 | 30,002 | 49,637 | 54,600 | 23,400 |
Capital Contribution from Manager | 268 | 179 | 228 | 566 | 222 | 222 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | (199) | (424) | (198) | (124) | (198) | (198) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (264) | (272) | (387) | (556) | (1,181) | (340) |
Members' Equity / (Deficit) | 8,105 | 14,057 | 29,645 | 49,523 | 53,443 | 23,084 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 8,114 | $ 14,150 | $ 29,815 | $ 49,526 | $ 54,414 | $ 23,214 |
See accompanying notes, which are an integral part of these financial statements.
F-33
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ - | $ 7,291 | $ 66 | $ 500 | $ 500 | $ 300 |
Pre-paid Insurance | 12 | - | 12 | - | - | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 12 | 7,291 | 78 | 500 | 500 | 312 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 33,614 | 87,370 | 250,000 | 73,188 | 39,105 | 18,998 |
Other Assets | - | 1,501 | - | - | 2,892 | - |
TOTAL ASSETS | $ 33,626 | $ 96,162 | $ 250,078 | $ 73,688 | $ 42,496 | $ 19,310 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 2 | $ 6,791 | $ 2 | $ - | $ - | $ 2 |
Income Taxes Payable | - | 1,024 | - | - | - | - |
Insurance Payable | 193 | - | 17 | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 195 | 7,815 | 19 | - | - | 2 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 32,824 | 84,902 | 250,545 | 58,900 | 32,764 | 19,531 |
Capital Contribution from Manager | 1,448 | 11,452 | 201 | 136 | 3,028 | 227 |
Capital Contribution for shortfall at Offering close | - | - | - | 14,788 | 6,841 | - |
Distribution to RSE Collection | (424) | - | - | - | - | (233) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (417) | (8,007) | (688) | (136) | (136) | (217) |
Members' Equity / (Deficit) | 33,431 | 88,347 | 250,059 | 73,688 | 42,496 | 19,308 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 33,626 | $ 96,162 | $ 250,078 | $ 73,688 | $ 42,496 | $ 19,310 |
See accompanying notes, which are an integral part of these financial statements.
F-34
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 1,030 | $ 323 | $ 402 | $ 400 | $ 500 | $ 2,800 |
Pre-paid Insurance | 12 | 12 | 12 | 12 | - | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 1,042 | 335 | 414 | 412 | 500 | 2,800 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 202,122 | 10,330 | 42,000 | 70,000 | 75,206 | 160,119 |
Other Assets | - | - | - | - | 2,981 | - |
TOTAL ASSETS | $ 203,164 | $ 10,665 | $ 42,414 | $ 70,412 | $ 78,687 | $ 162,919 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 2 | $ 2 | $ 2 | $ 2 | $ - | $ 2 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | - | 52 | 213 | 106 | - | 103 |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 2 | 55 | 215 | 108 | - | 105 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 203,390 | 10,851 | 42,600 | 70,909 | 66,810 | 163,666 |
Capital Contribution from Manager | 421 | 205 | 198 | 220 | 3,109 | 139 |
Capital Contribution for shortfall at Offering close | - | - | - | - | 8,896 | - |
Distribution to RSE Collection | (238) | (198) | (198) | (509) | - | (747) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (411) | (247) | (401) | (316) | (127) | (245) |
Members' Equity / (Deficit) | 203,161 | 10,610 | 42,199 | 70,304 | 78,687 | 162,814 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 203,164 | $ 10,665 | $ 42,414 | $ 70,412 | $ 78,687 | $ 162,919 |
See accompanying notes, which are an integral part of these financial statements.
F-35
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #GAMEBOY | Series #CROESUS | Series #SACHS1 | Series #32RUTH | Series #ELON1 | Series #105.ETH |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 400 | $ 429 | $ 500 | $ 327 | $ 400 | $ 500 |
Pre-paid Insurance | 12 | 12 | - | 12 | 12 | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 412 | 441 | 500 | 339 | 412 | 500 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 20,000 | 57,729 | 24,631 | 85,074 | 6,000 | 39,873 |
Other Assets | - | - | 1,602 | - | - | 2,359 |
TOTAL ASSETS | $ 20,412 | $ 58,169 | $ 26,733 | $ 85,414 | $ 6,412 | $ 42,732 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 45 | $ - | $ - | $ 2 | $ 45 | $ - |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 125 | 241 | - | 386 | 30 | - |
Due to the Manager or its Affiliates | - | 204 | 545 | - | - | - |
Total Liabilities | 170 | 445 | 545 | 388 | 75 | - |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 20,909 | 58,505 | 20,785 | 85,600 | 6,718 | 39,100 |
Capital Contribution from Manager | 171 | 261 | 1,758 | 155 | 226 | 3,726 |
Capital Contribution for shortfall at Offering close | - | - | 4,346 | - | - | - |
Distribution to RSE Collection | (509) | (477) | - | (198) | (318) | - |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (329) | (565) | (701) | (531) | (289) | (94) |
Members' Equity / (Deficit) | 20,242 | 57,724 | 26,188 | 85,026 | 6,337 | 42,732 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 20,412 | $ 58,169 | $ 26,733 | $ 85,414 | $ 6,412 | $ 42,732 |
See accompanying notes, which are an integral part of these financial statements.
F-36
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #R2D2 | Series #VADER | Series #WARHOL2 | Series #JEKYLL | Series #BUFFETT1 | Series #DRACULA10 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 300 | $ 334 | $ 2,178 | $ 400 | $ 367 | $ 308 |
Pre-paid Insurance | 12 | 12 | - | 12 | 12 | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 312 | 346 | 2,178 | 412 | 379 | 320 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 7,806 | 6,066 | 62,263 | 16,498 | 13,033 | 35,092 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 8,118 | $ 6,412 | $ 64,441 | $ 16,910 | $ 13,412 | $ 35,412 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 2 | $ 2 | $ 2 | $ - | $ 2 | $ 45 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 40 | 31 | 44 | - | 11 | 39 |
Due to the Manager or its Affiliates | 400 | 400 | 1,500 | - | - | - |
Total Liabilities | 442 | 434 | 1,546 | - | 13 | 84 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 8,344 | 6,638 | 62,941 | 17,131 | 13,999 | 35,880 |
Capital Contribution from Manager | 125 | 125 | 258 | 171 | 126 | 151 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | (238) | (238) | - | (232) | (599) | (480) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (556) | (547) | (304) | (159) | (128) | (223) |
Members' Equity / (Deficit) | 7,675 | 5,978 | 62,894 | 16,910 | 13,399 | 35,328 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 8,118 | $ 6,412 | $ 64,441 | $ 16,910 | $ 13,412 | $ 35,412 |
See accompanying notes, which are an integral part of these financial statements.
F-37
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #PAPPY1 | Series #1857COIN | Series #94CSI | Series #ANDYPELE | Series #BOBAFETT | Series #ELVIS |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 771 | $ 400 | $ 4,500 | $ 235 | $ 355 | $ 320 |
Pre-paid Insurance | - | 10 | - | - | 10 | 12 |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Total Current Assets | 771 | 410 | 4,500 | 235 | 364 | 332 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 11,856 | 22,900 | 126,092 | 24,165 | 23,005 | 34,882 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 12,627 | $ 23,310 | $ 130,592 | $ 24,400 | $ 23,370 | $ 35,214 |
|
|
|
|
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ - | $ - | $ - | $ 56 | $ 2 | $ 2 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 25 | 85 | - | 16 | 80 | 264 |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Total Liabilities | 25 | 85 | - | 72 | 83 | 266 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 13,360 | 23,663 | 131,192 | 24,877 | 23,723 | 35,400 |
Capital Contribution from Manager | 86 | 286 | 6,661 | 61 | 79 | 104 |
Capital Contribution for shortfall at Offering close | 567 | - | - | - | - | - |
Distribution to RSE Collection | (1,300) | (363) | (600) | (477) | (363) | (198) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (111) | (361) | (6,661) | (133) | (152) | (358) |
Members' Equity / (Deficit) | 12,601 | 23,225 | 130,592 | 24,328 | 23,287 | 34,947 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 12,627 | $ 23,310 | $ 130,592 | $ 24,400 | $ 23,370 | $ 35,214 |
See accompanying notes, which are an integral part of these financial statements.
F-38
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #GBOYCOLOR | Series #JETFIRE | Series #POPEBALL | Series #RABBIT | Series #54AARON | Series #GRATEFUL1 |
Assets |
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
Cash and Cash Equivalents | $ 331 | $ 300 | $ 300 | $ 300 | $ 346 | $ - |
Pre-paid Insurance | 12 | 12 | 12 | 12 | 47 | - |
Other Receivable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | 362 |
Total Current Assets | 343 | 312 | 312 | 312 | 393 | 362 |
Other Assets |
|
|
|
|
|
|
Collection Assets - Deposit | - | - | - | - | - | - |
Collection Assets - Owned | 5,169 | 6,561 | 17,387 | 40,248 | 166,771 | 110,038 |
Other Assets | - | - | - | - | - | - |
TOTAL ASSETS | $ 5,512 | $ 6,873 | $ 17,699 | $ 40,560 | $ 167,164 | $ 110,400 |
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
Accounts Payable | $ 2 | $ - | $ 2 | $ - | $ - | $ 2 |
Income Taxes Payable | - | - | - | - | - | - |
Insurance Payable | 29 | 32 | 72 | - | - | 377 |
Due to the Manager or its Affiliates | - | 75 | - | - | - | - |
Total Liabilities | 31 | 107 | 74 | - | - | 379 |
Members' Equity |
|
|
|
|
|
|
Membership Contributions | 5,738 | 7,179 | 18,164 | 40,781 | 167,025 | 110,900 |
Capital Contribution from Manager | 92 | 85 | 115 | 122 | 1,200 | 12 |
Capital Contribution for shortfall at Offering close | - | - | - | - | 246 | - |
Distribution to RSE Collection | (238) | (318) | (477) | (232) | (154) | (500) |
Distribution to Series | - | - | - | - | - | - |
Accumulated Surplus / (Deficit) | (111) | (181) | (177) | (110) | (1,153) | (392) |
Members' Equity / (Deficit) | 5,481 | 6,766 | 17,625 | 40,560 | 167,164 | 110,021 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 5,512 | $ 6,873 | $ 17,699 | $ 40,560 | $ 167,164 | $ 110,400 |
See accompanying notes, which are an integral part of these financial statements.
F-39
RSE COLLECTION, LLC
Consolidated Balance Sheets as of December 31, 2022 (audited)
| Series #BOBAPROTO | Consolidated |
Assets |
|
|
Current Assets |
|
|
Cash and Cash Equivalents | $ - | $ 212,129 |
Pre-paid Insurance | 4 | 735 |
Other Receivable | - | 12,920 |
Due from the Manager or its Affiliates | 332 | 1,943 |
Total Current Assets | 336 | 227,727 |
Other Assets |
|
|
Collection Assets - Deposit | - | - |
Collection Assets - Owned | 138,867 | 12,510,108 |
Other Assets | - | 41,420 |
TOTAL ASSETS | $ 139,203 | $ 12,779,255 |
|
|
|
LIABILITIES AND MEMBERS' EQUITY / (DEFICIT) |
|
|
Liabilities |
|
|
Current Liabilities |
|
|
Accounts Payable | $ 2 | $ 12,729 |
Income Taxes Payable | - | 60,971 |
Insurance Payable | 356 | 9,292 |
Due to the Manager or its Affiliates | 49 | 2,382,062 |
Total Liabilities | 407 | 2,465,054 |
Members' Equity |
|
|
Membership Contributions | 139,817 | 10,273,816 |
Capital Contribution from Manager | 19 | 1,171,157 |
Capital Contribution for shortfall at Offering close | - | 80,098 |
Distribution to RSE Collection | (667) | - |
Distribution to Series | - | - |
Accumulated Surplus / (Deficit) | (373) | (1,210,870) |
Members' Equity / (Deficit) | 138,796 | 10,314,201 |
TOTAL LIABILITIES AND MEMBERS' EQUITY | $ 139,203 | $ 12,779,255 |
See accompanying notes, which are an integral part of these financial statements.
F-40
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $(900) | $(900) | $(750) | $(600) | $(900) | $- |
Transportation | - | - | - | - | - | - |
Insurance | (68) | (115) | (85) | (271) | (75) | - |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | - |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,091) | (1,138) | (958) | (994) | (1,098) | - |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $(1,091) | $(1,138) | $(958) | $(994) | $(1,098) | $- |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $(0.55) | $(0.57) | $(0.48) | $(0.50) | $(0.55) | $- |
Weighted Average Membership Interests | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | - |
See accompanying notes, which are an integral part of these financial statements.
F-41
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) |
Transportation | - | - | - | - | - |
Insurance | (9) | (221) | (80) | (308) | (67) |
Maintenance | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,032) | (1,244) | (1,103) | (1,331) | (1,090) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,032) | $ (1,244) | $ (1,103) | $ (1,331) | $ (1,090) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.52) | $ (0.25) | $ (0.55) | $ (0.27) | $ (0.54) |
Weighted Average Membership Interests | 2,000 | 5,000 | 2,000 | 5,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-42
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) |
Transportation | - | - | - | - | - |
Insurance | (41) | (23) | (98) | (35) | (76) |
Maintenance | - | - | - | - | (3,396) |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,064) | (1,046) | (1,121) | (1,058) | (4,495) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,064) | $ (1,046) | $ (1,121) | $ (1,058) | $ (4,495) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.53) | $ (0.52) | $ (0.37) | $ (0.53) | $ (2.25) |
Weighted Average Membership Interests | 2,000 | 2,000 | 3,000 | 2,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-43
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (918) | $ (900) | $ (900) | $ (900) |
Transportation | - | (3,549) | - | - | - |
Insurance | (52) | (408) | (124) | (90) | (80) |
Maintenance | - | (1,192) | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,075) | (6,190) | (1,147) | (1,113) | (1,103) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,075) | $ (6,190) | $ (1,147) | $ (1,113) | $ (1,103) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.54) | $ (1.24) | $ (0.38) | $ (0.37) | $ (0.55) |
Weighted Average Membership Interests | 2,000 | 5,000 | 3,000 | 3,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-44
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ - | $ (900) | $ (900) |
Transportation | - | - | - | - | - | - |
Insurance | (120) | (50) | (114) | - | (15) | (157) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | - | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,143) | (1,073) | (1,137) | - | (1,038) | (1,180) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (1,143) | $ (1,073) | $ (1,137) | $ - | $ (1,038) | $ (1,180) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.38) | $ (0.36) | $ (0.57) | $ - | $ (0.21) | $ (0.39) |
Weighted Average Membership Interests | 3,000 | 3,000 | 2,000 | - | 5,000 | 3,000 |
See accompanying notes, which are an integral part of these financial statements.
F-45
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) |
Transportation | - | - | - | - | - | - |
Insurance | (50) | (41) | (381) | (85) | (90) | (217) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,073) | (1,064) | (1,404) | (1,108) | (1,113) | (1,240) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (1,073) | $ (1,064) | $ (1,404) | $ (1,108) | $ (1,113) | $ (1,240) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.54) | $ (0.48) | $ (0.28) | $ (1.11) | $ (0.56) | $ (0.25) |
Weighted Average Membership Interests | 2,000 | 2,200 | 5,000 | 1,000 | 2,000 | 5,000 |
See accompanying notes, which are an integral part of these financial statements.
F-46
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ - | $ (900) | $ - | $ (900) |
Transportation | - | - | - | - | - |
Insurance | (30) | - | (30) | - | (184) |
Maintenance | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | - | (123) | - | (123) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,053) | - | (1,053) | - | (1,207) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,053) | $ - | $ (1,053) | $ - | $ (1,207) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.53) | $ - | $ (0.21) | $ - | $ (0.60) |
Weighted Average Membership Interests | 2,000 | - | 5,000 | - | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-47
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (16) | $ (7) | $ (7) | $ (7) | $ (7) | $ (25) |
Transportation | - | - | - | - | - | (13) |
Insurance | - | (82) | (49) | (60) | (107) | (105) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (139) | (212) | (179) | (190) | (237) | (266) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (139) | $ (212) | $ (179) | $ (190) | $ (237) | $ (266) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.01) | $ (0.11) | $ (0.07) | $ (0.02) | $ (0.06) | $ (0.13) |
Weighted Average Membership Interests | 20,000 | 2,000 | 2,500 | 10,000 | 3,700 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-48
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (7) | $ (7) | $ (7) | $ (7) | $ (900) | $ (7) |
Transportation | - | - | - | - | - | - |
Insurance | (70) | (96) | (233) | (702) | (191) | (125) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | (400) | - | - | (400) |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (200) | (226) | (763) | (832) | (1,214) | (655) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (200) | $ (226) | $ (763) | $ (832) | $ (1,214) | $ (655) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.10) | $ (0.08) | $ (0.08) | $ (0.03) | $ (0.08) | $ (0.16) |
Weighted Average Membership Interests | 2,000 | 3,000 | 10,000 | 33,000 | 14,875 | 4,000 |
See accompanying notes, which are an integral part of these financial statements.
F-49
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (16) | $ (7) | $ (900) | $ (16) | $ (16) | $ (16) |
Transportation | - | - | (1,550) | - | - | - |
Insurance | - | (330) | (70) | - | - | - |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | (12) | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | (31,456) | (194,748) | (437) |
Investment Income/(Loss) | - | - | - | 471 | - | - |
Income / (Loss) Before Income Taxes | (139) | (460) | (2,643) | (31,136) | (194,887) | (576) |
Provision for Income Taxes | - | - | - | (116) | - | - |
Net Income / (Loss) | $ (139) | $ (460) | $ (2,643) | $ (31,252) | $ (194,887) | $ (576) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.02) | $ (0.02) | $ (0.22) | $ (2.89) | $ (3.14) | $ (0.14) |
Weighted Average Membership Interests | 7,600 | 20,000 | 12,000 | 10,800 | 62,000 | 4,000 |
See accompanying notes, which are an integral part of these financial statements.
F-50
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $(25) | $(7) | $(16) | $(16) | $(7) | $(16) |
Transportation | - | - | - | - | - | - |
Insurance | (144) | (43) | - | - | (290) | - |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | (19,061) | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (292) | (173) | (139) | (19,200) | (420) | (139) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $(292) | $(173) | $(139) | $(19,200) | $(420) | $(139) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $(0.04) | $(0.09) | $(0.02) | $(3.10) | $(0.04) | $(0.01) |
Weighted Average Membership Interests | 7,000 | 2,000 | 6,000 | 6,200 | 9,400 | 21,000 |
See accompanying notes, which are an integral part of these financial statements.
F-51
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (16) | $ (16) | $ (7) | $ (7) | $ (13) | $ (13) |
Transportation | - | - | - | - | (119) | (119) |
Insurance | - | - | (230) | (494) | (116) | (116) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | (626) | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (765) | (139) | (360) | (624) | (371) | (371) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $(765) | $(139) | $(360) | $(624) | $(371) | $(371) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $(0.07) | $(0.02) | $(0.04) | $(0.06) | $(0.12) | $(0.12) |
Weighted Average Membership Interests | 10,400 | 6,400 | 8,000 | 10,500 | 3,000 | 3,000 |
See accompanying notes, which are an integral part of these financial statements.
F-52
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (7) | $ (7) | $ (13) | $ (35) | $ (7) | $ (7) |
Transportation | - | - | (119) | (6) | - | - |
Insurance | (40) | (99) | (172) | (263) | (285) | (141) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | (400) |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (170) | (229) | (427) | (427) | (415) | (671) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (170) | $ (229) | $ (427) | $ (427) | $ (415) | $ (671) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.03) | $ (0.06) | $ (0.11) | $ (0.04) | $ (0.03) | $ (0.26) |
Weighted Average Membership Interests | 5,000 | 4,000 | 4,000 | 11,000 | 12,000 | 2,600 |
See accompanying notes, which are an integral part of these financial statements.
F-53
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (7) | $ (16) | $ (7) | $ (16) | $ (16) | $ (7) |
Transportation | - | - | - | - | - | - |
Insurance | (183) | - | (209) | - | - | (48) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | (18) | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | (4,375) | - | - | (25,330) | - |
Investment Income/(Loss) | - | 3,577 | - | - | - | - |
Income / (Loss) Before Income Taxes | (313) | (955) | (339) | (139) | (25,469) | (178) |
Provision for Income Taxes | - | (1,243) | - | - | - | - |
Net Income / (Loss) | $ (313) | $ (2,198) | $ (339) | $ (139) | $ (25,469) | $ (178) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.06) | $ (0.13) | $ (0.01) | $ (0.01) | $ (3.79) | $ (0.04) |
Weighted Average Membership Interests | 5,000 | 17,500 | 27,500 | 12,000 | 6,720 | 4,500 |
See accompanying notes, which are an integral part of these financial statements.
