false Q3 --12-31 0001639068 0001639068 2025-01-01 2025-09-30 0001639068 2025-11-14 0001639068 2025-09-30 0001639068 2024-12-31 0001639068 us-gaap:RelatedPartyMember 2025-09-30 0001639068 us-gaap:RelatedPartyMember 2024-12-31 0001639068 us-gaap:NonrelatedPartyMember 2025-09-30 0001639068 us-gaap:NonrelatedPartyMember 2024-12-31 0001639068 2025-07-01 2025-09-30 0001639068 2024-07-01 2024-09-30 0001639068 2024-01-01 2024-09-30 0001639068 us-gaap:CommonStockMember 2025-06-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2025-06-30 0001639068 us-gaap:RetainedEarningsMember 2025-06-30 0001639068 2025-06-30 0001639068 us-gaap:CommonStockMember 2024-06-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2024-06-30 0001639068 us-gaap:RetainedEarningsMember 2024-06-30 0001639068 2024-06-30 0001639068 us-gaap:CommonStockMember 2024-12-31 0001639068 us-gaap:AdditionalPaidInCapitalMember 2024-12-31 0001639068 us-gaap:RetainedEarningsMember 2024-12-31 0001639068 us-gaap:CommonStockMember 2023-12-31 0001639068 us-gaap:AdditionalPaidInCapitalMember 2023-12-31 0001639068 us-gaap:RetainedEarningsMember 2023-12-31 0001639068 2023-12-31 0001639068 us-gaap:CommonStockMember 2025-07-01 2025-09-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2025-07-01 2025-09-30 0001639068 us-gaap:RetainedEarningsMember 2025-07-01 2025-09-30 0001639068 us-gaap:CommonStockMember 2024-07-01 2024-09-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2024-07-01 2024-09-30 0001639068 us-gaap:RetainedEarningsMember 2024-07-01 2024-09-30 0001639068 us-gaap:CommonStockMember 2025-01-01 2025-09-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2025-01-01 2025-09-30 0001639068 us-gaap:RetainedEarningsMember 2025-01-01 2025-09-30 0001639068 us-gaap:CommonStockMember 2024-01-01 2024-09-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2024-01-01 2024-09-30 0001639068 us-gaap:RetainedEarningsMember 2024-01-01 2024-09-30 0001639068 us-gaap:CommonStockMember 2025-09-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2025-09-30 0001639068 us-gaap:RetainedEarningsMember 2025-09-30 0001639068 us-gaap:CommonStockMember 2024-09-30 0001639068 us-gaap:AdditionalPaidInCapitalMember 2024-09-30 0001639068 us-gaap:RetainedEarningsMember 2024-09-30 0001639068 2024-09-30 0001639068 HBUV:HubiluVentureCorporationMember 2025-01-01 2025-09-30 0001639068 HBUV:AkebiaInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:BoababInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:ElataInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:KapokInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:LantanaInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:MopaneInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:SunzaInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:TrilosaInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 HBUV:ZinniaInvestmentsLLCMember 2025-01-01 2025-09-30 0001639068 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:RelatedPartyMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:RelatedPartyMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:RelatedPartyMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:NonrelatedPartyMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:NonrelatedPartyMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:NonrelatedPartyMember 2025-09-30 0001639068 