F-54
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (7) | $ (7) | $ (7) | $ (7) | $ (16) | $ (13) |
Transportation | - | - | - | - | - | (119) |
Insurance | (175) | (83) | (230) | (84) | - | (141) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (305) | (213) | (360) | (214) | (139) | (396) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (305) | $ (213) | $ (360) | $ (214) | $ (139) | $ (396) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.02) | $ (0.17) | $ (0.04) | $ (0.01) | $ (0.01) | $ (0.02) |
Weighted Average Membership Interests | 20,000 | 1,250 | 8,000 | 15,000 | 13,600 | 17,000 |
See accompanying notes, which are an integral part of these financial statements.
F-55
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #GAMEBOY | Series #CROESUS | Series #SACHS1 | Series #32RUTH | Series #ELON1 | Series #105.ETH |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (94) | $ (25) | $ (16) | $ (63) | $ (7) | $ (16) |
Transportation | (79) | (13) | - | (20) | - | - |
Insurance | (128) | (267) | - | (429) | (63) | - |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | (500) | - | - | (400) | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (924) | (428) | (139) | (1,035) | (193) | (139) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (924) | $ (428) | $ (139) | $ (1,035) | $ (193) | $ (139) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.21) | $ (0.05) | $ (0.06) | $ (0.05) | $ (0.05) | $ (0.01) |
Weighted Average Membership Interests | 4,500 | 8,000 | 2,150 | 19,000 | 3,750 | 10,000 |
See accompanying notes, which are an integral part of these financial statements.
F-56
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #R2D2 | Series #VADER | Series #WARHOL2 | Series #JEKYLL | Series #BUFFETT1 | Series #DRACULA10 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (7) | $ (7) | $ (13) | $ (7) | $ (7) | $ (7) |
Transportation | - | - | (119) | - | - | - |
Insurance | (71) | (63) | (77) | (46) | (44) | (59) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (201) | (193) | (332) | (176) | (174) | (189) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (201) | $ (193) | $ (332) | $ (176) | $ (174) | $ (189) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.10) | $ (0.13) | $ (0.05) | $ (0.04) | $ (0.03) | $ (0.05) |
Weighted Average Membership Interests | 2,000 | 1,500 | 6,500 | 5,000 | 5,000 | 4,000 |
See accompanying notes, which are an integral part of these financial statements.
F-57
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #PAPPY1 | Series #1857COIN | Series #94CSI | Series #ANDYPELE | Series #BOBAFETT | Series #ELVIS |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ - | $ (25) | $ (450) | $ (5) | $ (7) | $ (100) |
Transportation | - | (13) | - | - | - | (32) |
Insurance | (27) | (106) | - | (17) | (141) | (197) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (43) | (123) | (123) | (123) |
Marketing Expense | - | - | - | - | - | (500) |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | (6,000) | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | (6,092) | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (150) | (267) | (12,585) | (145) | (271) | (952) |
Provision for Income Taxes | - | - | (50) | - | - | - |
Net Income / (Loss) | $ (150) | $ (267) | $ (12,635) | $ (145) | $ (271) | $ (952) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.08) | $ (0.05) | $ (1.26) | $ (0.02) | $ (0.10) | $ (0.19) |
Weighted Average Membership Interests | 2,000 | 5,000 | 10,000 | 6,500 | 2,600 | 5,000 |
See accompanying notes, which are an integral part of these financial statements.
F-58
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #GBOYCOLOR | Series #JETFIRE | Series #POPEBALL | Series #RABBIT | Series #54AARON | Series #GRATEFUL1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (7) | $ (7) | $ (7) | $ (7) | $ (7) | $ (7) |
Transportation | - | - | - | - | - | - |
Insurance | (59) | (65) | (115) | (63) | (991) | (545) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (123) | (123) | (123) | (123) | (123) | (123) |
Marketing Expense | - | - | - | (1,000) | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (189) | (195) | (245) | (1,193) | (1,121) | (675) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (189) | $ (195) | $ (245) | $ (1,193) | $ (1,121) | $ (675) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.12) | $ (0.11) | $ (0.05) | $ (0.12) | $ (0.07) | $ (0.05) |
Weighted Average Membership Interests | 1,625 | 1,700 | 4,750 | 10,000 | 17,000 | 12,500 |
See accompanying notes, which are an integral part of these financial statements.
F-59
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2023 (unaudited)
| Series #BOBAPROTO | Series #BATMAN | Series #ARSHAM1 | Consolidated |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
Storage | $ (7) | $ (1) | $ (300) | $ (47,836) |
Transportation | - | - | - | (8,948) |
Insurance | (678) | (6) | (59) | (19,689) |
Maintenance | - | - | - | (4,588) |
Bookkeeping and Accounting Fees | (123) | (20) | (31) | (13,229) |
Marketing Expense | - | - | - | (5,200) |
Banking Fees | - | - | - | - |
Transaction Fee | - | - | - | (6,038) |
Gain on Sale | - | 300,000 | - | 300,000 |
Loss on Sale | - | - | - | (6,092) |
Loss on Sale of Digital Assets | - | - | - | - |
Loss on Impairment | - | - | - | (293,195) |
Investment Income/(Loss) | - | - | - | 4,048 |
Income / (Loss) Before Income Taxes | (808) | 299,973 | (390) | (100,768) |
Provision for Income Taxes | - | (114,736) | - | (116,146) |
Net Income / (Loss) | $ (808) | $ 185,237 | $ (390) | $ (216,913) |
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.05) | $ 0.04 | $ (0.06) |
|
Weighted Average Membership Interests | 15,000 | 180,000 | 6,750 |
|
See accompanying notes, which are an integral part of these financial statements.
F-60
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (600) | $ (900) | $ (900) |
Transportation | - | - | - | (5,300) | - | - |
Insurance | (68) | (115) | (85) | (270) | (75) | (107) |
Maintenance | (25) | (25) | (25) | (868) | (25) | (25) |
Bookkeeping and Accounting Fees | (145) | (145) | (145) | (145) | (145) | (145) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,138) | (1,185) | (1,155) | (7,183) | (1,145) | (1,177) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (1,138) | $ (1,185) | $ (1,155) | $ (7,183) | $ (1,145) | $ (1,177) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.57) | $ (0.59) | $ (0.58) | $ (3.59) | $ (0.57) | $ (0.59) |
Weighted Average Membership Interests | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-61
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (600) | $ (900) |
Transportation | - | - | - | (2,375) | - |
Insurance | (9) | (221) | (80) | (308) | (67) |
Maintenance | (25) | (25) | (25) | (25) | (25) |
Bookkeeping and Accounting Fees | (145) | (145) | (145) | (145) | (145) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,079) | (1,291) | (1,150) | (3,453) | (1,137) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,079) | $ (1,291) | $ (1,150) | $ (3,453) | $ (1,137) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.54) | $ (0.26) | $ (0.58) | $ (0.69) | $ (0.57) |
Weighted Average Membership Interests | 2,000 | 5,000 | 2,000 | 5,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-62
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) |
Transportation | - | - | - | - | - |
Insurance | (41) | (22) | (98) | (35) | (77) |
Maintenance | (25) | (25) | (25) | (25) | (25) |
Bookkeeping and Accounting Fees | (145) | (145) | (145) | (145) | (145) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,111) | (1,092) | (1,168) | (1,105) | (1,147) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,111) | $ (1,092) | $ (1,168) | $ (1,105) | $ (1,147) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.56) | $ (0.55) | $ (0.39) | $ (0.55) | $ (0.57) |
Weighted Average Membership Interests | 2,000 | 2,000 | 3,000 | 2,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-63
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) |
Transportation | - | - | - | - | - |
Insurance | (52) | (408) | (124) | (90) | (80) |
Maintenance | (25) | (1,205) | (25) | (25) | (25) |
Bookkeeping and Accounting Fees | (145) | (145) | (145) | (145) | (145) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | - | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,122) | (2,658) | (1,194) | (1,160) | (1,150) |
Provision for Income Taxes | - | - | - | - | - |
Net Income / (Loss) | $ (1,122) | $ (2,658) | $ (1,194) | $ (1,160) | $ (1,150) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.56) | $ (0.53) | $ (0.40) | $ (0.39) | $ (0.58) |
Weighted Average Membership Interests | 2,000 | 5,000 | 3,000 | 3,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-64
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) |
Transportation | - | - | - | - | - | - |
Insurance | (120) | (50) | (114) | (87) | (14) | (157) |
Maintenance | (25) | (25) | (25) | (25) | (25) | (25) |
Bookkeeping and Accounting Fees | (145) | (145) | (145) | (112) | (145) | (145) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | 17,500 | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,190) | (1,120) | (1,184) | 16,376 | (1,084) | (1,227) |
Provision for Income Taxes | - | - | - | (1,873) | - | - |
Net Income / (Loss) | $ (1,190) | $ (1,120) | $ (1,184) | $ 14,503 | $ (1,084) | $ (1,227) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.40) | $ (0.37) | $ (0.59) | $ 7.25 | $ (0.22) | $ (0.41) |
Weighted Average Membership Interests | 3,000 | 3,000 | 2,000 | 2,000 | 5,000 | 3,000 |
See accompanying notes, which are an integral part of these financial statements.
F-65
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (900) | $ (900) | $ (900) | $ (900) | $ (900) | $ (600) |
Transportation | - | - | (7,000) | - | - | (5,300) |
Insurance | (50) | (41) | (381) | (84) | (90) | (217) |
Maintenance | (25) | (175) | (569) | (25) | (25) | (868) |
Bookkeeping and Accounting Fees | (145) | (145) | (145) | (145) | (145) | (145) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,120) | (1,261) | (8,995) | (1,154) | (1,160) | (7,130) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (1,120) | $ (1,261) | $ (8,995) | $ (1,154) | $ (1,160) | $ (7,130) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.56) | $ (0.57) | $ (1.80) | $ (1.15) | $ (0.58) | $ (1.43) |
Weighted Average Membership Interests | 2,000 | 2,200 | 5,000 | 1,000 | 2,000 | 5,000 |
See accompanying notes, which are an integral part of these financial statements.
F-66
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
Storage | $ (900) | $ (1,069) | $ (900) | $ (900) | $ (900) |
Transportation | - | (2,300) | - | - | - |
Insurance | (30) | (116) | (30) | (79) | (183) |
Maintenance | (25) | (785) | (25) | (25) | (2,058) |
Bookkeeping and Accounting Fees | (145) | (96) | (145) | (145) | (145) |
Marketing Expense | - | - | - | - | - |
Banking Fees | - | - | - | - | - |
Transaction Fee | - | - | - | - | - |
Gain on Sale | - | 154,864 | - | - | - |
Loss on Sale | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (1,100) | 150,498 | (1,100) | (1,149) | (3,286) |
Provision for Income Taxes | - | (30,605) | - | - | - |
Net Income / (Loss) | $ (1,100) | $ 119,893 | $ (1,100) | $ (1,149) | $ (3,286) |
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.55) | $ 29.97 | $ (0.22) | $ (0.68) | $ (1.64) |
Weighted Average Membership Interests | 2,000 | 4,000 | 5,000 | 1,700 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-67
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ - | $ (3) | $ (3) | $ (3) | $ (19) | $ (3) |
Transportation | - | - | - | - | (216) | - |
Insurance | - | (88) | (53) | (65) | (114) | (106) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (137) | (137) | (137) | (137) | (137) | (137) |
Marketing Expense | - | - | - | - | - | (357) |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | (6) | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | (3,915) | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (143) | (228) | (193) | (205) | (4,401) | (603) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (143) | $ (228) | $ (193) | $ (205) | $ (4,401) | $ (603) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.07) | $ (0.09) | $ (0.02) | $ (0.06) | $ (2.20) | $ (0.30) |
Weighted Average Membership Interests | 2,000 | 2,500 | 10,000 | 3,700 | 2,000 | 2,000 |
See accompanying notes, which are an integral part of these financial statements.
F-68
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (3) | $ (3) | $ (3) | $ (3) | $ (750) | $ (18) |
Transportation | - | - | - | - | - | (216) |
Insurance | (75) | (103) | (248) | (650) | (159) | (88) |
Maintenance | - | - | - | - | (25) | - |
Bookkeeping and Accounting Fees | (133) | (133) | (133) | (130) | (113) | (92) |
Marketing Expense | - | - | (47) | (47) | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (211) | (239) | (431) | (830) | (1,047) | (414) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (211) | $ (239) | $ (431) | $ (830) | $ (1,047) | $ (414) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.07) | $ (0.02) | $ (0.01) | $ (0.06) | $ (0.26) | $ (0.05) |
Weighted Average Membership Interests | 3,000 | 10,000 | 33,000 | 14,875 | 4,000 | 7,600 |
See accompanying notes, which are an integral part of these financial statements.
F-69
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ - | $ (2) | $ (600) | $ - | $ - | $ - |
Transportation | - | - | - | - | - | - |
Insurance | - | (191) | (47) | - | - | - |
Maintenance | - | - | (175) | - | - | - |
Bookkeeping and Accounting Fees | (92) | (76) | (76) | (75) | (76) | (68) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | (44) | - | (46) |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | 5,172 | - | 2,934 |
Income / (Loss) Before Income Taxes | (92) | (269) | (898) | 5,053 | (76) | 2,820 |
Provision for Income Taxes | - | - | - | (1,837) | - | (1,025) |
Net Income / (Loss) | $ (92) | $ (269) | $ (898) | $ 3,216 | $ (76) | $ 1,795 |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.00) | $ (0.02) | $ (0.08) | $ 0.05 | $ (0.02) | $ 0.40 |
Weighted Average Membership Interests | 20,000 | 12,000 | 10,800 | 62,000 | 4,000 | 7,000 |
See accompanying notes, which are an integral part of these financial statements.
F-70
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (2) | $ (2) | $ - | $ - | $ (18) | $ - |
Transportation | - | - | - | - | (215) | - |
Insurance | (75) | (22) | - | - | (153) | - |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (63) | (63) | (63) | (53) | (53) | (43) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | (7) | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (140) | (87) | (70) | (53) | (439) | (43) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (140) | $ (87) | $ (70) | $ (53) | $ (439) | $ (43) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.07) | $ (0.01) | $ (0.01) | $ (0.01) | $ (0.02) | $ (0.00) |
Weighted Average Membership Interests | 2,000 | 6,000 | 6,000 | 9,400 | 21,000 | 10,400 |
See accompanying notes, which are an integral part of these financial statements.
F-71
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ - | $ - | $ (1) | $ (17) | $ (1) | $ (1) |
Transportation | - | - | - | (217) | - | - |
Insurance | - | - | (56) | (113) | (31) | (31) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (43) | (43) | (35) | (35) | (35) | (35) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | 4,398 | - | - | - | - | - |
Income / (Loss) Before Income Taxes | 4,355 | (43) | (92) | (382) | (67) | (67) |
Provision for Income Taxes | (1,583) | - | - | - | - | - |
Net Income / (Loss) | $ 2,772 | $ (43) | $ (92) | $ (382) | $ (67) | $ (67) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ 0.43 | $ (0.01) | $ (0.01) | $ (0.13) | $ (0.02) | $ (0.01) |
Weighted Average Membership Interests | 6,400 | 8,000 | 10,500 | 3,000 | 3,000 | 5,000 |
See accompanying notes, which are an integral part of these financial statements.
F-72
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (11) | $ (1) | $ (1) | $ (11) | $ (1) | $ (1) |
Transportation | - | - | - | - | - | - |
Insurance | (14) | (41) | (47) | (92) | (69) | (37) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (35) | (35) | (28) | (28) | (28) | (28) |
Marketing Expense | - | - | - | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | - | - | - | - | - |
Income / (Loss) Before Income Taxes | (60) | (77) | (76) | (131) | (98) | (66) |
Provision for Income Taxes | - | - | - | - | - | - |
Net Income / (Loss) | $ (60) | $ (77) | $ (76) | $ (131) | $ (98) | $ (66) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.01) | $ (0.02) | $ (0.01) | $ (0.01) | $ (0.04) | $ (0.01) |
Weighted Average Membership Interests | 4,000 | 4,000 | 11,000 | 12,000 | 2,600 | 5,000 |
See accompanying notes, which are an integral part of these financial statements.
F-73
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
Storage | $ (1) | $ - | $ (1) | $ - | $ - | $ (1) |
Transportation | - | - | - | - | - | - |
Insurance | (60) | - | (23) | - | - | (8) |
Maintenance | - | - | - | - | - | - |
Bookkeeping and Accounting Fees | (28) | (26) | (13) | (11) | (11) | (11) |
Marketing Expense | - | - | (480) | - | - | - |
Banking Fees | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - |
Gain on Sale | - | - | - | - | - | - |
Loss on Sale | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - |
Loss on Sale of Digital Assets | - | - | - | - | - | - |
Investment Income/(Loss) | - | 5,016 | - | - | - | - |
Income / (Loss) Before Income Taxes | (89) | 4,990 | (517) | (11) | (11) | (20) |
Provision for Income Taxes | - | (1,814) | - | - | - | - |
Net Income / (Loss) | $ (89) | $ 3,176 | $ (517) | $ (11) | $ (11) | $ (20) |
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.01) | $ 0.12 | $ 0.04 | $ (0.00) | $ (0.00) | $ (0.00) |
Weighted Average Membership Interests | 17,500 | 27,500 | 12,000 | 6,720 | 4,500 | 20,000 |
See accompanying notes, which are an integral part of these financial statements.
F-74
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 | Consolidated |
Expenses, gains, losses, interest and other investing income |
|
|
|
|
|
|
|
Storage | $ (1) | $ (1) | $ (1) | $ (1) | $ - | $ (1) | $ (44,581) |
Transportation | - | - | - | - | - | - | (26,378) |
Insurance | (30) | (12) | (28) | (9) | - | (6) | (13,296) |
Maintenance | - | - | - | - | - | - | (8,935) |
Bookkeeping and Accounting Fees | (11) | (11) | (11) | (10) | (2) | (2) | (8,471) |
Marketing Expense | - | - | - | - | - | - | (13,215) |
Banking Fees | - | - | - | - | - | - | - |
Transaction Fee | - | - | - | - | - | - | (314) |
Gain on Sale | - | - | - | - | - | - | 172,364 |
Loss on Sale | - | - | - | - | - | - | - |
Loss on Impairment | - | - | - | - | - | - | (44,674) |
Loss on Sale of Digital Assets | - | - | - | - | - | - | (239) |
Investment Income/(Loss) | - | - | - | - | - | - | 21,401 |
Income / (Loss) Before Income Taxes | (42) | (24) | (40) | (20) | (2) | (9) | 33,662 |
Provision for Income Taxes | - | - | - | - | - | - | (38,736) |
Net Income / (Loss) | $ (42) | $ (24) | $ (40) | $ (20) | $ (2) | $ (9) | $ (5,074) |
|
|
|
|
|
|
|
|
Basic and Diluted (Loss) per Membership Interest | $ (0.03) | $ (0.00) | $ (0.00) | $ (0.00) | $ (0.00) | $ (0.00) |
|
Weighted Average Membership Interests | 1,250 | 8,000 | 15,000 | 13,600 | 17,000 | 4,500 |
|
|
|
|
|
|
|
|
|
See accompanying notes, which are an integral part of these financial statements.
F-75
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Balance January 1, 2022 | $ 110,115 | $ 175,526 | $ 132,082 | $ 410,300 | $ 115,241 | $ 160,971 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 1,308 | 1,369 | 1,330 | 3,564 | 1,317 | 1,359 |
Capital Contribution for shortfall at Offering close | - |
|
|
|
|
|
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (1,138) | (1,185) | (1,155) | (7,183) | (1,145) | (1,177) |
Balance June 30, 2022 | $ 110,285 | $ 175,710 | $ 132,258 | $ 406,681 | $ 115,413 | $ 161,153 |
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Balance January 1, 2023 | $ 110,415 | $ 175,826 | $ 132,382 | $ 410,601 | $ 115,541 | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 955 | 1,011 | 825 | 1,049 | 963 | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (1,091) | (1,138) | (958) | (994) | (1,098) | - |
Balance June 30, 2023 | $ 110,279 | $ 175,699 | $ 132,249 | $ 410,655 | $ 115,406 | $ - |
See accompanying notes, which are an integral part of these financial statements.
F-76
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Balance January 1, 2022 | $ 14,971 | $ 334,991 | $ 124,744 | $ 490,071 | $ 103,471 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 1,232 | 1,507 | 1,324 | 3,395 | 1,307 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,079) | (1,291) | (1,150) | (3,453) | (1,137) |
Balance June 30, 2022 | $ 15,124 | $ 335,207 | $ 124,918 | $ 490,013 | $ 103,641 |
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Balance January 1, 2023 | $ 15,271 | $ 335,291 | $ 125,044 | $ 490,071 | $ 103,771 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 884 | 1,139 | 969 | 1,243 | 954 |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,032) | (1,244) | (1,103) | (1,331) | (1,090) |
Balance June 30, 2023 | $ 15,123 | $ 335,186 | $ 124,910 | $ 489,983 | $ 103,635 |
See accompanying notes, which are an integral part of these financial statements.
F-77
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Balance January 1, 2022 | $ 65,956 | $ 36,121 | $ 159,455 | $ 54,471 | $ 120,251 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 1,273 | 1,249 | 1,347 | 1,265 | 1,320 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,111) | (1,092) | (1,168) | (1,105) | (1,147) |
Balance June 30, 2022 | $ 66,118 | $ 36,278 | $ 159,635 | $ 54,631 | $ 120,424 |
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Balance January 1, 2023 | $ 66,256 | $ 36,421 | $ 159,755 | $ 54,771 | $ 120,551 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 922 | 901 | 990 | 915 | 4,361 |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,064) | (1,046) | (1,121) | (1,058) | (4,495) |
Balance June 30, 2023 | $ 66,114 | $ 36,276 | $ 159,625 | $ 54,628 | $ 120,417 |
See accompanying notes, which are an integral part of these financial statements.
F-78
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Balance January 1, 2022 | $ 81,486 | $ 615,643 | $ 189,001 | $ 138,165 | $ 121,985 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 1,288 | 2,930 | 1,381 | 1,337 | 1,324 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,122) | (2,658) | (1,194) | (1,160) | (1,150) |
Balance June 30, 2022 | $ 81,652 | $ 615,915 | $ 189,188 | $ 138,342 | $ 122,159 |
| Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Balance January 1, 2023 | $ 81,786 | $ 615,943 | $ 189,301 | $ 138,465 | $ 122,285 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 936 | 6,122 | 1,022 | 981 | 969 |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,075) | (6,190) | (1,147) | (1,113) | (1,103) |
Balance June 30, 2023 | $ 81,647 | $ 615,875 | $ 189,176 | $ 138,333 | $ 122,151 |
See accompanying notes, which are an integral part of these financial statements.
F-79
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Balance January 1, 2022 | $ 184,501 | $ 78,252 | $ 173,686 | $ 133,886 | $ 24,686 | $ 237,986 |
Distribution | - | - | - | (147,500) | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 1,376 | 1,285 | 1,368 | 164 | 1,238 | 1,424 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (1,190) | (1,120) | (1,184) | 14,503 | (1,084) | (1,227) |
Balance June 30, 2022 | $ 184,687 | $ 78,417 | $ 173,870 | $ 1,053 | $ 24,840 | $ 238,183 |
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Balance January 1, 2023 | $ 184,801 | $ 78,552 | $ 173,986 | $ 1,177 | $ 24,986 | $ 238,286 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 1,017 | 933 | 1,010 | - | 891 | 1,062 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (1,143) | (1,073) | (1,137) | - | (1,038) | (1,180) |
Balance June 30, 2023 | $ 184,675 | $ 78,412 | $ 173,859 | $ 1,177 | $ 24,839 | $ 238,168 |
See accompanying notes, which are an integral part of these financial statements.
F-80
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Balance January 1, 2022 | $ 77,997 | $ 66,919 | $ 576,486 | $ 131,991 | $ 141,144 | $ 329,487 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 1,285 | 1,423 | 9,259 | 1,329 | 1,337 | 3,495 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (1,120) | (1,261) | (8,995) | (1,154) | (1,160) | (7,130) |
Balance June 30, 2022 | $ 78,162 | $ 67,081 | $ 576,750 | $ 132,166 | $ 141,321 | $ 325,852 |
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Balance January 1, 2023 | $ 78,297 | $ 67,219 | $ 576,786 | $ 132,291 | $ 141,444 | $ 329,787 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 933 | 922 | 1,332 | 975 | 981 | 1,134 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (1,073) | (1,064) | (1,404) | (1,108) | (1,113) | (1,240) |
Balance June 30, 2023 | $ 78,157 | $ 67,077 | $ 576,714 | $ 132,158 | $ 141,312 | $ 329,681 |
See accompanying notes, which are an integral part of these financial statements.
F-81
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Balance January 1, 2022 | $ 48,300 | $ 176,549 | $ 50,750 | $ 122,550 | $ 283,000 |
Distribution | - | (301,108) | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 1,259 | 4,382 | 1,259 | 1,323 | 3,491 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,100) | 119,893 | (1,100) | (1,149) | (3,286) |
Balance June 30, 2022 | $ 48,459 | $ (284) | $ 50,909 | $ 122,724 | $ 283,205 |
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Balance January 1, 2023 | $ 48,600 | $ - | $ 51,050 | $ - | $ 282,450 |
Distribution | - | - | - | - | - |
Membership Contributions | - | - | - | - | - |
Capital Contribution | 909 | - | 909 | - | 1,944 |
Distribution to RSE Collection | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Net Income/(Loss) | (1,053) | - | (1,053) | - | (1,207) |
Balance June 30, 2023 | $ 48,456 | $ - | $ 50,906 | $ - | $ 283,187 |
See accompanying notes, which are an integral part of these financial statements.
F-82
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN | |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - | |
Distribution | - | - | - | - | - | - | |
Membership Contributions | 141,061 | 10,832 | 20,792 | 36,738 | 16,356 | 15,600 | |
Capital Contribution | 1,095 | 278 | 233 | 248 | 527 | 214 | |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - | |
Distribution to RSE Collection | - | (232) | (292) | (292) | (238) | - | |
Distribution to Series | - | - | - | - | - | - | |
Net Income/(Loss) | (143) | (228) | (193) | (205) | (4,401) | (603) | |
Balance June 30, 2022 | $ 142,013 | $ 10,650 | $ 20,540 | $ 36,489 | $ 12,244 | $ 15,211 | |
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Balance January 1, 2023 | $142,013 | $10,610 | $20,510 | $36,456 | $12,212 | $14,754 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 123 | 214 | 173 | 187 | 244 | 407 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (139) | (212) | (179) | (190) | (237) | (266) |
Balance June 30, 2023 | $141,997 | $10,612 | $20,504 | $36,453 | $12,219 | $14,895 |
See accompanying notes, which are an integral part of these financial statements.
F-83
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | 8,138 | 14,158 | 43,580 | 144,848 | 289,764 | 20,181 |
Capital Contribution | 257 | 293 | 481 | 1,001 | 954 | 461 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | (238) | (292) | (281) | (281) | - | (281) |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (211) | (239) | (431) | (830) | (1,047) | (414) |
Balance June 30, 2022 | $ 7,946 | $ 13,920 | $ 43,349 | $ 144,738 | $ 289,671 | $ 19,947 |
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Balance January 1, 2023 | $7,910 | $13,876 | $43,262 | $144,530 | $289,764 | $19,910 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 199 | 230 | 396 | 961 | 1,103 | 266 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (200) | (226) | (763) | (832) | (1,214) | (655) |
Balance June 30, 2023 | $7,909 | $13,880 | $42,895 | $144,659 | $289,653 | $19,521 |
See accompanying notes, which are an integral part of these financial statements.
F-84
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | 34,546 | 75,280 | 114,038 | 49,067 | 290,600 | 26,027 |
Capital Contribution | 1,257 | 355 | 769 | 2,506 | 79 | 1,367 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | (313) | (550) | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (92) | (269) | (898) | 3,216 | (76) | 1,795 |
Balance June 30, 2022 | $ 35,711 | $ 75,053 | $ 113,359 | $ 54,789 | $ 290,603 | $ 29,189 |
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Balance January 1, 2023 | $ 35,711 | $ 74,566 | $ 113,488 | $ 53,396 | $ 290,603 | $ 27,668 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 123 | 530 | 2,507 | 123 | 123 | 123 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (139) | (460) | (2,643) | (31,252) | (194,887) | (576) |
Balance June 30, 2023 | $ 35,695 | $ 74,636 | $ 113,352 | $ 22,267 | $ 95,839 | $ 27,215 |
See accompanying notes, which are an integral part of these financial statements.
F-85
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | 24,500 | 11,792 | 28,860 | 29,200 | 42,692 | 101,987 |
Capital Contribution | 210 | 125 | 1,372 | 1,487 | 538 | 25,097 |
Capital Contribution for shortfall at Offering close | - | - | - | 143 | - | - |
Distribution to RSE Collection | (281) | (292) | - | - | (292) | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (140) | (87) | (70) | (53) | (439) | (43) |
Balance June 30, 2022 | $ 24,289 | $ 11,538 | $ 30,162 | $ 30,777 | $ 42,499 | $ 127,041 |
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Balance January 1, 2023 | $ 24,229 | $ 11,504 | $ 30,162 | $ 30,777 | $ 38,910 | $ 104,613 |
Distribution | - | - | - | (10) | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 306 | 166 | 123 | 139 | 464 | 123 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (292) | (173) | (139) | (19,200) | (420) | (139) |
Balance June 30, 2023 | $ 24,243 | $ 11,497 | $ 30,146 | $ 11,706 | $ 38,954 | $ 104,597 |
See accompanying notes, which are an integral part of these financial statements.
F-86
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | 50,269 | 30,952 | 42,600 | 99,600 | 18,000 | 18,000 |
Capital Contribution | 1,265 | 43 | 72 | 288 | 72 | 72 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | (198) | (198) | (198) | (198) |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | 2,772 | (43) | (92) | (382) | (67) | (67) |
Balance June 30, 2022 | $ 54,306 | $ 30,952 | $ 42,382 | $ 99,308 | $ 17,807 | $ 17,807 |
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Balance January 1, 2023 | $ 52,053 | $ 30,952 | $ 42,178 | $ 98,861 | $ 17,715 | $ 17,715 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 123 | 123 | 291 | 1,260 | 469 | 469 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (765) | (139) | (360) | (624) | (371) | (371) |
Balance June 30, 2023 | $ 51,411 | $ 30,936 | $ 42,110 | $ 99,497 | $ 17,813 | $ 17,813 |
See accompanying notes, which are an integral part of these financial statements.
F-87
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | 8,300 | 14,574 | 30,002 | 49,637 | 54,600 | 23,400 |
Capital Contribution | 72 | 84 | 70 | 228 | 64 | 65 |
Capital Contribution for shortfall at Offering close | - | - | - | - | - | - |
Distribution to RSE Collection | (198) | (424) | (198) | (124) | (198) | (198) |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (60) | (77) | (76) | (131) | (98) | (66) |
Balance June 30, 2022 | $ 8,114 | $ 14,157 | $ 29,798 | $ 49,610 | $ 54,368 | $ 23,201 |
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Balance January 1, 2023 | $ 8,105 | $ 14,057 | $ 29,645 | $ 49,523 | $ 53,443 | $ 23,084 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 170 | 324 | 608 | 466 | 760 | 412 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (170) | (229) | (427) | (427) | (415) | (671) |
Balance June 30, 2023 | $ 8,105 | $ 14,153 | $ 29,826 | $ 49,562 | $ 53,788 | $ 22,825 |
See accompanying notes, which are an integral part of these financial statements.
F-88
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Balance January 1, 2022 | $ - | $ - | $ - | $ - | $ - | $ - |
Distribution | - | - | - | - | - | - |
Membership Contributions | 32,824 | 84,902 | 250,545 | 58,900 | 32,764 | 19,531 |
Capital Contribution | 77 | 1,527 | 44 | 11 | 2,903 | 59 |
Capital Contribution for shortfall at Offering close | - | - | - | 14,788 | 6,841 | - |
Distribution to RSE Collection | (424) | - | - | - | - | (232) |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (89) | 3,176 | (517) | (11) | (11) | (20) |
Balance June 30, 2022 | $ 32,388 | $ 89,605 | $ 250,072 | $ 73,688 | $ 42,497 | $ 19,338 |
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Balance January 1, 2023 | $ 33,431 | $ 88,347 | $ 250,059 | $ 73,688 | $ 42,496 | $ 19,308 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 528 | 136 | 383 | 123 | 123 | 173 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (313) | (2,198) | (339) | (139) | (25,469) | (178) |
Balance June 30, 2023 | $ 33,646 | $ 86,284 | $ 250,103 | $ 73,672 | $ 17,150 | $ 19,303 |
See accompanying notes, which are an integral part of these financial statements.
F-89
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 |
Balance January 1, 2022 | $- | $- | $- | $- | $- | $- |
Distribution | - | - | - | - | - | - |
Membership Contributions | 203,390 | 10,851 | 42,600 | 70,909 | 66,810 | 163,666 |
Capital Contribution | 121 | 47 | 41 | 34 | 2,983 | 32 |
Capital Contribution for shortfall at Offering close | - | - | - | - | 8,896 | - |
Distribution to RSE Collection | (238) | (198) | (198) | (509) | - | (747) |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (42) | (24) | (40) | (20) | (2) | (9) |
Balance June 30, 2022 | $203,231 | $10,676 | $42,403 | $70,414 | $78,687 | $162,942 |
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 |
Balance January 1, 2023 | $ 203,161 | $ 10,610 | $ 42,199 | $ 70,304 | $ 78,687 | $ 162,814 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 326 | 267 | 604 | 321 | 123 | 505 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (305) | (213) | (360) | (214) | (139) | (396) |
Balance June 30, 2023 | $ 203,182 | $ 10,664 | $ 42,443 | $ 70,412 | $ 78,671 | $ 162,923 |
See accompanying notes, which are an integral part of these financial statements.
F-90
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #GAMEBOY | Series #CROESUS | Series #SACHS1 | Series #32RUTH | Series #ELON1 | Series #105.ETH |
Balance January 1, 2023 | $ 20,242 | $ 57,724 | $ 26,188 | $ 85,026 | $ 6,337 | $ 42,732 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 552 | 724 | 123 | 1,093 | 263 | 123 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (924) | (428) | (139) | (1,035) | (193) | (139) |
Balance June 30, 2023 | $ 19,870 | $ 58,020 | $ 26,172 | $ 85,084 | $ 6,407 | $ 42,716 |
See accompanying notes, which are an integral part of these financial statements.
F-91
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #R2D2 | Series #VADER | Series #WARHOL2 | Series #JEKYLL | Series #BUFFETT1 | Series #DRACULA10 |
Balance January 1, 2023 | $ 7,675 | $ 5,978 | $ 62,894 | $ 16,910 | $ 13,399 | $ 35,328 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 240 | 222 | 370 | 168 | 179 | 268 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (201) | (193) | (332) | (176) | (174) | (189) |
Balance June 30, 2023 | $ 7,715 | $ 6,007 | $ 62,932 | $ 16,902 | $ 13,404 | $ 35,407 |
See accompanying notes, which are an integral part of these financial statements.
F-92
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #PAPPY1 | Series #1857COIN | Series #94CSI | Series #ANDYPELE | Series #BOBAFETT | Series #ELVIS |
Balance January 1, 2023 | $ 12,601 | $ 23,225 | $ 130,592 | $ 24,328 | $ 23,287 | $ 34,947 |
Distribution | - | - | (118,400) | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 181 | 374 | 443 | 220 | 365 | 741 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (150) | (267) | (12,635) | (145) | (271) | (952) |
Balance June 30, 2023 | $ 12,632 | $ 23,332 | $ - | $ 24,403 | $ 23,381 | $ 34,736 |
See accompanying notes, which are an integral part of these financial statements.
F-93
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Series #GBOYCOLOR | Series #JETFIRE | Series #POPEBALL | Series #RABBIT | Series #54AARON | Series #GRATEFUL1 |
Balance January 1, 2023 | $ 5,481 | $ 6,766 | $ 17,625 | $ 40,560 | $ 167,164 | $ 110,021 |
Distribution | - | - | - | - | - | - |
Membership Contributions | - | - | - | - | - | - |
Capital Contribution | 214 | 223 | 325 | 189 | 1,307 | 1,148 |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Net Income/(Loss) | (189) | (195) | (245) | (1,193) | (1,121) | (675) |
Balance June 30, 2023 | $ 5,506 | $ 6,794 | $ 17,705 | $ 39,556 | $ 167,350 | $ 110,494 |
See accompanying notes, which are an integral part of these financial statements.
F-94
RSE COLLECTION, LLC
Consolidated Statements of Members’ Equity
Six-Months Ended June 30, 2023 and 2022 (unaudited)
| Consolidated |
Balance January 1, 2022 | $ $6,671,685 |
Distribution | (448,608) |
Membership Contributions | 3,068,262 |
Capital Contribution | 206,466 |
Capital Contribution for shortfall at Offering close | 30,667 |
Distribution to RSE Collection | (8,834) |
Distribution to Series | - |
Net Income/(Loss) | (5,074) |
Balance June 30, 2022 | $ 99,514,564 |
| Series #BOBAPROTO | Series #BATMAN | Series #ARSHAM1 | Consolidated |
Balance January 1, 2023 | $ 138,796 | $ - | $ - | $ 10,314,204 |
Distribution | - | (1,936,800) | - | (2,055,210) |
Membership Contributions | - | 1,700,733 | 121,160 | 1,821,893 |
Capital Contribution | 1,287 | 51,561 | 256 | 172,959 |
Distribution to RSE Collection | - | (333) | - | - |
Distribution to Series | - | - | - | - |
Net Income/(Loss) | (808) | 185,237 | (390) | (216,913) |
Balance June 30, 2023 | $ 139,275 | $ 398 | $ 121,026 | $ 10,036,933 |
See accompanying notes, which are an integral part of these financial statements.