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:RelatedPartyMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:RelatedPartyMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:RelatedPartyMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:NonrelatedPartyMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:NonrelatedPartyMember 2024-12-31 0001639068 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:NonrelatedPartyMember 2024-12-31 0001639068 HBUV:LendingOneLlcMember HBUV:ElataInvestmentsLLCMember 2025-08-14 2025-08-14 0001639068 HBUV:ElataInvestmentsLLCMember HBUV:LendingOneLlcMember HBUV:FirstPositionNoteMember 2025-08-14 0001639068 HBUV:ElataInvestmentsLLCMember HBUV:LendingOneLlcMember HBUV:FirstPositionNoteMember 2025-08-14 2025-08-14 0001639068 HBUV:LendingOneLlcMember HBUV:ElataInvestmentsLLCMember 2025-09-24 2025-09-24 0001639068 HBUV:ElataInvestmentsLLCMember HBUV:LendingOneLlcMember HBUV:FirstPositionNoteMember 2025-09-24 0001639068 HBUV:ElataInvestmentsLLCMember HBUV:LendingOneLlcMember HBUV:FirstPositionNoteMember 2025-09-24 2025-09-24 0001639068 2024-01-01 2024-12-31 0001639068 us-gaap:RelatedPartyMember 2025-01-01 2025-09-30 0001639068 us-gaap:RelatedPartyMember 2024-01-01 2024-09-30 0001639068 HBUV:TwoNineZeroNineSouthCatalinaStreetMember us-gaap:RelatedPartyMember 2025-09-30 0001639068 HBUV:TwoNineZeroNineSouthCatalinaStreetMember us-gaap:RelatedPartyMember 2024-12-31 0001639068 HBUV:TwoNineZeroNineSouthCatalinaStreetMember us-gaap:RelatedPartyMember 2025-01-01 2025-09-30 0001639068 HBUV:OneFourThreeFourWTwentyTwoStreetMember us-gaap:RelatedPartyMember 2025-09-30 0001639068 HBUV:OneFourThreeFourWTwentyTwoStreetMember us-gaap:RelatedPartyMember 2024-12-31 0001639068 HBUV:OneFourThreeFourWTwentyTwoStreetMember us-gaap:RelatedPartyMember 2025-01-01 2025-09-30 0001639068 HBUV:OneSixFiveZeroSRimpauAveMember us-gaap:RelatedPartyMember 2025-09-30 0001639068 HBUV:OneSixFiveZeroSRimpauAveMember us-gaap:RelatedPartyMember 2024-12-31 0001639068 HBUV:OneSixFiveZeroSRimpauAveMember us-gaap:RelatedPartyMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeSevenOneOneSouthWesternAveMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeSevenOneOneSouthWesternAveMember 2025-09-30 0001639068 HBUV:ThreeSevenOneOneSouthWesternAveMember 2024-12-31 0001639068 HBUV:TwoThousandOneHundredAndFifteenPortlandStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:TwoThousandOneHundredAndFifteenPortlandStreetMember 2025-09-30 0001639068 HBUV:TwoThousandOneHundredAndFifteenPortlandStreetMember 2024-12-31 0001639068 HBUV:FourFiveZeroFiveOrchardAvenueMember 2025-01-01 2025-09-30 0001639068 HBUV:FourFiveZeroFiveOrchardAvenueMember 2025-09-30 0001639068 HBUV:FourFiveZeroFiveOrchardAvenueMember 2024-12-31 0001639068 HBUV:ThreeThousandSevenHundredNinetyOneNormandieAvenueFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandSevenHundredNinetyOneNormandieAvenueFirstNoteMember 2025-09-30 0001639068 HBUV:ThreeThousandSevenHundredNinetyOneNormandieAvenueFirstNoteMember 2024-12-31 0001639068 HBUV:ThreeThousandSevenHundredNinetyOneNormandieAvenueSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandSevenHundredNinetyOneNormandieAvenueSecondNoteMember 2025-09-30 0001639068 HBUV:ThreeThousandSevenHundredNinetyOneNormandieAvenueSecondNoteMember 2024-12-31 0001639068 HBUV:TwoThousandAndTwentyNineWFortyOnePlaceMember 2025-01-01 2025-09-30 0001639068 HBUV:TwoThousandAndTwentyNineWFortyOnePlaceMember 2025-09-30 0001639068 HBUV:TwoThousandAndTwentyNineWFortyOnePlaceMember 2024-12-31 0001639068 