F-95
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six-Months Ended June 30, 2023 (unaudited)
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (1,091) | $ (1,138) | $ (958) | $ (994) | $ (1,098) | $ - |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 955 | 1,011 | 825 | 1,049 | 963 | - |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (14) | (23) | (17) | (55) | (15) | - |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 150 | 150 | 150 | - | 150 | - |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | (12,108) |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | (12,108) |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | (12,108) |
Cash beginning of year | 4,149 | - | - | 2,214 | 960 | 15,185 |
Cash end of year | $ 4,149 | $ - | $ - | $ 2,214 | $ 960 | $ 3,077 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-96
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
Net (Loss) / Income | $ (1,032) | $ (1,244) | $ (1,103) | $ (1,331) | $ (1,090) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 884 | 1,139 | 969 | 1,243 | 954 |
(Gain) / Loss on sale of Asset | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - |
Prepaid Insurance | (2) | (45) | (16) | (62) | (14) |
Accounts Receivable | - | - | - | - | - |
Accounts Payable | 150 | 150 | 150 | 150 | 150 |
Insurance Payable | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - |
Capital Contribution | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - |
|
|
|
|
|
|
Net change in cash | - | - | - | - | - |
Cash beginning of year | 485 | 2,485 | 2,500 | 1,485 | 1,985 |
Cash end of year | $ 485 | $ 2,485 | $ 2,500 | $ 1,485 | $ 1,985 |
Supplemental Cash Flow Information: |
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - |
F-97
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
Net (Loss) / Income | $ (1,064) | $ (1,046) | $ (1,121) | $ (1,058) | $ (4,495) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 922 | 901 | 990 | 915 | 4,361 |
(Gain) / Loss on sale of Asset | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - |
Prepaid Insurance | (8) | (5) | (19) | (7) | (16) |
Accounts Receivable | - | - | - | - | - |
Accounts Payable | 150 | 150 | 150 | 150 | 150 |
Insurance Payable | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - |
Capital Contribution | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - |
|
|
|
|
|
|
Net change in cash | - | - | - | - | - |
Cash beginning of year | 1,985 | 984 | 1,714 | 1,984 | 4,989 |
Cash end of year | $ 1,985 | $ 984 | $ 1,714 | $ 1,984 | $ 4,989 |
Supplemental Cash Flow Information: |
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - |
F-98
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #06FG1 | Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ - | $ (1,075) | $ (6,190) | $ (1,147) | $ (1,113) | $ (1,103) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | - | 936 | 6,122 | 1,022 | 981 | 969 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | - | (11) | (82) | (25) | (18) | (16) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | - | 150 | 150 | 150 | 150 | 150 |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | - | 2,000 | 3,504 | 3,000 | 2,000 | 1,999 |
Cash end of year | $ - | $ 2,000 | $ 3,504 | $ 3,000 | $ 2,000 | $ 1,999 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-99
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $(1,143) | $(1,073) | $(1,137) | $- | $(1,038) | $(1,180) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,017 | 933 | 1,010 | - | 891 | 1,062 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (24) | (10) | (23) | - | (3) | (32) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 150 | 150 | 150 | - | 150 | 150 |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | (1,458) | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | (1,458) | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | (1,458) | - | - |
Cash beginning of year | 1,999 | 2,649 | 3,700 | 3,050 | 1,799 | 2,898 |
Cash end of year | $1,999 | $2,649 | $3,700 | $1,592 | $1,799 | $2,898 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-100
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $(1,073) | $(1,064) | $(1,404) | $(1,108) | $(1,113) | $(1,240) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 933 | 922 | 1,332 | 975 | 981 | 1,134 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (10) | (8) | (78) | (17) | (18) | (44) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 150 | 150 | 150 | 150 | 150 | 150 |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | (0) | 0 |
Cash beginning of year | 2,300 | 4,148 | 4,550 | 3,064 | 2,962 | 4,197 |
Cash end of year | $2,300 | $4,148 | $4,550 | $3,064 | $2,962 | $4,197 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-101
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
Net (Loss) / Income | $ (1,053) | $ - | $ (1,053) | $ - | $ (1,207) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 909 | - | 909 | - | 1,944 |
(Gain) / Loss on sale of Asset | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - |
Prepaid Insurance | (6) | - | (6) | - | (37) |
Accounts Receivable | - | - | - | - | - |
Accounts Payable | 150 | - | 150 | - | (700) |
Insurance Payable | - | - | - | - | - |
Income Taxes Payable | - | (24,444) | - | (8,763) | - |
Sale Tax Payable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | (24,444) | - | (8,763) | - |
Cash flow from investing activities: |
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - |
Capital Contribution | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - |
|
|
|
|
|
|
Net change in cash | - | (24,444) | - | (8,763) | - |
Cash beginning of year | 2,412 | 30,605 | 3,662 | 11,004 | 5,489 |
Cash end of year | $ 2,412 | $ 6,161 | $ 3,662 | $ 2,241 | $ 5,489 |
Supplemental Cash Flow Information: |
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - |
F-102
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (139) | $ (212) | $ (179) | $ (190) | $ (237) | $ (266) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 123 | 214 | 173 | 187 | 244 | 407 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | - | (10) | (2) | (5) | (15) | (14) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 16 | (2) | (2) | (2) | (2) | (2) |
Insurance Payable | - | 10 | 10 | 10 | 10 | (125) |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 500 | 400 | 400 | 300 | 300 | 243 |
Cash end of year | $ 500 | $ 400 | $ 400 | $ 300 | $ 300 | $ 243 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-103
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (200) | $ (226) | $ (763) | $ (832) | $ (1,214) | $ (655) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 199 | 230 | 396 | 961 | 1,103 | 266 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (7) | (12) | (41) | (137) | (39) | (19) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | (2) | (2) | (2) | 150 | (2) |
Insurance Payable | 10 | 10 | 10 | 10 | - | 10 |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | 400 | - | - | 400 |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 354 | 300 | 308 | 377 | 3,400 | 365 |
Cash end of year | $ 354 | $ 300 | $ 308 | $ 377 | $ 3,400 | $ 365 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-104
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (139) | $ (460) | $ (2,643) | $ (31,252) | $ (194,887) | $ (576) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 123 | 530 | 2,507 | 123 | 123 | 123 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | 31,456 | 194,748 | 437 |
Investment Income / (Loss) | - | - | - | (471) | - | - |
Prepaid Insurance | - | (68) | (14) | - | - | - |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 16 | (2) | 150 | 16 | 16 | 16 |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | 116 | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | 500 | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | 488 | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | 12 | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | 12 | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | 500 | - | - |
Cash beginning of year | 500 | 300 | 5,000 | - | 600 | 500 |
Cash end of year | $ 500 | $ 300 | $ 5,000 | $ 500 | $ 600 | $ 500 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | $ (471) | - | - |
F-105
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (292) | $ (173) | $ (139) | $ (19,200) | $ (420) | $ (139) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 306 | 166 | 123 | 139 | 464 | 123 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | 19,061 | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (22) | (1) | - | - | (52) | - |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | (2) | 16 | (35) | (2) | 16 |
Insurance Payable | 10 | 10 | - | - | 10 | - |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | (35) | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | (10) | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | (10) | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | (45) | - | - |
Cash beginning of year | 300 | 400 | 501 | 602 | 400 | 500 |
Cash end of year | $ 300 | $ 400 | $ 501 | $ 557 | $ 400 | $ 500 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-106
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (765) | $ (139) | $ (360) | $ (624) | $ (371) | $ (371) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 123 | 123 | 291 | 1,260 | 469 | 469 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | 626 | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | - | - | (40) | (94) | (17) | (17) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 16 | 16 | (2) | (2) | 5 | 5 |
Insurance Payable | - | - | (223) | (540) | (86) | (86) |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | 334 | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 500 | 500 | 320 | 320 | 320 | 320 |
Cash end of year | $ 500 | $ 500 | $ 320 | $ 320 | $ 320 | $ 320 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-107
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (170) | $ (229) | $ (427) | $ (427) | $ (415) | $ (671) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 170 | 324 | 608 | 466 | 760 | 412 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (1) | (13) | (28) | (47) | (52) | (22) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | (2) | 5 | (2) | (2) | (2) |
Insurance Payable | 3 | (80) | (158) | 10 | (291) | (117) |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | 400 |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 402 | 381 | 402 | 326 | 402 | 402 |
Cash end of year | $ 402 | $ 381 | $ 402 | $ 326 | $ 402 | $ 402 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-108
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (313) | $ (2,198) | $ (339) | $ (139) | $ (25,469) | $ (178) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 527 | 136 | 383 | 123 | 123 | 173 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | 4,375 | - | - | 25,330 | - |
Investment Income / (Loss) | - | (3,577) | - | - | - | - |
Prepaid Insurance | (30) | - | (36) | - | - | (3) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | (6,743) | (2) | 16 | 16 | (2) |
Insurance Payable | (182) | - | (6) | - | - | 10 |
Income Taxes Payable | - | 1,243 | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | (6,764) | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | 18 | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | 18 | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | (6,746) | - | - | - | - |
Cash beginning of year | - | 7,291 | 66 | 500 | 500 | 300 |
Cash end of year | $ - | $ 545 | $ 66 | $ 500 | $ 500 | $ 300 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop |
| $ (3,577) |
|
|
|
|
F-109
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $(305) | $(213) | $(360) | $(214) | $(139) | $(396) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 326 | 267 | 604 | 321 | 123 | 505 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (29) | (10) | (40) | (10) | - | (22) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | (2) | (2) | (2) | 16 | 6 |
Insurance Payable | 10 | (42) | (202) | (95) | - | (93) |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 1,030 | 323 | 402 | 400 | 500 | 2,800 |
Cash end of year | $1,030 | $323 | $402 | $400 | $500 | $2,800 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-110
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #GAMEBOY | Series #CROESUS | Series #SACHS1 | Series #32RUTH | Series #ELON1 | Series #105.ETH |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (924) | $ (428) | $ (139) | $ (1,035) | $ (193) | $ (139) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 552 | 724 | 123 | 1,093 | 263 | 123 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (19) | (55) | - | (81) | (5) | - |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | 5 | - | 16 | (2) | (45) | 16 |
Insurance Payable | (114) | (241) | - | (375) | (20) | - |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | 500 | - | - | 400 | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 400 | 429 | 500 | 327 | 400 | 500 |
Cash end of year | $ 400 | $ 429 | $ 500 | $ 327 | $ 400 | $ 500 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-111
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #R2D2 | Series #VADER | Series #WARHOL2 | Series #JEKYLL | Series #BUFFETT1 | Series #DRACULA10 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (201) | $ (193) | $ (332) | $ (176) | $ (174) | $ (189) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 240 | 222 | 370 | 168 | 179 | 268 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (7) | (6) | (9) | (2) | (2) | (5) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | (2) | 5 | - | (2) | (45) |
Insurance Payable | (30) | (21) | (34) | 10 | (1) | (29) |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 300 | 334 | 2,178 | 400 | 367 | 308 |
Cash end of year | $ 300 | $ 334 | $ 2,178 | $ 400 | $ 367 | $ 308 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-112
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #PAPPY1 | Series #1857COIN | Series #94CSI | Series #ANDYPELE | Series #BOBAFETT | Series #ELVIS |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (150) | $ (267) | $ (12,635) | $ (145) | $ (271) | $ (952) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 181 | 374 | 443 | 220 | 365 | 741 |
(Gain) / Loss on sale of Asset | - | - | 6,092 | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (6) | (22) | - | (3) | (22) | (33) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | - | - | - | (56) | (2) | (2) |
Insurance Payable | (25) | (85) | - | (16) | (70) | (254) |
Income Taxes Payable | - | - | 50 | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | 500 |
Net cash (used in) / provided by operating activities | - | - | (6,050) | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | 120,000 | - | - | - |
Cash provided by / (used in) investing activities | - | - | 120,000 | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | (118,400) | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | (118,400) | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | (4,450) | - | - | - |
Cash beginning of year | 771 | 400 | 4,500 | 235 | 355 | 320 |
Cash end of year | $ 771 | $ 400 | $ 50 | $ 235 | $ 355 | $ 320 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-113
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #GBOYCOLOR | Series #JETFIRE | Series #POPEBALL | Series #RABBIT | Series #54AARON | Series #GRATEFUL1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (189) | $ (195) | $ (245) | $ (1,193) | $ (1,121) | $ (675) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 214 | 223 | 325 | 189 | 1,307 | 1,148 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment Income / (Loss) | - | - | - | - | - | - |
Prepaid Insurance | (5) | (6) | (16) | (6) | (196) | (105) |
Accounts Receivable | - | - | - | - | - | - |
Accounts Payable | (2) | - | (2) | - | - | (2) |
Insurance Payable | (18) | (22) | (62) | 10 | 10 | (366) |
Income Taxes Payable | - | - | - | - | - | - |
Sale Tax Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | 1,000 | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Cash provided by / (used in) investing activities | - | - | - | - | - | - |
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of year | 331 | 300 | 300 | 300 | 346 | - |
Cash end of year | $ 331 | $ 300 | $ 300 | $ 300 | $ 346 | $ - |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | - | - | - | - | - | - |
F-114
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2023 (unaudited)
| Series #BOBAPROTO | Series #BATMAN | Series #ARSHAM1 | Consolidated |
Cash Flows from Operating Activities: |
|
|
|
|
Net (Loss) / Income | $ (808) | $ 185,237 | $ (390) | $ (216,913) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,287 | 51,561 | 256 | 172,959 |
(Gain) / Loss on sale of Asset | - | (300,000) | - | (293,908) |
(Gain) / Loss on sale of Digital Assets | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | 293,195 |
Investment Income / (Loss) | - | - | - | (4,048) |
Prepaid Insurance | (132) | - | (16) | (4,280) |
Accounts Receivable | - | - | - | 12,920 |
Accounts Payable | (2) | - | 150 | (6,622) |
Insurance Payable | (345) | 2 | - | (7,083) |
Income Taxes Payable | - | 114,736 | - | 69,373 |
Sale Tax Payable | - | 177,500 | - | 177,500 |
Due from the Manager or its Affiliates | 332 | - | - | 1,582 |
Due to the Manager or its Affiliates | - | - | - | 3,933 |
Net cash (used in) / provided by operating activities | 332 | 229,036 | - | 198,609 |
Cash flow from investing activities: |
|
|
|
|
Deposits Collection Asset | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - |
Investment in Collection Asset | - | (1,360,000) | (120,560) | (120,560) |
Investment in Digital Assets | - | - | - | - |
Proceeds from Sale of Digital Assets | - | - | - | 38 |
Proceeds from Sale of Collection Asset | - | 2,000,000 | - | 2,204,715 |
Cash provided by / (used in) investing activities | - | 640,000 | (120,560) | 2,084,193 |
Cash flow from financing activities: |
|
|
|
|
Proceeds from sale of membership interests | - | 1,360,733 | 121,160 | 1,481,893 |
Repayments on borrowings from manager and affiliates, net of proceeds | - | - | - | (1,473,531) |
Distribution to Series | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - |
Capital Contribution | - | - | - | - |
Distribution to RSE Collection | - | (333) | - | - |
Distribution of Gain on Sale of Assets to Members | - | (1,936,800) | - | (2,055,210) |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - |
Cash provided by / (used in) financing activities | - | (576,400) | 121,160 | (2,046,848) |
|
|
|
|
|
Net change in cash | 332 | 292,636 | 600 | 235,954 |
Cash beginning of year | - | - | - | 212,129 |
Cash end of year | $ 332 | $ 292,636 | $ 600 | $ 448,083 |
Supplemental Cash Flow Information: |
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | $ 340,000 | - | $ 340,000 |
NFT Airdrop | - | - | - | $ (4,048) |
Forgiveness of amounts due to manager and Contributed to the Company/Series |
|
|
| $ 17,162 |
Collection Assets transferred in to Balance Sheet |
|
|
| $ 66,090 |
F-115
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #69BM1 | Series #85FT1 | Series #88LJ1 | Series #55PS1 | Series #95BL1 | Series #89PS1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (1,138) | $ (1,185) | $ (1,155) | $ (7,183) | $ (1,145) | $ (1,177) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,308 | 1,369 | 1,330 | 3,564 | 1,317 | 1,359 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss | - | - | - | - | - | - |
Prepaid Insurance | (20) | (34) | (25) | (81) | (22) | (32) |
Accounts Payable | (150) | (150) | (150) | 3,700 | (190) | (150) |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | (40) | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Asset | - | - | - | - | - | - |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | (40) | - |
Cash beginning of period | 4,149 | - | - | 2,214 | 1,000 | 1,271 |
Cash end of period | $ 4,149 | $ - | $ - | $ 2,214 | $ 960 | $ 1,271 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
F-116
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #90FM1 | Series #83FB1 | Series #98DV1 | Series #93XJ1 | Series #02AX1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
Net (Loss) / Income | $(1,079) | $(1,291) | $(1,150) | $(3,453) | $(1,137) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,232 | 1,507 | 1,324 | 3,395 | 1,307 |
(Gain) / Loss on sale of Asset | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
Prepaid Insurance | (3) | (66) | (24) | (92) | (20) |
Accounts Payable | (150) | (150) | (150) | 150 | (150) |
Insurance Payable | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - |
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - |
Net cash provided by / (used in) investing activities | - | - | - | - | - |
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - |
Capital Contribution | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - |
Net cash provided by / (used in) financing activities | - | - | - | - | - |
|
|
|
|
|
|
Net change in cash | - | - | - | - | - |
Cash beginning of period | 485 | 2,485 | 2,500 | 1,485 | 1,985 |
Cash end of period | $485 | $2,485 | $2,500 | $1,485 | $1,985 |
Supplemental Cash Flow Information: |
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - |
F-117
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #99LE1 | Series #91MV1 | Series #92LD1 | Series #94DV1 | Series #72MC1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
Net (Loss) / Income | $ (1,111) | $ (1,092) | $ (1,168) | $ (1,105) | $ (1,147) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,273 | 1,249 | 1,347 | 1,265 | 1,320 |
(Gain) / Loss on sale of Asset | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
Prepaid Insurance | (12) | (7) | (29) | (10) | (23) |
Accounts Payable | (150) | (150) | (150) | (150) | (150) |
Insurance Payable | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | (140) | - | - |
Due to the Manager or its Affiliates | - | - | (140) | - | - |
Net cash (used in) / provided by operating activities | - | - | (280) | - | - |
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - |
Net cash provided by / (used in) investing activities | - | - | - | - | - |
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - |
Capital Contribution | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - |
Net cash provided by / (used in) financing activities | - | - | - | - | - |
|
|
|
|
|
|
Net change in cash | - | - | (280) | - | - |
Cash beginning of period | 1,985 | 984 | 1,853 | 1,984 | 4,989 |
Cash end of period | $ 1,985 | $ 984 | $ 1,574 | $ 1,984 | $ 4,989 |
Supplemental Cash Flow Information: |
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - |
F-118
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #06FG1 | Series #11BM1 | Series #80LC1 | Series #02BZ1 | Series #88BM1 | Series #63CC1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ - | $ (1,122) | $ (2,658) | $ (1,194) | $ (1,160) | $ (1,150) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | - | 1,288 | 2,930 | 1,381 | 1,337 | 1,324 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | - | (16) | (122) | (37) | (27) | (24) |
Accounts Payable | - | (150) | (150) | (150) | (150) | (150) |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | (165) | - | - | - | - | - |
Net cash (used in) / provided by operating activities | (165) | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | (165) | - | - | - | - | - |
Cash beginning of period | 9,800 | 2,000 | 3,504 | 3,000 | 2,000 | 1,999 |
Cash end of period | $ 9,635 | $ 2,000 | $ 3,504 | $ 3,000 | $ 2,000 | $ 1,999 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
F-119
RSE COLLECTION, LLC
Consolidated Statements of Operations
Six-Months Ended June 30, 2022 (unaudited)
| Series #76PT1 | Series #75RA1 | Series #65AG1 | Series #93FS1 | Series #90MM1 | Series #61JE1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (Loss) / Income | $ (1,190) | $ (1,120) | $ (1,184) | $ 14,503 | $ (1,084) | $ (1,227) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,376 | 1,285 | 1,368 | 164 | 1,238 | 1,424 |
(Gain) / Loss on sale of Asset | - | - | - | (17,500) | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | (36) | (15) | (34) | (26) | (4) | (47) |
Accounts Payable | (150) | (150) | (150) | (150) | (150) | (150) |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | 1,873 | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | 1,136 | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | 147,500 | - | - |
Net cash provided by / (used in) investing activities | - | - | - | 147,500 | - | - |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | (147,500) | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | - | - | - | (147,500) | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of period | 1,999 | 2,649 | 3,700 | 3,050 | 1,799 | 2,898 |
Cash end of period | $ 1,999 | $ 2,649 | $ 3,700 | $ 3,050 | $ 1,799 | $ 2,898 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
F-120
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #65FM1 | Series #88PT1 | Series #94LD1 | Series #99SS1 | Series #94FS1 | Series #61MG1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (1,120) | $ (1,261) | $ (8,995) | $ (1,154) | $ (1,160) | $ (7,130) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,285 | 1,423 | 9,259 | 1,329 | 1,337 | 3,495 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | (15) | (12) | (114) | (25) | (27) | (65) |
Accounts Payable | (150) | (150) | (150) | (150) | (150) | 3,700 |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Net change in cash | - | - | - | - | - | - |
Cash beginning of period | 2,300 | 4,148 | 4,550 | 3,064 | 2,962 | 4,197 |
Cash end of period | $ 2,300 | $ 4,148 | $ 4,550 | $ 3,064 | $ 2,962 | $ 4,197 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
F-121
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #92CC1 | Series #89FT1 | Series #80PN1 | Series #89FG2 | Series #88LL1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
Net (Loss) / Income | $ (1,100) | $ 119,893 | $ (1,100) | $ (1,149) | $ (3,286) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,259 | 4,381 | 1,259 | 1,323 | 3,491 |
(Gain) / Loss on sale of Asset | - | (154,864) | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
Prepaid Insurance | (9) | (34) | (9) | (24) | (55) |
Accounts Payable | (150) | 19 | (150) | (150) | (150) |
Insurance Payable | - | - | - | - | - |
Income Taxes Payable | - | 30,605 | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - |
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - |
Investment in Collection Asset | - | - | - | - | - |
Investment in Digital Assets | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | 330,000 | - | - | - |
Net cash provided by / (used in) investing activities | - | 330,000 | - | - | - |
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
Proceeds from sale of membership interests | - | - | - | - | - |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - |
Distribution to Series | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - |
Capital Contribution | - | - | - | - | - |
Distribution to RSE Collection | - | - | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | (301,108) | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - |
Net cash provided by / (used in) financing activities | - | (301,108) | - | - | - |
|
|
|
|
|
|
Net change in cash | - | 28,892 | - | - | - |
Cash beginning of period | 2,412 | 1,714 | 3,662 | 3,288 | 5,489 |
Cash end of period | $ 2,412 | $ 30,605 | $ 3,662 | $ 3,288 | $ 5,489 |
Supplemental Cash Flow Information: |
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - |
F-122
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #MEEB11275 | Series #82TAYLOR | Series #HOLMES | Series #HULK180 | Series #05JAYZ | Series #JUSTINIAN |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (143) | $ (228) | $ (193) | $ (205) | $ (4,401) | $ (603) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,095 | 278 | 233 | 248 | 528 | 214 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | 3,915 | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | - | (50) | (40) | (43) | (58) | (35) |
Accounts Payable | - | - | - | - | 16 | - |
Insurance Payable | - | - | - | - | - | 67 |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | 357 |
Net cash (used in) / provided by operating activities | 952 | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | (140,561) | (10,200) | (20,100) | (36,146) | (15,818) | (15,000) |
Investment in Digital Assets | (952) | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | (141,513) | (10,200) | (20,100) | (36,146) | (15,818) | (15,000) |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | 141,061 | 10,832 | 20,792 | 36,738 | 16,356 | 15,600 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | (232) | (292) | (292) | (238) | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 141,061 | 10,600 | 20,500 | 36,446 | 16,118 | 15,000 |
|
|
|
|
|
|
|
Net change in cash | 500 | 400 | 400 | 300 | 300 | 600 |
Cash beginning of period | - | - | - | - | - | - |
Cash end of period | $ 500 | $ 400 | $ 400 | $ 300 | $ 300 | $ 600 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
Forgiveness of amounts due to manager and Contributed to the Company/Series |
|
|
|
| 3,915 |
|
F-123
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #67ICEBOWL | Series #DKCOUNTRY | Series #FALCON | Series #MARIOWRLD | Series #82AV1 | Series #SUPERBWL1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (211) | $ (239) | $ (431) | $ (830) | $ (1,047) | $ (414) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 257 | 293 | 481 | 1,001 | 954 | 461 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | (46) | (54) | (97) | (218) | (57) | (64) |
Accounts Payable | - | - | - | - | 150 | 16 |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | 47 | 47 | - | - |
Net cash (used in) / provided by operating activities | - | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | (7,546) | (13,566) | (42,944) | (144,143) | (286,364) | (19,535) |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | (7,546) | (13,566) | (42,944) | (144,143) | (286,364) | (19,535) |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | 8,138 | 14,158 | 43,580 | 144,848 | 289,764 | 20,181 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | (238) | (292) | (281) | (281) | - | (281) |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 7,900 | 13,866 | 43,299 | 144,567 | 289,764 | 19,900 |
|
|
|
|
|
|
|
Net change in cash | 354 | 300 | 355 | 424 | 3,400 | 365 |
Cash beginning of period | - | - | - | - | - | - |
Cash end of period | $ 354 | $ 300 | $ 355 | $ 424 | $ 3,400 | $ 365 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
F-124
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #MEEB7985 | Series #BONDWATCH | Series #95FF1 | Series #MAYC857 | Series #PUNK2981 | Series #WOW2221 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (92) | $ (269) | $ (898) | $ 3,216 | $ (76) | $ 1,795 |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,257 | 355 | 769 | 2,506 | 79 | 1,367 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss | - | - | - | (5,172) | - | (2,934) |
Prepaid Insurance | - | (86) | (21) | - | - | - |
Accounts Payable | - | - | 150 | - | - | - |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | 1,837 | - | 1,025 |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | 3,614 | - | - |
Net cash (used in) / provided by operating activities | 1,165 | - | - | 6,001 | 3 | 1,252 |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | (34,046) | (74,668) | (108,488) | (48,567) | (197,000) | (25,527) |
Investment in Digital Assets | (1,165) | - | - | (2,430) | (3) | (1,252) |
Proceeds from Sale of Digital Asset |
|
|
| 44 |
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | (35,211) | (74,668) | (108,488) | (50,954) | (197,003) | (26,779) |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | 34,546 | 75,280 | 114,038 | 49,067 | 197,600 | 26,027 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | (313) | (550) | - | - | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 34,546 | 74,968 | 113,488 | 49,067 | 197,600 | 26,027 |
|
|
|
|
|
|
|
Net change in cash | 500 | 300 | 5,000 | 4,114 | 600 | 500 |
Cash beginning of period | - | - | - | - | - | - |
Cash end of period | $ 500 | $ 300 | $ 5,000 | $ 4,114 | $ 600 | $ 500 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | 93,000 | - |
NFT Airdrop |
|
|
| (5,199) |
| (2,934) |
F-125
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #NIKON1 | Series #LOTF | Series #DOOD6778 | Series #BAKC7820 | Series #NBAJAM | Series #SANDBOX1 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (140) | $ (87) | $ (70) | $ (53) | $ (439) | $ (43) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 210 | 125 | 1,372 | 1,487 | 538 | 25,097 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | (70) | (38) | - | - | (115) | - |
Accounts Payable | - | - | - | - | 16 | - |
Insurance Payable | - | - | - | - | - | - |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | - | - | 1,302 | 1,434 | - | 25,054 |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | (23,920) | (11,100) | (28,359) | (28,792) | (34,950) | (101,487) |
Investment in Digital Assets | - | - | (1,302) | (1,434) | - | (25,054) |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | (23,920) | (11,100) | (29,661) | (30,226) | (34,950) | (126,541) |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | 24,500 | 11,792 | 28,860 | 29,200 | 35,642 | 101,987 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | 143 | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | (281) | (292) | - | - | (292) | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 24,220 | 11,500 | 28,860 | 29,343 | 35,350 | 101,987 |
|
|
|
|
|
|
|
Net change in cash | 300 | 400 | 501 | 551 | 400 | 500 |
Cash beginning of period | - | - | - | - | - | - |
Cash end of period | $ 300 | $ 400 | $ 501 | $ 551 | $ 400 | $ 500 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | 7,050 | - |
F-126
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #WOW6586 | Series #AZUKI6704 | Series #58PELE4 | Series #OBAMABALL | Series #BART | Series #HOMER |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ 2,772 | $ (43) | $ (92) | $ (382) | $ (67) | $ (67) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 1,265 | 43 | 72 | 288 | 72 | 72 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss | (4,398) |
|
|
|
|
|
Prepaid Insurance | - | - | (23) | (23) | (23) | (23) |
Accounts Payable | - | - | - | 16 | - | - |
Insurance Payable | - | - | 43 | 101 | 18 | 18 |
Income Taxes Payable | 1,583 | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | - | - | - |
Net cash (used in) / provided by operating activities | 1,222 | - | - | - | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | (49,769) | (30,452) | (42,082) | (99,082) | (17,482) | (17,482) |
Investment in Digital Assets | (1,222) | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | (50,991) | (30,452) | (42,082) | (99,082) | (17,482) | (17,482) |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | 50,269 | 30,952 | 42,600 | 99,600 | 18,000 | 18,000 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | - | - | (198) | (198) | (198) | (198) |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 50,269 | 30,952 | 42,402 | 99,402 | 17,802 | 17,802 |
|
|
|
|
|
|
|
Net change in cash | 500 | 500 | 320 | 320 | 320 | 320 |
Cash beginning of period | - | - | - | - | - | - |
Cash end of period | $ 500 | $ 500 | $ 320 | $ 320 | $ 320 | $ 320 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
NFT Airdrop | (4,398) |
|
|
|
|
|
F-127
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #SI1 | Series #GOLD1 | Series #VERSTAPP1 | Series #96TIGER | Series #88ZELDA | Series #STARWARS3 |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
Net (Loss) / Income | $ (60) | $ (77) | $ (76) | $ (131) | $ (98) | $ (66) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 72 | 84 | 70 | 228 | 64 | 65 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - |
Impairment loss on Collection Assets | - | - | - | - | - | - |
Investment (Income) / Loss |
|
|
|
|
|
|
Prepaid Insurance | (23) | (35) | (29) | (107) | (23) | (23) |
Accounts Payable | 10 | - | - | 10 | - | - |
Insurance Payable | 1 | 28 | 35 | - | 57 | 24 |
Income Taxes Payable | - | - | - | - | - | - |
Due from the Manager or its Affiliates | - | - | - | - | - | - |
Due to the Manager or its Affiliates | - | - | - | 150 | - | - |
Net cash (used in) / provided by operating activities | - | - | - | 150 | - | - |
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - |
Investment in Collection Asset | (7,700) | (13,769) | (29,402) | (49,187) | (54,000) | (22,800) |
Investment in Digital Assets | - | - | - | - | - | - |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
|
Proceeds from Sale of Collection Asset | - | - | - | - | - | - |
Net cash provided by / (used in) investing activities | (7,700) | (13,769) | (29,402) | (49,187) | (54,000) | (22,800) |
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
Proceeds from sale of membership interests | 8,300 | 14,574 | 30,002 | 49,637 | 54,600 | 23,400 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - |
Distribution to Series | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | - | - |
Capital Contribution | - | - | - | - | - | - |
Distribution to RSE Collection | (198) | (424) | (198) | (124) | (198) | (198) |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 8,102 | 14,150 | 29,803 | 49,513 | 54,402 | 23,202 |
|
|
|
|
|
|
|
Net change in cash | 402 | 381 | 402 | 476 | 402 | 402 |
Cash beginning of period | - | - | - | - | - | - |
Cash end of period | $ 402 | $ 381 | $ 402 | $ 476 | $ 402 | $ 402 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration | - | - | - | - | - | - |
F-128
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #YEEZY | Series #MAYC9114 | Series #VFRNDS1 | Series #MBIRD2754 | Series #VEEFRND1 | Series #TREASURE | ||
Cash Flows from Operating Activities: |
|
|
|
|
|
| ||
Net (Loss) / Income | $ (89) | $ 3,176 | $ (517) | $ (11) | $ (11) | $ (20) | ||
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
| ||
Expenses Paid by Manager and Contributed to the Company / Series | 77 | 1,527 | 44 | 11 | 2,903 | 59 | ||
(Gain) / Loss on sale of Asset | - | - | - | - | - | - | ||
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - | ||
Impairment loss on Collection Assets | - | - | - | - | - | - | ||
Investment (Income) / Loss |
| (5,016) |
|
|
|
| ||
Prepaid Insurance | (35) | - | (23) | - | - | (39) | ||
Accounts Payable | - | - | - | - | - | - | ||
Insurance Payable | 47 | - | 16 | - | - | - | ||
Income Taxes Payable | - | 1,814 | - | - | - | - | ||
Due from the Manager or its Affiliates | - | - | - | - | - | - | ||
Due to the Manager or its Affiliates | 1,614 | - | 480 | - | - | - | ||
Net cash (used in) / provided by operating activities | 1,614 | 1,501 | - | - | 2,892 | - | ||
|
|
|
|
|
|
| ||
Cash flow from investing activities: |
|
|
|
|
|
| ||
Deposits Collection Asset | - | - | - | - | - | - | ||
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - | ||
Investment in Collection Asset | (33,614) | (84,402) | (181,250) | (73,188) | (39,105) | (18,998) | ||
Investment in Digital Assets | - | (1,501) | - | - | (2,892) | - | ||
Proceeds from Sale of Digital Asset |
|
|
|
|
|
| ||
Proceeds from Sale of Collection Asset | - | - | - | - | - | - | ||
Net cash provided by / (used in) investing activities | (33,614) | (85,903) | (181,250) | (73,188) | (41,997) | (18,998) | ||
|
|
|
|
|
|
| ||
Cash flow from financing activities: |
|
|
|
|
|
| ||
Proceeds from sale of membership interests | 32,824 | 84,902 | 181,795 | 58,900 | 32,764 | 19,531 | ||
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - | ||
Distribution to Series | - | - | - | - | - | - | ||
Contribution from Series to RSE Collection | - | - | - | - | - | - | ||
Contribution related to Offering Closings and Asset Sales | - | - | - | 14,788 | 6,841 | - | ||
Capital Contribution | - | - | - | - | - | - | ||
Distribution to RSE Collection | (424) | - | - | - | - | (232) | ||
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - | ||
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - | ||
Net cash provided by / (used in) financing activities | 32,400 | 84,902 | 181,795 | 73,688 | 39,605 | 19,299 | ||
|
|
|
|
|
|
| ||
Net change in cash | 400 | 500 | 545 | 500 | 500 | 300 | ||
Cash beginning of period | - | - | - | - | - | - | ||
Cash end of period | $ 400 | $ 500 | $ 545 | $ 500 | $ 500 | $ 300 | ||
Supplemental Cash Flow Information: |
|
|
|
|
|
| ||
Membership Interests issued to Asset Seller as consideration | - | - | 68,750 | - | - | - | ||
NFT Airdrop |
| (5,016) |
|
|
|
| ||
F-129
RSE COLLECTION, LLC
Consolidated Statements of Cash Flows
Six- Months Ended June 30, 2022 (unaudited)
| Series #MACWORLD1 | Series #KENNERSET | Series #LEDZEPP1 | Series #VEEVIPER | Series #BEEPLE1 | Series #WARHOL1 | Consolidated |
Cash Flows from Operating Activities: |
|
|
|
|
|
|
|
Net (Loss) / Income | $ (42) | $ (24) | $ (40) | $ (20) | $ (2) | $ (9) | $ (5,074) |
Adjustments to reconcile net income / (loss) to net cash (used in) provided by operating activities |
|
|
|
|
|
|
|
Expenses Paid by Manager and Contributed to the Company / Series | 121 | 47 | 41 | 34 | 2,983 | 32 | 196,882 |
(Gain) / Loss on sale of Asset | - | - | - | - | - | - | (172,364) |
(Gain) / Loss on sale of Digital Assets | - | - | - | - | - | - | 239 |
Impairment loss on Collection Assets | - | - | - | - | - | - | 44,674 |
Investment (Income) / Loss | - | - | - | - | - | - | (17,520) |
Prepaid Insurance | (79) | (29) | (23) | (17) | - | (23) | (3,686) |
Accounts Payable | - | - | - | - | - | - | 4,520 |
Insurance Payable | - | 6 | 22 | 3 | - | - | 3,032 |
Income Taxes Payable | - | - | - | - | - | - | 38,736 |
Due from the Manager or its Affiliates | - | - | - | - | - | - | (3,754) |
Due to the Manager or its Affiliates | - | - | - | - | - | - | 7,142 |
Net cash (used in) / provided by operating activities | - | - | - | - | 2,981 | - | 92,827 |
|
|
|
|
|
|
|
|
Cash flow from investing activities: |
|
|
|
|
|
|
|
Deposits Collection Asset | - | - | - | - | - | - | - |
Repayment of investments in Collection Assets upon Offering close | - | - | - | - | - | - | - |
Investment in Collection Asset | (202,121) | (10,330) | (42,000) | (70,000) | (75,206) | (160,119) | (4,705,829) |
Investment in Digital Assets | - | - | - | - | (2,981) | - | (62,193) |
Proceeds from Sale of Digital Asset |
|
|
|
|
|
| 44 |
Proceeds from Sale of Collection Asset | - | - | - | - | - | - | 477,500 |
Net cash provided by / (used in) investing activities | (202,121) | (10,330) | (42,000) | (70,000) | (78,187) | (160,119) | (4,290,478) |
|
|
|
|
|
|
|
|
Cash flow from financing activities: |
|
|
|
|
|
|
|
Proceeds from sale of membership interests | 203,390 | 10,851 | 42,600 | 70,909 | 66,810 | 163,666 | 2,899,462 |
Proceeds on borrowings from manager and affiliates, net of proceeds | - | - | - | - | - | - | 1,776,904 |
Distribution to Series | - | - | - | - | - | - | - |
Contribution from Series to RSE Collection | - | - | - | - | - | - | - |
Contribution related to Offering Closings and Asset Sales | - | - | - | - | 8,896 | - | 30,667 |
Capital Contribution | - | - | - | - | - | - | - |
Distribution to RSE Collection | (238) | (198) | (198) | (509) | - | (747) | - |
Distribution of Gain on Sale of Assets to Members | - | - | - | - | - | - | (448,608) |
Distribution of Gain on sale of Digital Assets to Members | - | - | - | - | - | - | - |
Net cash provided by / (used in) financing activities | 203,152 | 10,653 | 42,402 | 70,400 | 75,706 | 162,919 | 4,258,425 |
|
|
|
|
|
|
|
|
Net change in cash | 1,030 | 323 | 402 | 400 | 500 | 2,800 | 60,774 |
Cash beginning of period | - | - | - | - | - | - | 119,066 |
Cash end of period | $ 1,030 | $ 323 | $ 402 | $ 400 | $ 500 | $ 2,800 | $ 179,840 |
Supplemental Cash Flow Information: |
|
|
|
|
|
|
|
Membership Interests issued to Asset Seller as consideration |
|
|
|
|
|
| 168,800 |
NFT Airdrop |
|
|
|
|
|
| (17,547) |
Forgiveness of amounts due to manager and Contributed to the Company/Series |
|
|
|
|
|
| 44,913 |
Collection Assets transferred in to Balance Sheet |
|
|
|
|
|
| 376,389 |
F-130
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE A - DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
RSE Collection, LLC (the “Company,” “RSE Collection,” “we,” “us,” or “our”) is a Delaware series limited liability company formed on August 24, 2016. The Company’s core business is the identification, acquisition, marketing and management of collectible items (including collectible automobiles, memorabilia and alcohol) and digital assets, collectively referred to as “Collectible Assets” or the “Asset Class,” for the benefit of the investors. The Company is wholly owned and managed by RSE Collection Manager, LLC, a Delaware limited liability company (the “Manager”). The Manager is a single-member Delaware limited liability company wholly owned by Rally Holdings LLC (“Rally Holdings” or the “Asset Manager”). Rally Holdings is a single-member Delaware limited liability company wholly owned by RSE Markets, Inc., a Delaware corporation (“RSE Markets”). RSE Markets was the manager of the Company and served as the asset manager until March 26, 2021, at which point RSE Collection Manager, LLC and Rally Holdings replaced RSE Markets as Manager and Asset Manager, respectively. The Asset Manager is a technology and marketing company that operates the Rally Rd.™ platform (the “Platform”) and manages the Company, through the Manager, and the assets owned by the Company in its role as the Asset Manager of each Series.
The Company issues membership interests (the “Interests”) in a number of separate individual series (each, a “Series”) of the Company (each, an “Offering”). There will be a separate closing with respect to each Offering (each, a “Closing”). Each Series will own a unique Collectible Asset (an “Underlying Asset”) and the assets and liabilities of each Series will be separate in accordance with Delaware law. A purchaser of Interests (an “Investor”) in any Series acquires a proportional share of assets, liabilities, profits, and losses as they pertain to a particular Series, and the sole assets and liabilities of any given Series at the time of an Offering related to that particular Series is a single Underlying Asset (plus any cash reserves for future Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses) as well as certain liabilities related to expenses pre-paid by the Asset Manager. Any individuals, dealers or auction company which owns an Underlying Asset prior to a purchase of an Underlying Asset by the Company in advance of a potential Offering or the Closing of an Offering from which proceeds are used to acquire the Underlying Asset are referred to as “Asset Sellers.” “Current Period” refers to the time period between January 1, 2023 and June 30, 2023. “Prior Period” refers to the time period between January 1, 2022 and June 30, 2022. “Prior Year” refers to the time period between January 1, 2022 and December 31, 2022.
All voting rights, except as specified in the Operating Agreement or required by law, remain with the Manager (e.g., determining the type and quantity of general maintenance and other expenses required for the appropriate upkeep of each Underlying Asset, determining how to best commercialize the applicable Underlying Assets, evaluating potential sale offers and the liquidation of a Series). The Manager manages the ongoing operations of each Series in accordance with the Operating Agreement.
OPERATING AGREEMENT
General:
In accordance with the Operating Agreement, each Investor in a Series grants a power of attorney to the Manager. The Manager has the right to appoint officers of the Company and each Series.
Operating Expenses:
After the Closing of an Offering, each Series is responsible for its own Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses). Prior to the Closing, Operating Expenses are borne by the Manager or the Asset Manager and not reimbursed by the economic members of a particular Series. Should post-Closing Operating Expenses exceed revenues or cash reserves, the Manager or the Asset Manager may (a) pay such Operating Expenses and not seek reimbursement, (b) loan the amount of the Operating Expenses to the Series and be entitled to reimbursement of such amount from future revenues generated by the Series (the “Operating Expenses Reimbursement Obligation(s)”), on which the Manager or the Asset Manager may impose a rate of interest, and/or (c) cause additional Interests to be issued in order to cover such additional amounts, which Interests may be issued to existing or new Investors, and may include the Manager or its affiliates or the Asset Manager.
F-131
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE A - DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (CONTINUED)
Fees:
Sourcing Fee: The Manager expects to receive a fee, as determined by the Manager, at the Closing of each successful Offering for its services of sourcing the Underlying Assets (the “Sourcing Fee”), which may be waived by the Manager in its sole discretion.
Brokerage Fee: With respect to Offerings, except in the case of Series #77LE1, the broker of record (the “BOR”) received a fee (the “Brokerage Fee”) of 1.0% of the cash proceeds from the Offering for facilitating the sale of securities for Offerings qualified as of and after March 6, 2019.
Custody Fee: With respect to Offerings, the custodian of Interests (the “Custodian”), holding custody of the securities upon issuance, will receive a fee equal to the greater of (i) 0.75% on Interests sold in an Offering and (ii) $500 (the “Custody Fee”). In the case of the offerings for the Series #77LE1, Series #69BM1, Series #85FT1, Series #88LJ1 and Series #55PS1, no custody agreement was yet in place and as such, no Custody Fee was paid. Should a Custody Fee become applicable for the Interests in these Series in future, the Manager will pay and not be reimbursed for such Custody Fee. For all other current offerings, the Custody Fee is paid from the proceeds of each offering.
Free Cash Flow Distributions:
At the discretion of the Manager, a Series may make distributions of Free Cash Flow (as described in Note F – Free Cash Flow Distributions and Management Fees) to both the holders of economic Interests in the form of a dividend and the Manager in the form of a Management Fee (as described in Note F – Free Cash Flow Distributions and Management Fees).
In the case that Free Cash Flow (as described in Note F – Free Cash Flow Distributions and Management Fees) is available for distribution and such distributions are made, at the sole discretion of the Manager, the Investors will receive no less than 50% of Free Cash Flow available for distribution and the Manager will receive up to 50% of Free Cash Flow available for distribution in the form of a Management Fee (as described in Note F – Free Cash Flow Distributions and Management Fees) for management of the applicable Underlying Asset. The Management Fee is accounted for as an expense to the relevant Series rather than a distribution from Free Cash Flow.
Upon the sale of an Underlying Asset associated with a Series whose initial Offering commenced on or after January 1, 2023, if the Capital Proceeds, as defined in the Operating Agreement, are greater than an amount equal to 110% of the Offering Amount of the Series, as defined in the Operating Agreement, then the Asset Manager shall be entitled to be paid by the Series an amount (the “Success Fee”) calculated as follows:
·If the Capital Proceeds are equal to an amount greater than 110% of the Offering Amount of the related Series but less than or equal to 120% of the Offering Amount of such Series, then the Success Fee shall be an amount equal to 10% of the amount by which the Capital Proceeds exceed 110% of the Offering Amount; or
·If the Capital Proceeds are equal to an amount greater than 120% of the Offering Amount of the related Series, then the Success Fee shall be an amount equal to the sum of one percent (1%) of the Offering Amount plus twenty percent (20%) of the amount by which the Capital Proceeds exceed 120% of the Offering Amount.