HBUV:OneTwoSixSevenWestThreeEightStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:OneTwoSixSevenWestThreeEightStreetMember 2025-09-30 0001639068 HBUV:OneTwoSixSevenWestThreeEightStreetMember 2024-12-31 0001639068 HBUV:OneSixOneEightWestThreeEightStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:OneSixOneEightWestThreeEightStreetMember 2025-09-30 0001639068 HBUV:OneSixOneEightWestThreeEightStreetMember 2024-12-31 0001639068 HBUV:FourZeroOneSixDaltonAvenueMember 2025-01-01 2025-09-30 0001639068 HBUV:FourZeroOneSixDaltonAvenueMember 2025-09-30 0001639068 HBUV:FourZeroOneSixDaltonAvenueMember 2024-12-31 0001639068 HBUV:OneNineEightOneEstrellaAveMember 2025-01-01 2025-09-30 0001639068 HBUV:OneNineEightOneEstrellaAveMember 2025-09-30 0001639068 HBUV:OneNineEightOneEstrellaAveMember 2024-12-31 0001639068 HBUV:ThreeThousandNineHundrendTwelveSHillStreetFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandNineHundrendTwelveSHillStreetFirstNoteMember 2025-09-30 0001639068 HBUV:ThreeThousandNineHundrendTwelveSHillStreetFirstNoteMember 2024-12-31 0001639068 HBUV:ThreeThousandNineHundrendTwelveSHillStreetSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandNineHundrendTwelveSHillStreetSecondNoteMember 2025-09-30 0001639068 HBUV:ThreeThousandNineHundrendTwelveSHillStreetSecondNoteMember 2024-12-31 0001639068 HBUV:OneFiveFiveSevenWestTwentyNineStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:OneFiveFiveSevenWestTwentyNineStreetMember 2025-09-30 0001639068 HBUV:OneFiveFiveSevenWestTwentyNineStreetMember 2024-12-31 0001639068 HBUV:OneSixFiveZeroSRimpuaBlvdMember 2025-01-01 2025-09-30 0001639068 HBUV:OneSixFiveZeroSRimpuaBlvdMember 2025-09-30 0001639068 HBUV:OneSixFiveZeroSRimpuaBlvdMember 2024-12-31 0001639068 HBUV:OneFourThreeFourWTwentyTwoStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:OneFourThreeFourWTwentyTwoStreetMember 2025-09-30 0001639068 HBUV:OneFourThreeFourWTwentyTwoStreetMember 2024-12-31 0001639068 HBUV:FourOneSevenWFiftyTwoPlaceMember 2025-01-01 2025-09-30 0001639068 HBUV:FourOneSevenWFiftyTwoPlaceMember 2025-09-30 0001639068 HBUV:FourOneSevenWFiftyTwoPlaceMember 2024-12-31 0001639068 HBUV:OneFourSixZeroExpositionBlvdMember 2025-01-01 2025-09-30 0001639068 HBUV:OneFourSixZeroExpositionBlvdMember 2025-09-30 0001639068 HBUV:OneFourSixZeroExpositionBlvdMember 2024-12-31 0001639068 HBUV:ThreeThousandFourHundrendEightSBudlongStreetFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandFourHundrendEightSBudlongStreetFirstNoteMember 2025-09-30 0001639068 HBUV:ThreeThousandFourHundrendEightSBudlongStreetFirstNoteMember 2024-12-31 0001639068 HBUV:ThreeThousandFourHundrendEightSBudlongStreetSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandFourHundrendEightSBudlongStreetSecondNoteMember 2025-09-30 0001639068 HBUV:ThreeThousandFourHundrendEightSBudlongStreetSecondNoteMember 2024-12-31 0001639068 HBUV:ThreeSevenSevenSevenRuthelenStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeSevenSevenSevenRuthelenStreetMember 2025-09-30 0001639068 HBUV:ThreeSevenSevenSevenRuthelenStreetMember 2024-12-31 0001639068 HBUV:OneThousandSevenHundredThirtyThreeWThirtySeventhPlaceFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandSevenHundredThirtyThreeWThirtySeventhPlaceFirstNoteMember 2025-09-30 0001639068 HBUV:OneThousandSevenHundredThirtyThreeWThirtySeventhPlaceFirstNoteMember 2024-12-31 0001639068 HBUV:OneThousandSevenHundredThirtyThreeWThirtySeventhPlaceSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandSevenHundredThirtyThreeWThirtySeventhPlaceSecondNoteMember 