The Asset Manager may, in its sole discretion, waive any or all of the Success Fee. The Company has not yet commenced any new Offerings after December 31, 2022 that meet the criteria for the Asset Manager to be entitled to a Success Fee, and therefore no Series are currently subject to the Success Fee.
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RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
Other:
The Manager is responsible for covering its own expenses. Certain of the Underlying Assets, such as NFTs, are self-insured by the Manager, the Asset Manager and the Series that owns the underlying NFT, and all take the full risk of loss on these Underlying Assets
LIQUIDITY AND CAPITAL RESOURCES
The Company and each listed Series have experienced recurring net losses and negative operating cash flows since inception and neither the Company nor any Series has generated revenues or profits in the Current Period or Prior Period, except for certain Underlying Assets that were sold for gains and certain Series that generate investment income (see Note A – Description of Organization and Business Operations – Asset Dispositions).
On a total consolidated basis, the Company generated the following: Income / (Loss), Net Working Capital, and Retained Earnings / (Accumulated Deficits). Additionally, each listed Series for which an Underlying Asset was owned as of the end of the Current Period and the end of the Prior Period has incurred net losses since their respective dates of acquisition and have an accumulated deficit at the end of the Current Period and at the end of the Prior Year, except for certain Series that have net income in the Current Period generated from receiving investment income.
Period | Income / (Loss) |
Current Period | ($216,913) |
Prior Period | ($5,074) |
Period | Net Working Capital | Accumulated Deficit |
Current Period | ($501,255) | ($1,580,568) |
Prior Year | ($2,237,327) | ($1,210,870) |
All of the liabilities on the balance sheet as of the end of the Current Period are obligations to third-parties or the Manager. All of these liabilities, other than ones for which the Manager does not seek reimbursement, will be covered through the proceeds of future Offerings for the various Series of Interests. The Company and the Series finance their business activities through capital contributions from the Manager or its affiliates and from members to the individual Series. Until such time as any Series has the capacity to generate cash flows from operations, the Manager may cover any deficits through additional capital contributions or the issuance of additional Interests in any individual Series. In addition, parts of the proceeds of future Offerings may be used to create reserves for future Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses) for individual Series once the Offerings are closed, listed in the table above, at the sole discretion of the Manager. There can be no assurance that the Manager or RSE Markets, Inc. will continue or have the ability to fund operations or provide financial support to the Company and each listed Series. If the Company and each listed Series does not continue to obtain financing from the Manager or RSE Markets, Inc. they will be unable to pay their obligations as they come due, including the obligation of each listed Series. As a result, these conditions raise substantial doubt about the Company's and each listed Series' ability to continue as a going concern for the twelve months following the date of this filing.
F-133
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE A - DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (CONTINUED)
No revenue models have been demonstrated at the Company or Series level and we do not expect either the Company or any of its Series to generate any revenues for some time. We will update the appropriate disclosure at such time as revenue models have been demonstrated. However, from time to time, the Company or a Series may receive income from other sources such as an NFT airdrop event or NFT conference, that are recognized as investment income. During the Current Period, no free cash flow distributions were made and no management fee was distributed. Each Series will continue to incur Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses) including, but not limited to storage, insurance, transportation and maintenance expenses, marketing expense and professional fees, on an ongoing basis.
Cash on the books of the Company is reserved for funding future pre-Closing Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses) or Acquisition Expenses (as described in Note B – Summary of Significant Accounting Policies – Capital Assets), as the case may be. Cash on the books of each Series is reserved for funding of post-Closing Operating Expenses. During the Current Period, the Manager paid for the Operating Expenses related to the Company and any Series that has closed Offerings and elected not to be reimbursed. When the Manager pays for certain Operating Expenses related to a Series that have closed Offerings and elects not to be reimbursed, these payments are accounted for as capital contributions and are further described in Note B – Summary of Significant Accounting Policies – Operating Expenses.
INITIAL OFFERINGS
All Series, for which a closing had occurred as of the date of the financial statements, that had commenced operations, were capitalized and had assets. Additionally, various Series have liabilities. The table outlined in Note B – Summary of Significant Accounting Policies – Members’ Equity outlines all Offerings for which a Closing has occurred during the Current Period and the Prior Period.
F-134
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE A - DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (CONTINUED)
ASSET DISPOSITIONS
During the Current Period and Prior Period, the Company received purchase offers for the Underlying Assets listed in the tables below. Per the terms of the Operating Agreement, the Company, together with the Manager and the Manager’s Advisory Board has evaluated the offers in light of the preferences of Investors in the related Series as expressed by the nonbinding voting results of a poll of such Investors on the question whether to sell the Underlying Assets. The Manager has determined that it is in the interest of the Investors to sell the Underlying Asset. In certain instances, the Company may decide to sell an Underlying Asset that is on the books of the Company but for which no Offering has occurred and the Underlying Asset was not transferred to an applicable Series before the sale. In these instances, the anticipated Offering for the Series related to such Underlying Asset is cancelled and no securities are sold.
Underlying Assets sold during the Current Period are as follows:
Series | Underlying Asset | Date of Sale Agreement | Total Sale Price | Carrying Value | Gain/(loss) on Sale | Corporate Level Taxes on Gain on Sale | Total Initial Offering Price | Total Distribution to Investors |
#94CSI | 1994 BMW 850CSi | 3/3/2023 | $120,000 | $126,092 | $(6,092) | $50 (Net of $1,399 Net Loss Carryforward) | $142,500 / $14.25 | $118,400 / $11.84 |
#BATMAN | 1940 Batman #1 Comic Book published by DC Comics graded CGC 8 | 1/30/2023 | $2,000,000 | $1,700,000 | $300,000 | $114,736 | $1,800,000 / $10.00 | $1,936,800 / $10.76 |
#04PHELPS | 2004 Sports Illustrated For Kids #360 Michael Phelps Rookie Card graded PSA GEM MT 10 | 1/4/2023 | $5,774 | $5,774 | $0 | (1) | (1) | (1) |
#EMERALD | 2005 Game Boy Advance Pokémon Emerald Version Video Game graded Wata 9.8 A++ | 1/21/2023 | $13,200 | $13,200 | $0 | (1) | (1) | (1) |
#CRASH | 1996 PlayStation Crash Bandicoot Video Game graded Wata 9.2 A+ | 1/21/2023 | $17,600 | $17,600 | $0 | (1) | (1) | (1) |
F-135
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#RASPUTIN | 1905-1916 Handwritten and Signed Grigori Rasputin Letter | 1/11/2023 | $21,471 | $21,471 | $0 | (1) | (1) | (1) |
#METROID | 1987 NES Metroid Video Game graded Wata 9.6 A+ | 1/21/2023 | $11,550 | $11,550 | $0 | (1) | (1) | (1) |
#80TOPPS | 1980 Topps Basketball Wax Box Reviewed and Factory Sealed by BBCE | 1/27/2023 | $15,120 | $15,120 | $0 | (1) | (1) | (1) |
Total |
|
| $2,204,715 | $1,910,807 | $293,908 | $114,786 |
| $2,055,200 |
(1)At the time of the sale the Underlying Asset was still owned by RSE Collection, LLC and not by any Series
Underlying Asset sold in the Prior Period:
Series | Underlying Asset | Date of Sale Agreement | Proceeds from Sale | Carrying Value | Gain/(loss) on Sale | Corporate Level Taxes on Gain on Sale | Total Initial Offering Price | Total Distribution to Investors |
#89FT1 | 1989 Ferrari Testarossa | 4/25/2022 | $330,000 | $175,136 | $154,864 | $30,605 (Net of $1,762 Net Loss Carryforward) | $180,000 / $45.00 | $301,108 / $75.27 |
#93FS1 (1) | 1993 Ferrari 348TS Serie Speciale | 5/17/2022 | $147,500 | $130,000 | $17,500 | $1,873 (Net of $1,653 Net Loss Carryforward) | $137,500 / $68.75 | $147,500 / $73.75 |
Total |
|
| $477,500 | $305,136 | $172,364 | $32,478 |
| $448,608 |
(1)The sale of the Underlying Asset is a related party transaction
Note: Total Distribution to Interest Holders includes cash on balance sheet of Series and is net of corporate level taxes on gain on sale.
Upon disposition of the Underlying Asset, the Series is dissolved upon payment of their current corporate tax liabilities and any sales tax remittance.
F-136
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1.Basis of Presentation
The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”).
The consolidated financial statements include the accounts of the Company and the accounts of Series #77LE1. Interests in Series #77LE1 were issued under Rule 506(c) of Regulation D and were thus not qualified under the Company’s Offering Statement on Form 1-A, as amended (the “Offering Statement”), and thus separate financial statements for Series #77LE1 are not presented.
Any Offerings that have closed as of the date of the financial statements were conducted in accordance with Tier 2 of Regulation A and qualified under an Offering Statement. Upon the closing of a Series Offering, separate financial statements are presented for each such Series, and each is consolidated in the financial statements of the Company after eliminating inter-company balances and transactions. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included.
2.Use of Estimates:
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.
Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near-term due to one or more future confirming events. Accordingly, the actual results could differ significantly from our estimates.
3.Cash and Cash Equivalents:
The Company considers all short-term investments with an original maturity of three months or less when purchased, or otherwise acquired, to be cash equivalents.
4.Offering Expenses:
Offering expenses (the “Offering Expenses”) related to the Offering for a specific Series consist of underwriting, legal, accounting, escrow, compliance, filing and other expenses incurred through the balance sheet date that are directly related to a proposed Offering and will generally be charged to members’ equity upon the completion of the proposed Offering. Expenses that are incurred prior to the Closing of an Offering for such Series that are funded by the Manager and will generally be reimbursed through the proceeds of the Offering related to the Series. However, the Manager has agreed to pay and not be reimbursed for Offering Expenses incurred with respect to the Offerings for all Series that have had a Closing as of the date of the financial statements and potentially other future Offerings.
F-137
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
5.Operating Expenses:
Operating Expenses (as described below) related to a particular Underlying Asset include storage, insurance, transportation (other than the initial transportation from the Underlying Asset’s location to the Manager’s storage facility prior to the Offering, which is treated as an Acquisition Expense (as described in Note B – Summary of Significant Accounting Policies – Capital Assets), maintenance, bookkeeping and accounting fees and other Underlying Asset specific expenses as detailed in the Manager’s allocation policy, together the “Operating Expenses”. We distinguish between pre-Closing and post-Closing Operating Expenses. Operating Expenses are expensed as incurred.
Except as disclosed with respect to any future Offering, expenses of this nature that are incurred prior to the Closing of an Offering of Series of Interests, are funded by the Manager and are not reimbursed by the Company, the Series or economic members. Expenses in this case are treated as capital contributions from the Manager to the Company and are summarized in the table below.
Period | Total Series Pre-Closing Operating Expense Capital Contributions | Total Series Post-Closing Operating Expense Capital Contributions | Consolidated |
Current Period | $48,638 | $124,321 | $172,959 |
Prior Period | $74,447 | $153,853 | $228,300 |
During the Current Period and Prior Period, the Company incurred pre-Closing Operating Expenses and individual Series that had closed Offerings incurred post-Closing Operating Expenses not including gains on sale and investment income as presented in the Consolidated Statements of Operations.
F-138
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE–B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
6.Capital Assets:
Underlying Assets are recorded at cost. The cost of the Underlying Assets includes the purchase price, including any deposits for the Underlying Asset funded by the Manager and “Acquisition Expenses,” which include transportation of the Underlying Asset to the Manager’s storage facility, pre-purchase inspection, pre-Offering refurbishment, and other costs detailed in the Manager’s allocation policy.
The Company treats Underlying Assets as collectible and therefore the Company will not depreciate or amortize the Underlying Assets going forward. The Underlying Assets are considered long-lived assets as well as indefinite lived intangible assets and will be subject to an annual test for impairment. These Underlying Assets are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the fair value of the asset. An impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. The following impairment charges were recognized during the Current Period and Prior Period.
Period | Series | Impairment loss on asset | Total |
Current Period | #WOW2221 | $437 | $293,195 |
#WOW6586 | $626 | ||
#MAYC857 | $31,456 | ||
#MAYC9114 | $4,375 | ||
#39AA (1) | $17,090 | ||
#DROCTOPUS (1) | $36 | ||
#CAPTAIN1 (1) | $36 | ||
#PUNK2981 | $194,748 | ||
#BAKC7820 | $19,061 | ||
#VEEFRNDS1 | $25,330 | ||
Prior Period | #MBIRD2754 (1) | $3,177 | $44,674 |
#AZUKI8467 (1) | $18,702 | ||
#105.ETH (1) | $16,381 | ||
#05JAYZ | $3,915 | ||
#57UNITAS (1) | $2,500 |
(1)Impairment charges for this Series or Underlying Asset were recognized prior to the Series Offering and are included in the Consolidated balances.
The Underlying Assets are initially purchased by the Company, either prior to launching an Offering or through the exercising of a purchase option simultaneous with the Closing of an Offering for a particular Series. At Closing of an Offering for a Series of Interests the Underlying Assets, including capitalized Acquisition Expenses, are then transferred to the Series. Underlying Assets are transferred at cost less any impairment, and the Company receives cash from the Series from the proceeds of the Offering. The Company uses the proceeds of the transfer to pay off any debt or amounts owed under purchase options and Acquisition Expenses. Acquisition Expenses related to a particular Series, which are incurred prior to the Closing of an Offering are initially funded by the Manager but will be reimbursed with the proceeds from an Offering related to such Series, to the extent described in the applicable Offering document. The Company does, however, retain additional cash from the proceeds of the Offering on the Series balance sheet to cover Acquisition Expenses that are anticipated prior to the Closing but incurred after the Closing of an Offering. Acquisition Expenses are capitalized into the cost of the Underlying Asset as per the table below. The Series uses the remaining cash to repay any accrued interest on loans or marketing expenses related to the preparation of the marketing materials for a particular Offering, by distributing the applicable
F-139
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
amount to the Company, accounted for as “Distribution to RSE Collection” on the balance sheet. Furthermore, the Series distributes the appropriate amounts for Brokerage Fee, the Custody Fee and, if applicable, the Sourcing Fee using cash from the Offering. Should a proposed Offering prove to be unsuccessful, the Company will not reimburse the Manager and these expenses will be accounted for as capital contributions, and the Acquisition Expenses will be expensed.
F-140
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
The Company, through non-interest-bearing payments from the Manager or loans from officers of the Manager and third parties, has acquired Underlying Assets since the beginning of the Prior Period. For all Collectible Assets held as of the end of the Current Period and Prior Period, the following table presents all costs capitalized on the acquisition of Underlying Assets during the Current Period and Prior Period.
Capitalized Costs | |||||
Applicable Series |
| Purchase Price / Down payment | Acquisition Costs | Impairment | Total |
#77LE1 | (1,3) | $ 69,400 | $ 787 | $ - | $ 70,187 |
#69BM1 | (1) | 102,395 | 3,871 | - | 106,266 |
#85FT1 | (1) | 172,500 | 3,326 | - | 175,826 |
#88LJ1 | (1) | 127,176 | 5,206 | - | 132,382 |
#55PS1 | (1) | 405,000 | 3,386 | - | 408,386 |
#95BL1 | (1) | 112,500 | 2,081 | - | 114,581 |
#90FM1 | (1) | 14,500 | 286 | - | 14,786 |
#83FB1 | (1) | 330,000 | 2,806 | - | 332,806 |
#98DV1 | (1) | 120,000 | 2,544 | - | 122,544 |
#93XJ1 | (1) | 460,000 | 28,586 | - | 488,586 |
#02AX1 | (1) | 100,000 | 1,786 | - | 101,786 |
#99LE1 | (1) | 62,100 | 2,171 | - | 64,271 |
#91MV1 | (1) | 33,950 | 1,487 | - | 35,437 |
#92LD1 | (1) | 146,181 | 11,861 | - | 158,042 |
#94DV1 | (1) | 52,500 | 287 | - | 52,787 |
#72MC1 | (1) | 115,000 | 562 | - | 115,562 |
#11BM1 | (1) | 78,500 | 1,286 | - | 79,786 |
#80LC1 | (1) | 610,000 | 2,439 | - | 612,439 |
#02BZ1 | (1) | 185,000 | 1,301 | - | 186,301 |
#88BM1 | (1) | 135,000 | 1,465 | - | 136,465 |
#63CC1 | (1) | 120,000 | 286 | - | 120,286 |
#76PT1 | (1) | 179,065 | 3,737 | - | 182,802 |
#75RA1 | (1) | 75,000 | 903 | - | 75,903 |
#65AG1 | (1) | 170,000 | 286 | - | 170,286 |
#90MM1 | (1) | 22,000 | 1,187 | - | 23,187 |
#61JE1 | (1) | 235,000 | 388 | - | 235,388 |
#65FM1 | (1) | �� 75,000 | 997 | - | 75,997 |
#88PT1 | (1) | 61,875 | 1,196 | - | 63,071 |
F-141
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#94LD1 | (1) | 570,000 | 2,236 | - | 572,236 |
#99SS1 | (1) | 126,575 | 2,652 | - | 129,227 |
#94FS1 | (1) | 135,399 | 3,083 | - | 138,482 |
#61MG1 | (1) | 325,000 | 590 | - | 325,590 |
#92CC1 | (1) | 45,000 | 1,188 | - | 46,188 |
#80PN1 | (1) | 45,750 | 1,638 | - | 47,388 |
#88LL1 | (1) | 275,000 | 2,811 | - | 277,811 |
#MEEB11275 | (1) | 140,407 | 154 | - | 140,561 |
#82TAYLOR | (1) | 10,200 | - | - | 10,200 |
#HOLMES | (1) | 20,000 | 100 | - | 20,100 |
#HULK180 | (1) | 36,000 | 146 | - | 36,146 |
#05JAYZ | (1) | 15,600 | 218 | (3,915) | 11,903 |
#JUSTINIAN | (1) | 15,000 | - | - | 15,000 |
#67ICEBOWL | (1) | 7,500 | 46 | - | 7,546 |
#DKCOUNTRY | (1) | 13,200 | 366 | - | 13,566 |
#FALCON | (1) | 42,834 | 110 | - | 42,944 |
#MARIOWRLD | (1) | 144,000 | 143 | - | 144,143 |
#82AV1 | (1) | 285,000 | 1,364 | - | 286,364 |
#SUPERBWL1 | (1) | 19,500 | 35 | - | 19,535 |
#MEEB7985 | (1) | 33,962 | 84 | - | 34,046 |
#BONDWATCH | (1) | 71,388 | 3,280 | - | 74,668 |
#95FF1 | (1) | 105,000 | 3,488 | - | 108,488 |
#MAYC857 | (1) | 48,492 | 5,745 | (33,714) | 20,523 |
#PUNK2981 | (1) | 290,000 | - | (194,748) | 95,252 |
#WOW2221 | (1) | 25,461 | 3,000 | (2,898) | 25,564 |
#NIKON1 | (1) | 23,438 | 481 | - | 23,920 |
#LOTF | (1) | 11,000 | 100 | �� - | 11,100 |
#DOOD6778 | (1) | 28,342 | 17 | - | 28,359 |
#BAKC7820 | (1) | 28,743 | 49 | (19,061) | 9,731 |
#NBAJAM | (1) | 42,000 | - | (3,500) | 38,500 |
#SANDBOX1 | (1) | 101,424 | 63 | - | 101,487 |
#WOW6586 | (1) | 49,742 | 4,426 | (4,238) | 49,930 |
F-142
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#AZUKI6704 | (1) | 30,434 | 18 | - | 30,452 |
#58PELE4 | (1) | 42,000 | 82 | - | 42,082 |
#OBAMABALL | (1) | 99,000 | 82 | - | 99,082 |
#BART | (1) | 17,400 | 81 | - | 17,481 |
#HOMER | (1) | 17,400 | 82 | - | 17,482 |
#SI1 | (1) | 7,700 | - | - | 7,700 |
#GOLD1 | (1) | 13,750 | 19 | - | 13,769 |
#VERSTAPP1 | (1) | 29,402 | - | - | 29,402 |
#96TIGER | (1) | 49,037 | 150 | - | 49,187 |
#88ZELDA | (1) | 54,000 | - | - | 54,000 |
#STARWARS3 | (1) | 22,800 | - | - | 22,800 |
#YEEZY | (1) | 32,000 | 1,614 | - | 33,614 |
#MAYC9114 | (1) | 84,357 | 8,638 | (6,424) | 86,571 |
#VFRNDS1 | (1) | 250,000 | - | - | 250,000 |
#MBIRD2754 | (1) | 76,328 | 36 | (3,177) | 73,188 |
#VEEFRND1 | (1) | 39,054 | 51 | (25,330) | 13,775 |
#TREASURE | (1) | 18,750 | 248 | - | 18,998 |
#MACWORLD1 | (1) | 201,021 | 1,100 | - | 202,121 |
#KENNERSET | (1) | 10,251 | 79 | - | 10,330 |
#LEDZEPP1 | (1) | 42,000 | - | - | 42,000 |
#VEEVIPER | (1) | 70,000 | - | - | 70,000 |
#BEEPLE1 | (1) | 75,161 | 45 | - | 75,206 |
#WARHOL1 | (1) | 151,308 | 8,810 | - | 160,119 |
#GAMEBOY | (1) | 20,000 | - | - | 20,000 |
#CROESUS | (1) | 57,600 | 129 | - | 57,729 |
#SACHS1 | (1) | 24,588 | 43 | - | 24,631 |
#32RUTH | (1) | 85,000 | 74 | - | 85,074 |
#ELON1 | (1) | 6,000 | - | - | 6,000 |
#105.ETH | (1) | 54,946 | 1,308 | (16,381) | 39,873 |
#R2D2 | (1) | 7,696 | 110 | - | 7,806 |
#VADER | (1) | 6,000 | 66 | - | 6,066 |
#WARHOL2 | (1) | 59,741 | 2,522 | - | 62,263 |
F-143
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#JEKYLL | (1) | 16,250 | 248 | - | 16,498 |
#BUFFETT1 | (1) | 13,000 | 33 | - | 13,033 |
#DRACULA10 | (1) | 35,000 | 92 | - | 35,092 |
#PAPPY1 | (1) | 11,827 | 29 | - | 11,856 |
#1857COIN | (1) | 22,900 | - | - | 22,900 |
#ANDYPELE | (1) | 24,000 | 165 | - | 24,165 |
#BOBAFETT | (1) | 22,960 | 46 | - | 23,005 |
#ELVIS | (1) | 34,800 | 82 | - | 34,882 |
#GBOYCOLOR | (1) | 5,100 | 69 | - | 5,169 |
#JETFIRE | (1) | 6,432 | �� 129 | - | 6,561 |
#POPEBALL | (1) | 17,125 | 262 | - | 17,387 |
#RABBIT | (1) | 40,000 | 248 | - | 40,248 |
#54AARON | (1) | 206,400 | 1,339 | (40,968) | 166,771 |
#GRATEFUL1 | (1) | 110,000 | 38 | - | 110,038 |
#BOBAPROTO | (1) | 138,750 | 117 | - | 138,867 |
#ARSHAM1 | (1) | 120,000 | 560 | - | 120,560 |
#WWLAND1 | (2) | 13,956 | 24 | - | 13,980 |
#DOOD7387 | (2) | 53,491 | 45 | - | 53,537 |
#AZUKI8467 | (2) | 91,835 | 54 | (18,702) | 73,188 |
#SANDBOX2 | (2) | 106,420 | 141 | - | 106,561 |
#TOADZ5028 | (2) | 10,219 | 75 | - | 10,295 |
#TOADZ3079 | (2) | 11,909 | 93 | - | 12,002 |
#DLAND1 | (2) | 160,866 | 68 | - | 160,933 |
#CLNX13296 | (2) | 55,009 | 81 | - | 55,090 |
#FAREWELL | (2) | 13,500 | 100 | - | 13,600 |
#39AA | (2) | 37,500 | 201 | (17,090) | 20,611 |
#35MICKEY | (2) | 5,040 | 45 | - | 5,085 |
#SCARFACE | (2) | 17,500 | 71 | - | 17,571 |
#GIJOE2 | (2) | 9,741 | 46 | - | 9,786 |
#APOLLO14 | (2) | 52,500 | 135 | (33,969) | 18,665 |
#PHOF-LINC | (2) | 26,500 | 325 | - | 26,825 |
#PHOC-1984 | (2) | 20,500 | 100 | - | 20,600 |
F-144
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
Balance June 30, 2023 |
| $ 10,766,352 | $ 154,566 | $ (424,115) | $ 10,496,803 |
Balance December 31, 2022 |
| $ 12,627,042 | $ 151,887 | $ (268,821) | $ 12,510,108 |
F-145
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
7.Members’ Equity:
Members’ equity for the Company and any Series consists of Membership Contributions, Capital Contributions, Distributions and Retained Earnings / (Accumulated Deficit).
Membership Contributions are made to a Series from a successful Closing of an Offering and are calculated by taking the amount of Interests sold in an Offering, net of Brokerage Fee, Custody Fee and Sourcing Fee as shown in the table below. In the case of a particular Offering, the Brokerage Fee, the Custody Fee and Sourcing Fee (which may be waived by the Manager) related to the Offering are paid from the proceeds of the successfully closed Offering. These expenses will not be incurred by the Company, the applicable Series or the Manager, if an Offering does not close as of the end of the Current Period. The Interests that are issued by each individual Series do not provide the investors with any voting rights in the Series other than those detailed in the Company’s Operating Agreement. All of the control and operating decisions relating to the operations of a Series are held by the Manager in accordance with the terms of the Operating Agreement.
Capital Contributions are made by the Manager to cover Operating Expenses for which the Manager has elected not to be reimbursed. In addition, in the case of a Closing for which a deficiency of offering proceeds over the required cash outlays exists, the Manager will make an additional capital contribution to the Series to cover any such deficiencies.
The table below outlines Membership Contributions and Uses for closed Offerings:
Membership Contribution and Uses at Closing as of the end of the Current Period | ||||||
Applicable Series | Closing Date | Membership Interests | Brokerage Fee | Sourcing Fee | Custody Fee | Total |
#77LE1 | 4/13/2017 | $ 77,700 | $ 1,049 | $ 3,443 | $ - | $ 73,208 |
#69BM1 | 2/7/2018 | 115,000 | 778 | 2,986 | - | 111,236 |
#85FT1 | 2/15/2018 | 165,000 | 1,117 | - | - | 163,883 |
#88LJ1 | 4/12/2018 | 135,000 | 914 | 578 | - | 133,508 |
#55PS1 | 6/6/2018 | 425,000 | 2,869 | - | - | 422,131 |
#93XJ1 | 11/6/2018 | 495,000 | 3,487 | - | 3,713 | 487,801 |
#83FB1 | 9/5/2018 | 350,000 | 2,522 | 9,162 | 2,625 | 335,691 |
#90FM1 | 7/31/2018 | 16,500 | 90 | 464 | 500 | 15,446 |
#95BL1 | 7/12/2018 | 118,500 | 870 | - | 889 | 116,742 |
#98DV1 | 10/10/2018 | 130,000 | 954 | 2,314 | 975 | 125,757 |
#02AX1 | 11/30/2018 | 108,000 | 793 | 1,944 | 810 | 104,452 |
#99LE1 | 12/4/2018 | 69,500 | 510 | 1,770 | 521 | 66,699 |
#91MV1 | 12/7/2018 | 38,000 | 279 | 600 | 500 | 36,621 |
#94DV1 | 12/26/2018 | 57,500 | 388 | 1,841 | 500 | 54,771 |
#92LD1 | 12/26/2018 | 165,000 | 1,114 | 2,219 | 1,238 | 160,430 |
#72MC1 | 1/4/2019 | 124,500 | 542 | 2,474 | 934 | 120,551 |
F-146
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#11BM1 | 1/25/2019 | 84,000 | 567 | 517 | 630 | 82,286 |
#80LC1 | 2/8/2019 | 635,000 | 4,305 | 9,216 | 4,763 | 616,716 |
#02BZ1 | 2/8/2019 | 195,000 | 1,316 | 2,620 | 1,463 | 189,601 |
#88BM1 | 2/25/2019 | 141,000 | 952 | 226 | 1,058 | 138,765 |
#63CC1 | 3/18/2019 | 126,000 | 916 | 1,553 | 945 | 122,586 |
#76PT1 | 3/22/2019 | 189,900 | 1,382 | 1,793 | 1,424 | 185,301 |
#75RA1 | 4/9/2019 | 84,000 | 586 | 3,732 | 630 | 79,052 |
#65AG1 | 4/16/2019 | 178,500 | 1,272 | 1,903 | 1,339 | 173,986 |
#90MM1 | 4/26/2019 | 26,600 | 196 | 918 | 500 | 24,986 |
#61JE1 | 4/26/2019 | 246,000 | 1,661 | 3,858 | 1,845 | 238,636 |
#88PT1 | 7/18/2019 | 66,000 | 495 | - | 500 | 65,005 |
#65FM1 | 7/18/2019 | 82,500 | 619 | 1,966 | 619 | 79,297 |
#94LD1 | 8/6/2019 | 597,500 | 4,481 | 11,251 | 4,481 | 577,286 |
#99SS1 | 9/11/2019 | 137,500 | 1,375 | 1,815 | 1,031 | 133,279 |
#94FS1 | 9/17/2019 | 145,000 | 1,450 | 669 | 1,088 | 141,794 |
#61MG1 | 9/30/2019 | 340,000 | 2,550 | 4,613 | 2,550 | 330,287 |
#92CC1 | 10/2/2019 | 52,500 | 525 | 2,875 | 500 | 48,600 |
#80PN1 | 11/6/2019 | 48,000 | 480 | - | 500 | 47,020 |
#88LL1 | 12/8/2019 | 292,000 | 2,920 | 3,115 | 2,190 | 283,775 |
#MEEB11275 | 1/10/2022 | 160,000 | 1,600 | 16,139 | 1,200 | 141,061 |
#82TAYLOR | 1/10/2022 | 13,000 | 130 | 1,538 | 500 | 10,832 |
#HOLMES | 1/10/2022 | 25,000 | 250 | 3,458 | 500 | 20,792 |
#HULK180 | 1/10/2022 | 42,000 | 420 | 4,342 | 500 | 36,738 |
#05JAYZ | 1/10/2022 | 18,500 | 185 | 1,459 | 500 | 16,356 |
#JUSTINIAN | 1/10/2022 | 18,000 | 180 | 1,720 | 500 | 15,600 |
#67ICEBOWL | 1/14/2022 | 10,000 | 100 | 1,262 | 500 | 8,138 |
#DKCOUNTRY | 1/14/2022 | 18,000 | 180 | 3,162 | 500 | 14,158 |
#FALCON | 1/14/2022 | 50,000 | 500 | 5,420 | 500 | 43,580 |
#MARIOWRLD | 1/18/2022 | 165,000 | 1,650 | 17,264 | 1,238 | 144,848 |
#82AV1 | 2/7/2022 | 297,500 | 2,975 | 2,530 | 2,231 | 289,764 |
#SUPERBWL1 | 3/2/2022 | 24,000 | 240 | 3,079 | 500 | 20,181 |
#MEEB7985 | 3/2/2022 | 38,000 | 380 | 2,574 | 500 | 34,546 |
#BONDWATCH | 3/22/2022 | 80,000 | 800 | 3,320 | 600 | 75,280 |
F-147
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#95FF1 | 3/22/2022 | 120,000 | 1,200 | 3,862 | 900 | 114,038 |
#MAYC857 | 3/23/2022 | 54,000 | 540 | 3,893 | 500 | 49,067 |
#PUNK2981 | 3/22/2022 | 310,000 | 3,100 | 13,975 | 2,325 | 290,600 |
#WOW2221 | 3/30/2022 | 28,000 | 280 | 1,193 | 500 | 26,027 |
#NIKON1 | 4/8/2022 | 28,000 | 280 | 2,720 | 500 | 24,500 |
#LOTF | 4/8/2022 | 14,000 | 140 | 1,568 | 500 | 11,792 |
#DOOD6778 | 4/8/2022 | 30,000 | 300 | 340 | 500 | 28,860 |
#BAKC7820 | 4/20/2022 | 30,000 | 300 | - | 500 | 29,200 |
#NBAJAM | 4/20/2022 | 47,000 | 470 | 3,338 | 500 | 42,692 |
#SANDBOX1 | 5/3/2022 | 105,000 | 1,050 | 1,175 | 788 | 101,987 |
#WOW6586 | 5/3/2022 | 52,000 | 520 | 711 | 500 | 50,269 |
#AZUKI6704 | 5/3/2022 | 32,000 | 320 | 228 | 500 | 30,952 |
#58PELE4 | 5/14/2022 | 48,000 | 480 | 4,420 | 500 | 42,600 |
#OBAMABALL | 5/14/2022 | 105,000 | 1,050 | 3,563 | 788 | 99,600 |
#BART | 5/14/2022 | 21,000 | 210 | 2,290 | 500 | 18,000 |
#HOMER | 5/14/2022 | 21,000 | 210 | 2,290 | 500 | 18,000 |
#SI1 | 5/14/2022 | 10,000 | 100 | 1,100 | 500 | 8,300 |
#GOLD1 | 5/14/2022 | 16,000 | 160 | 766 | 500 | 14,574 |
#VERSTAPP1 | 5/24/2022 | 32,000 | 320 | 1,178 | 500 | 30,002 |
#96TIGER | 5/24/2022 | 55,000 | 550 | 4,313 | 500 | 49,637 |
#88ZELDA | 5/24/2022 | 60,000 | 600 | 4,300 | 500 | 54,600 |
#STARWARS3 | 5/24/2022 | 26,000 | 260 | 1,840 | 500 | 23,400 |
#YEEZY | 5/24/2022 | 40,000 | 400 | 6,276 | 500 | 32,824 |
#MAYC9114 | 5/27/2022 | 87,500 | 875 | 1,066 | 656 | 84,902 |
#VFRNDS1 | 6/12/2022 | 275,000 | 2,750 | 19,642 | 2,063 | 250,545 |
#MBIRD2754 | 6/16/2022 | 60,000 | 600 | - | 500 | 58,900 |
#VEEFRND1 | 6/16/2022 | 33,600 | 336 | - | 500 | 32,764 |
#TREASURE | 6/16/2022 | 22,500 | 225 | 2,244 | 500 | 19,531 |
#MACWORLD1 | 6/16/2022 | 225,000 | 2,250 | 17,673 | 1,688 | 203,390 |
#KENNERSET | 6/16/2022 | 12,500 | 125 | 1,024 | 500 | 10,851 |
#LEDZEPP1 | 6/16/2022 | 48,000 | 480 | 4,420 | 500 | 42,600 |
#VEEVIPER | 6/17/2022 | 75,000 | 750 | 2,779 | 563 | 70,909 |
#BEEPLE1 | 6/28/2022 | 68,000 | 680 | - | 510 | 66,810 |
F-148
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
#WARHOL1 | 6/28/2022 | 170,000 | 1,700 | 3,359 | 1,275 | 163,666 |
#GAMEBOY | 7/25/2022 | 22,500 | 225 | 866 | 500 | 20,909 |
#CROESUS | 8/1/2022 | 64,000 | 640 | 4,355 | 500 | 58,505 |
#SACHS1 | 8/1/2022 | 21,500 | 215 | - | 500 | 20,785 |
#32RUTH | 8/1/2022 | 95,000 | 950 | 7,738 | 713 | 85,600 |
#ELON1 | 8/1/2022 | 7,500 | 75 | 207 | 500 | 6,718 |
#105.ETH | 8/19/2022 | 40,000 | 400 | - | 500 | 39,100 |
#R2D2 | 8/19/2022 | 10,000 | 100 | 1,056 | 500 | 8,344 |
#VADER | 8/19/2022 | 7,500 | �� 75 | 287 | 500 | 6,638 |
#WARHOL2 | 8/19/2022 | 65,000 | 650 | 909 | 500 | 62,941 |
#JEKYLL | 8/26/2022 | 20,000 | 200 | 2,169 | 500 | 17,131 |
#BUFFETT1 | 8/26/2022 | 15,000 | 150 | 351 | 500 | 13,999 |
#DRACULA10 | 8/26/2022 | 40,000 | 400 | 3,220 | 500 | 35,880 |
#PAPPY1 | 8/26/2022 | 14,000 | 140 | - | 500 | 13,360 |
#1857COIN | 8/26/2022 | 25,000 | 250 | 587 | 500 | 23,663 |
#ANDYPELE | 10/3/2022 | 26,000 | 260 | 363 | 500 | 24,877 |
#BOBAFETT | 10/3/2022 | 26,000 | 260 | 1,517 | 500 | 23,723 |
#ELVIS | 10/3/2022 | 40,000 | 400 | 3,700 | 500 | 35,400 |
#GBOYCOLOR | 10/3/2022 | 6,500 | 65 | 197 | 500 | 5,738 |
#JETFIRE | 10/3/2022 | 8,500 | 85 | 736 | 500 | 7,179 |
#POPEBALL | 11/2/2022 | 19,000 | 190 | 146 | 500 | 18,164 |
#RABBIT | 11/2/2022 | 46,000 | 460 | 4,259 | 500 | 40,781 |
#54AARON | 11/2/2022 | 170,000 | 1,700 | - | 1,275 | 167,025 |
#GRATEFUL1 | 12/13/2022 | 125,000 | 1,250 | 11,913 | 938 | 110,900 |
#BOBAPROTO | 12/13/2022 | 150,000 | 1,500 | 7,558 | 1,125 | 139,817 |
#ARSHAM1 | 5/16/2023 | 135,000 | 1,350 | 11,478 | 1,013 | 121,160 |
Total |
| $ 10,776,300 | $ 91,513 | $ 330,860 | $ 90,143 | $ 10,263,784 |
Note: represents Membership Contributions net of Brokerage Fee, Sourcing Fee and Custody Fee at the Closing of the Offering for respective Series.
Note: Series #77LE1 Interests were issued under Rule 506(c) and as such Series #77LE1 has not been broken out as a separate Series in the financial statements but is included in the table above.
F-149
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
8.Income taxes:
Each Series has elected and qualifies to be taxed as a corporation under the Internal Revenue Code of 1986 (the “Code”), and the Company intends that each future Series will elect and qualify to be taxed as a corporation under the Code. Each separate Series intends to be accounted for as described in ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. There were no uncertain tax positions as of the end of the Current Period.
The Company has elected to be taxed as a “disregarded entity” for federal income tax purposes and will not make any election or take any action that could cause it to be separately treated as an association taxable as a corporation under Subchapter C of the Code. Therefore, the Company is a pass-through entity and is not a tax paying entity for federal income tax purposes. Instead, the members are each liable for income tax on their respective shares of taxable income.
9.Earnings (loss) / income per membership Interest:
Upon completion of an Offering, each Series intends to comply with the accounting and disclosure requirements of ASC Topic 260, "Earnings per Share." For each Series, earnings (loss) / income per membership interest (“EPMI”) will be computed by dividing net (loss) / income for a particular Series by the weighted average number of outstanding Interests in that particular Series during the period.
10.Cryptocurrencies:
Cryptocurrencies held are accounted for as indefinite-lived intangible assets in accordance with ASC 350, Intangibles-Goodwill and Other. The Company has ownership of and control over our cryptocurrency and we use third-party custodial services to secure it. Cryptocurrencies are recorded at cost, net of any impairment losses incurred since acquisition. All cryptocurrency balances are presented in Other Assets on the balance sheet.
From time to time, the Company or certain Series that own and hold non-fungible tokens (“NFTs”) as assets may receive additional cryptocurrencies or NFTs from the NFT creator through “airdrops.” Airdrops are one-time occurrences, are at the discretion of NFT creators or other third parties, and are not in the normal course of operations of the Company or any Series. The Company or Series records these additional cryptocurrencies and NFTs received for free as Investment Income on its statement of operations upon receipt, and at an estimated fair value based on comparable cryptocurrencies and NFTs currently being traded in the open market at the time of receipt.
NFTs are subject to an impairment test at each reporting period based on current trading values in the current period. If the current trading value of the NFT is less than the carrying value at the end of the reporting period, impairment is recognized in the amount the carrying value exceeds the current trading value.
F-150
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE C - RELATED PARTY TRANSACTIONS
Series Members
The managing member of the Company is the Manager. The Company will admit additional members to each of its Series through the Offerings of Interests in each Series. By purchasing an Interest in a Series of Interests, the Investor is admitted as a member of the Series and will be bound by the Operating Agreement. Under the Operating Agreement, each Investor grants a power of attorney to the Manager. The Operating Agreement provides the Manager with the ability to appoint officers and Advisory Board members.
Affiliate Loans
From time to time, affiliates of the Manager and their individual officers may make loans to the Company to facilitate the purchase of Underlying Assets prior to the Closing of a Series’ Offering. It is anticipated that each of the loans and related interest will be paid by the Company through proceeds of the Offering associated with a Series. Because the Series will repay the Company and other parties, such as the Manager, the BOR and the Custodian and their respective affiliates, from the proceeds of a closed Offering, it is anticipated that no Series will bear the economic effects of any loan made to purchase another Underlying Asset. There were no loans from affiliates of the Manager during the Current Period and the Prior Period
From time to time the Asset Manager, affiliates of the Manager or third parties may make non-interest-bearing loans to the Company to acquire an Underlying Asset prior to the Closing of an Offering for the respective Series. In such cases, the respective Series would repay any such non-interest-bearing loans used to acquire its respective Underlying Asset with proceeds generated from the Closing of the Offering for Interests of such Series. No Series will have any obligation to repay a loan incurred by the Company to purchase an Underlying Asset for another Series.
During the Current Period, ownership of Underlying Assets with a total carrying value of $66,090 that were initially purchased by RSE Archive, LLC, a related entity, from third-party sellers was transferred to the Company. Under the terms of the transfer agreement all rights, titles and interests along with any liabilities or obligations associated with these Underlying Assets were transferred to the Company.
As of the end of the Current Period and Prior Year, amounts outstanding due to Manager and affiliates are shown as below:
Period | Due to the Manager and its Affiliates | Due from the Manager and its Affiliates |
Current Period | $638,553 | $362 |
Prior Year | $2,382,062 | $1,943 |
During the Current Period and Prior Period, the Company entered into agreements with Advisory Board members to acquire Collectible Assets, which are outlined in the table below.
| |||||
Series | Agreement Type | Agreement Date | Purchase Price | % Owned by Seller on Close | Seller |
#VERSTAPP1 | Upfront Purchase | 2/7/2022 | $29,402 | 0.0% | Goldin Auctions (1) |
#88ZELDA | Upfront Purchase | 2/24/2022 | $54,000 | 0.0% | Goldin Auctions (1) |
#STARWARS3 | Upfront Purchase | 2/24/2022 | $22,800 | 0.0% | Goldin Auctions (1) |
#LEDZEPP1 | Upfront Purchase | 2/24/2022 | $42,000 | 0.0% | Goldin Auctions (1) |
#ELON1 | Upfront Purchase | 6/9/2022 | $6,000 | 0.0% | Goldin Auctions (1) |
#BUFFETT1 | Purchase Agreement | 5/11/2022 | $13,000 | 0.0% | Haspry Corp. |
#BATMAN | Purchase Agreement | 2/7/2022 | $1,700,000 | 18.9% | Ken Goldin (1) |
#METROID | Upfront Purchase | 2/24/2022 | $64,800 | 0.0% | Goldin Auctions (1) |
#GRIFFEY3 | Upfront Purchase | 1/10/2022 | $20,400 | 0.0% | Goldin Auctions (1) |
(1)Ken Goldin, a member of the Advisory Board, is the Founder and Executive Chairman of Goldin Auctions.
During the Prior Period, the Company sold the following Collectible Asset to a related party, which is outlined in the table below. No assets were sold to a related party during the Current Period.
F-151
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
Series | Underlying Asset | Date of Sale Agreement | Proceeds from Sale | Carrying Value | Gain/(loss) on Sale | Corporate Level Taxes on Gain on Sale |
#93FS1 | 1993 Ferrari 348TS Serie Speciale | 5/17/2022 | $147,500 | $130,000 | $17,500 | $1,823 |
NOTE D -DEBT
F-152
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE E - REVENUE, EXPENSE AND COST ALLOCATION METHODOLOGY
Overview of Revenues
No revenue models have been demonstrated at the Company or Series level during the Current Period and we do not expect either the Company or any of its Series to generate any revenues for some time.
Overview of Costs and Expenses
The Company distinguishes costs and expenses between those related to the purchase of a particular Underlying Asset and Operating Expenses related to the management of such an Underlying Asset.
Fees and expenses related to the purchase of an Underlying Asset include, Acquisition Expenses. Other fees are incurred upon the Closing of an Offering and include Offering Expenses, Brokerage Fees, Custody Fees, and Sourcing Fees.
Within Operating Expenses, the Company distinguishes between Operating Expenses incurred prior to the Closing of an Offering and those incurred after the Closing of an Offering. Although these pre- and post- Closing Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses) are similar in nature and are associated with a Series, pre-Closing Operating Expenses are borne by the Manager and are not expected to be reimbursed by the Company or the economic members. Post-Closing Operating Expenses are the responsibility of each Series of Interest and may be financed through (i) revenues generated by the Series or cash reserves at the Series or (ii) contributions made by the Manager, for which the Manager does not seek reimbursement or (iii) loans by the Manager, for which the Manager may charge a rate of interest or (iv) issuance of additional Interest in a Series (at the discretion of the Manager).
If the Operating Expenses of a particular Series exceed the amount of reserves retained by or revenues generated from the applicable Underlying Asset, the Manager or the Asset Manager may (a) pay such Operating Expenses and not seek reimbursement, (b) loan the amount of the Operating Expenses to such Series, on which the Manager or the Asset Manager may impose a reasonable rate of interest, which shall not be lower than the Applicable Federal Rate (as defined in the Internal Revenue Code), and be entitled to reimbursement of such amount from future revenues generated by the applicable Underlying Asset (an “Operating Expenses Reimbursement Obligation”), or (c) cause additional Interests to be issued in the applicable Series in order to cover such additional amounts. In connection with the allocation of Operating Expenses to the various Series, the Manager will periodically (and no less than semiannually) review Series’ ability to pay their Operating Expenses. Based on that review, the Manager will determine the method by which such Operating Expenses will be paid, including whether any Operating Expenses Reimbursement Obligations will be incurred
Allocation Methodology
Allocation of revenues and expenses and costs will be made amongst the various Series in accordance with the Manager's allocation policy. The Manager's allocation policy requires items that are related to a specific Series to be charged to that specific Series. Items not related to a specific Series will be allocated pro rata based upon the value of the Underlying Assets or the number of Underlying Assets, as stated in the Manager’s allocation policy and as determined by the Manager. The Manager may amend its allocation policy at its sole discretion from time to time.
F-153
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE E - REVENUE, EXPENSE AND COST ALLOCATION METHODOLOGY (CONTINUED)
Allocation Methodology or Description by Category
·Revenue: No revenue models have been demonstrated at the Company or Series level and we do not expect either the Company or any of its Series to generate any revenues for some time.
·Offering Expenses: Offering Expenses, other than those related to the overall business of the Manager (as described in Note B – Summary of Significant Accounting Policies – Offering Expenses) are funded by the Manager and generally reimbursed through the Series proceeds upon the Closing of an Offering. Offering Expenses are charged to a specific Series.
·Acquisition Expenses: Acquisition Expenses (as described in Note B – Summary of Significant Accounting Policies – Capital Assets), are typically funded by the Manager, and reimbursed from the Series proceeds upon the Closing of an Offering. Unless, to the extent that certain Acquisition Expenses are anticipated prior to the Closing, but incurred after the Closing of an Offering, for example transportation fees, in which case, additional cash from the proceeds of the Offering will be retained on the Series balance sheet to cover such future anticipated Acquisition Expenses after the Closing of the Offering. Acquisition Expenses incurred are specific to and are capitalized into the cost of the Underlying Asset on the balance sheet of the Company and subsequently transferred to the Series upon Closing of the Offering for the Series Interests.
·Sourcing Fee / Losses: The Sourcing Fee is paid to the Manager from the Series proceeds upon the Closing of an Offering (as described in Note B – Summary of Significant Accounting Policies – Members’ Equity) and is charged to the specific Series. Losses incurred related to closed Offerings, due to shortfalls between proceeds from closed Offerings and costs incurred in relation to these Offerings are charged to the specific Series but are reimbursed by the Manager and accounted for as capital contributions to the Series (as described in Note B – Summary of Significant Accounting Policies – Capital Assets).
·Brokerage Fee: The Brokerage Fee is paid to the BOR from the Series proceeds upon the Closing of an Offering (as described in Note B – Summary of Significant Accounting Policies – Members’ Equity) and is charged to the specific Series.
·Custody Fee: The Custody Fee is paid to the Custodian from the Series proceeds upon the Closing of an Offering (as described in Note B – Summary of Significant Accounting Policies – Members’ Equity) and is charged to the specific Series. For the offerings for Series #77LE1, Series #69BM1, Series #85FT1, Series #88LJ1 and Series #55PS1, no custody agreement was in place prior to the close of the offerings, and therefore, no Custody Fee was due at the time of closing. Should a Custody Fee become applicable for these offerings at a later date, the costs will be borne by the Manager and the Manager will not be reimbursed. For all subsequent offerings, the Custody Fee will be paid for from the proceeds of the offering.
·Operating Expenses: Operating Expenses (as described in Note B – Summary of Significant Accounting Policies – Operating Expenses), including storage, insurance, maintenance, marketing costs, and other Series related Operating Expenses, are expensed as incurred:
oPre-Closing Operating Expenses are borne by the Manager and accounted for as capital contributions from the Manager to the Company and are not reimbursed.
oPost-Closing Operating Expenses are the responsibility of each individual Series.
oIf not directly charged to the Company or a Series, Operating Expenses are allocated as follows:
§Insurance: based on the premium rate allocated by value of the Underlying Assets
§Storage: based on the number of Underlying Assets in storage
§Bookkeeping and accounting fees: allocated monthly across all closed Series Offerings
§Transportation: based on the number of Underlying Assets transported
§Marketing: based on the number of Underlying Assets marketed to potential Investors
oGains and Losses on Sale and Impairments are directly charged to the Company or a Series.
oWe expect each Series to incur Operating Expenses Reimbursement Obligations, or for the Manager or the Asset Manager to pay such Operating Expenses incurred and not seek reimbursement, to the extent such Series does not have sufficient reserves for such expenses.
·Investment Income: From time to time, Rally or a Series may receive income from other sources, such as an NFT airdrop event or NFT conference, which is recognized as investment income. For Series that received the NFT airdrops, the Company put a vote to the underlying Investors on whether to hold or sell the airdropped asset. For Series that voted to sell, the Series sold the asset and distributed proceeds, net of income taxes to the Investors.
F-154
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE F - FREE CASH FLOW DISTRIBUTIONS AND MANAGEMENT FEES
Any available Free Cash Flow (as described below) of a Series of Interests shall be applied in the following order of priority, at the discretion of the Manager:
i)First, to repay any amounts outstanding under Operating Expenses Reimbursement Obligations.
ii)Second, to create such reserves for that Series as the Manager deems necessary, in its sole discretion, to meet future Operating Expenses for that Series.
iii)Thereafter, to make distributions, at least 50% of which (as described below, net of corporate income taxes applicable to such Series of Interests) shall be distributed as dividends to Investors of a particular Series, and no more than 50% of which shall be distributed to the Asset Manager in payment of the Management Fee for that Series.
“Free Cash Flow” is defined as net income (as determined under GAAP) generated by any Series of Interests plus any change in net working capital and depreciation and amortization (and any other non-cash Operating Expenses) and less any capital expenditures related to the relevant Series.
As of the end of the Current Period and Prior Period, no distributions of Free Cash Flow or Management Fees were paid by the Company or in respect of any Series, except for those Series with sale of Underlying Assets that made distributions to their members and for those Series that receive incomes from other sources, such as an NFT airdrop event or NFT conference, which is recognized as investment income. The Company and certain Series that held a specific NFT at a specific date received an airdrop of either cryptocurrency or an NFT. For Series that received the NFT airdrops, the Company put a vote to the underlying Investors on whether to hold or sell the airdropped asset. For Series that voted to sell, the Series sold the asset and distributed proceeds, net of income taxes to the Investors.
Success Fee:
Upon the sale of an Underlying Asset associated with a Series whose initial Offering commenced on or after January 1, 2023, if the Capital Proceeds, as defined in the Operating Agreement, are greater than an amount equal to 110% of the Offering Amount of the Series, as defined in the Operating Agreement, then the Asset Manager shall be entitled to be paid by the Series an amount (the “Success Fee”) calculated as follows:
·If the Capital Proceeds are equal to an amount greater than 110% of the Offering Amount of the related Series but less than or equal to 120% of the Offering Amount of such Series, then the Success Fee shall be an amount equal to 10% of the amount by which the Capital Proceeds exceed 110% of the Offering Amount; or
·If the Capital Proceeds are equal to an amount greater than 120% of the Offering Amount of the related Series, then the Success Fee shall be an amount equal to the sum of one percent (1%) of the Offering Amount plus twenty percent (20%) of the amount by which the Capital Proceeds exceed 120% of the Offering Amount.
The Asset Manager may, in its sole discretion, waive any or all of the Success Fee. The Company has not yet commenced any new Offerings after December 31, 2022 that meet the criteria for the Asset Manager to be entitled to a Success Fee, and therefore no Series are currently subject to the Success Fee.
F-155
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
NOTE G - INCOME TAX
Each Series has elected and qualifies to be taxed as a corporation under the Internal Revenue Code of 1986. The Company has elected to be treated as a disregarded entity
No provision for income taxes for the Current Period and Prior Period have been recorded for any individual Series as all individual Series incurred net losses, except as disclosed below for those Series that sold assets and for those Series that may receive income from other sources, such as an NFT airdrop event or conference, which is recognized as investment income. Each individual Series records a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets primarily resulting from net operating losses will not be realized. The Company’s net deferred tax assets are fully offset by a valuation allowance (other than for the Series designated in the table below), and therefore, no tax benefit applicable to the loss for each individual Series for the Current Period and the Prior Period have been recognized. For each Series, net operating loss carryforwards incurred since inception, January 1, 2019, do not expire for federal income tax purposes.
The Series designated in the tables below have sold their primary operating asset during the Current Period and Prior Period. As a result, the Company has recorded a provision for income taxes as shown below:
Provision for income taxes on Asset Sales in the Current Period |
| |||
Series |
| Series #94CSI | Series #BATMAN | Total |
Income before provision for income taxes, gross | $ (12,585) | $ 299,973 |
| |
Taxed at federal and statutory rates |
| 21% | 21% |
|
Tax at statutory rate |
| $ - | $ 62,994 |
|
Other |
| 50 | 51,742 |
|
Reversal of valuation allowance |
| (1,399) | - |
|
Provision for income taxes |
| $ 50 | $ 114,736 |
$114,786 |
Provision for income taxes on Investment Income in the Current Period | |||
Series # | Series #MAYC857 | Series #MAYC9114 | Total |
Income before provision for income taxes, gross | $320 | $3,420 |
|
Taxed at effective tax rate | 36.35% | 36.35% |
|
Tax at effective tax rate | $116 | $1,243 |
|
Other | - | (125) |
|
Reversal of valuation allowance | - | 125 |
|
Provision for income taxes | $116 | $1,243 | $1,359 |
Provision for income taxes on Asset Sales in the Prior Period |
| |||
Series |
| Series #89FT1 | Series #93FS1 | Total |
Income before provision for income taxes | $ 150,498 | $ 16,375 |
| |
Taxed at federal and statutory rates |
| 21 % | 21 % |
|
Tax at statutory rate |
| 31,605 | 3,439 |
|
Other |
| 763 | 87 |
|
Reversal of valuation allowance |
| (1,762) | (1,653) |
|
Provision for income taxes |
| $ 30,605 | $ 1,873 | $ 32,478 |
|
|
|
|
|
F-156
RSE COLLECTION, LLC
Notes to Consolidated Financial Statements
Provision for income taxes on Investment income in the Prior Period |
|
|
| |||
Series |
| Series #MAYC857 | Series #MAYC9114 | Series #WOW2221 | Series #WOW6586 | Total |
Income before provision for income taxes | $ 5,053 | $ 4,990 | $ 2,819 | $ 4,355 |
| |
Taxed at federal and statutory rates |
| 36.35 % | 36.35 % | 36.35 % | 36.35 % |
|
Tax at statutory rate |
| 1,837 | 1,814 | 1,025 | 1,583 |
|
Other |
| - | - | - | - |
|
Reversal of valuation allowance |
| - | - | - | - |
|
Provision for income taxes |
| $ 1,837 | $ 1,814 | $ 1,025 | $ 1,583 | $ 6,258 |
|
|
|
|
|
|
|
NOTE H - CONTINGENCIES
Government Regulation
Claims arising out of actual or alleged violations of law could be asserted against the Company or its affiliates by individuals or governmental authorities and could expose the Company, its affiliates or each Series to significant damages or other penalties, including revocation or suspension of the licenses necessary to conduct business and fines.
NOTE I - SUBSEQUENT EVENTS
Management has evaluated subsequent events through the date the financial statements were available to be issued. Based on this evaluation, no additional material events were identified which require adjustment or disclosure in the financial statements. The Company expects to launch and close additional offerings throughout the remainder of the year and beyond.
F-157
Exhibit 2.1 – Certificate of Formation for RSE Collection, LLC (1)
Exhibit 2.2 – Seventh Amended and Restated Limited Liability Company Agreement of RSE Collection, LLC (13)
Exhibit 2.3 – Certificate of Formation for RSE Collection Manager, LLC (2)
Exhibit 2.4 – Limited Liability Company Agreement of RSE Collection Manager, LLC (3)
Exhibit 3.1 – Standard Form of Series Designation
Exhibit 4.1 – Standard Form of Subscription Agreement (15)
Exhibit 6.1 – Amended and Restated Standard Form of Asset Management Agreement (3)
Exhibit 6.2 – Amended and Restated Broker of Record Agreement (4)
Exhibit 6.3 – Standard Form Bill of Sale (2)
Exhibit 6.4 – Standard Form Purchase Agreement (3)
Exhibit 6.5 – NCPS PPEX ATS Company Agreement (3)
Exhibit 6.6 – Executing Broker Secondary Market Transactions Engagement Letter (3)
Exhibit 6.7 – Executing Broker Tools License Agreement (3)
Exhibit 6.8 – Amended and Restated Transfer Agent Agreement (11)
Exhibit 6.9 – NCIT Software and Services License Agreement (5)
Exhibit 6.10 – Form of Assignment and Assumption Agreement (6)
Exhibit 6.11 – Standard Form #2 Purchase Agreement (7)
Exhibit 6.12 – Standard Form Purchase Option Agreement (9)
Exhibit 6.13 – Standard Form Consignment Agreement (9)
Exhibit 6.14 – Form #2 of Assignment and Assumption Agreement (10)
Exhibit 6.15 – Asset Purchase Agreement in respect of Series #93FS1 (11)
Exhibit 6.16 – Purchase Agreement in respect of Series #SCARFACE (12)
Exhibit 6.17 – Purchase Agreement in respect of Series #APOLLO14 (13)
Exhibit 6.18 – Purchase Agreement in respect of Series #PHOF-LINC (14)
Exhibit 6.19 – Purchase Agreement in respect of Series #PHOF-1984 (14)
Exhibit 6.20 – Purchase Agreement in respect of Series #96FF1.DR (16)
Exhibit 6.21 – Purchase Agreement in respect of Series #21MG1.DR (16)
Exhibit 8.1 – Amended and Restated Subscription Escrow Agreement (8)
Exhibit 8.2 – Amended and Restated Custody Agreement (11)
(1)Previously filed as an Exhibit to the Company’s Offering Statement on Form 1-A filed with the Commission on June 30, 2017.
(2)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 25 to its Form 1-A filed with the Commission on March 29, 2021.
(3)Previously filed as an Exhibit to the Company’s Form 1-A filed with the Commission on July 14, 2021.
(4)Previously filed as an Exhibit to the Company’s Pre-Qualification Amendment No. 1 to its Form 1-A filed with the Commission on October 12, 2021.
(5)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 1 to its Form 1-A filed with the Commission on November 17, 2021.
(6)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 2 to its Form 1-A filed with the Commission on November 24, 2021.
(7)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 3 to its Form 1-A filed with the Commission on November 24, 2021.
(8)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 5 to its Form 1-A filed with the Commission on December 8, 2021.
(9)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 7 to its Form 1-A filed with the Commission on February 11, 2022.
(10)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 15 to its Form 1-A filed with the Commission on April 13, 2022.
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(11)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 21 to its Form 1-A filed with the Commission on June 22, 2022.
(12)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 23 to its Form 1-A filed with the Commission on August 11, 2022.
(13)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 27 to its Form 1-A filed with the Commission on February 17, 2023.
(14)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 28 to its Form 1-A filed with the Commission on April 14, 2023.
(15)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 29 to its Form 1-A filed with the Commission on May 16, 2023.
(16)Previously filed as an Exhibit to the Company’s Post-Qualification Amendment No. 31 to its Form 1-A filed with the Commission on July 21, 2023.
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SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RSE COLLECTION, LLC
By: RSE Collection Manager, LLC, its managing member
By: Rally Holdings LLC, its sole member
By: RSE Markets, Inc., its sole member
By: /s/ Christopher J. Bruno
Name: Christopher J. Bruno
Title: Chief Executive Officer & President
Date: September 22, 2023
Pursuant to the requirements of Regulation A, this report has been signed below by the following persons on behalf of the issuer and in the capacities and on the dates indicated.
Signature | Title | Date
|
/s/ Christopher J. Bruno Name: Christopher J. Bruno | Chief Executive Officer & President of RSE Markets, Inc. (Principal Executive Officer)
| September 22, 2023 |
/s/ Maximilian F. Niederste-Ostholt Name: Maximilian F. Niederste-Ostholt | Chief Financial Officer of RSE Markets, Inc. (Principal Financial Officer and Principal Accounting Officer)
| September 22, 2023 |
RSE COLLECTION MANAGER, LLC
By: Rally Holdings LLC, its sole member
By: RSE Markets, Inc., its sole member
By: /s/ Christopher J. Bruno Name: Christopher J. Bruno Title: Chief Executive Officer & President | Managing Member | September 22, 2023 |
III-1