2025-09-30 0001639068 HBUV:OneThousandSevenHundredThirtyThreeWThirtySeventhPlaceSecondNoteMember 2024-12-31 0001639068 HBUV:OneThousandFourFiftySevenThirtyFiveStreetFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandFourFiftySevenThirtyFiveStreetFirstNoteMember 2025-09-30 0001639068 HBUV:OneThousandFourFiftySevenThirtyFiveStreetFirstNoteMember 2024-12-31 0001639068 HBUV:OneThousandFourFiftySevenThirtyFiveStreetSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandFourFiftySevenThirtyFiveStreetSecondNoteMember 2025-09-30 0001639068 HBUV:OneThousandFourFiftySevenThirtyFiveStreetSecondNoteMember 2024-12-31 0001639068 HBUV:OneThousandFourSixtyNEasternAvenueFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandFourSixtyNEasternAvenueFirstNoteMember 2025-09-30 0001639068 HBUV:OneThousandFourSixtyNEasternAvenueFirstNoteMember 2024-12-31 0001639068 HBUV:OneThousandFourSixtyNEasternAvenueSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandFourSixtyNEasternAvenueSecondNoteMember 2025-09-30 0001639068 HBUV:OneThousandFourSixtyNEasternAvenueSecondNoteMember 2024-12-31 0001639068 HBUV:FourThousandSevenHundredSBudlongAveFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:FourThousandSevenHundredSBudlongAveFirstNoteMember 2025-09-30 0001639068 HBUV:FourThousandSevenHundredSBudlongAveFirstNoteMember 2024-12-31 0001639068 HBUV:FourThousandSevenHundredSBudlongAveSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:FourThousandSevenHundredSBudlongAveSecondNoteMember 2025-09-30 0001639068 HBUV:FourThousandSevenHundredSBudlongAveSecondNoteMember 2024-12-31 0001639068 HBUV:OneThousandSixHundredFiftyNineRooseveltAvenueFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandSixHundredFiftyNineRooseveltAvenueFirstNoteMember 2025-09-30 0001639068 HBUV:OneThousandSixHundredFiftyNineRooseveltAvenueFirstNoteMember 2024-12-31 0001639068 HBUV:OneThousandSixHundredFiftyNineRooseveltAvenueSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneThousandSixHundredFiftyNineRooseveltAvenueSecondNoteMember 2025-09-30 0001639068 HBUV:OneThousandSixHundredFiftyNineRooseveltAvenueSecondNoteMember 2024-12-31 0001639068 HBUV:EightHundredETwoTwentyFifthStreetFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:EightHundredETwoTwentyFifthStreetFirstNoteMember 2025-09-30 0001639068 HBUV:EightHundredETwoTwentyFifthStreetFirstNoteMember 2024-12-31 0001639068 HBUV:EightHundredETwoTwentyFifthStreetSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:EightHundredETwoTwentyFifthStreetSecondNoteMember 2025-09-30 0001639068 HBUV:EightHundredETwoTwentyFifthStreetSecondNoteMember 2024-12-31 0001639068 HBUV:OneOneZeroZeroFortyEightStreetFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneOneZeroZeroFortyEightStreetFirstNoteMember 2025-09-30 0001639068 HBUV:OneOneZeroZeroFortyEightStreetFirstNoteMember 2024-12-31 0001639068 HBUV:OneOneZeroZeroFortyEightStreetSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneOneZeroZeroFortyEightStreetSecondNoteMember 2025-09-30 0001639068 HBUV:OneOneZeroZeroFortyEightStreetSecondNoteMember 2024-12-31 0001639068 HBUV:ThreeNineOneZeroWaltonAveMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeNineOneZeroWaltonAveMember 2025-09-30 0001639068 HBUV:ThreeNineOneZeroWaltonAveMember 2024-12-31 0001639068 HBUV:ThreeNineOneZeroWisconsinStreetMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeNineOneZeroWisconsinStreetMember 2025-09-30 0001639068 HBUV:ThreeNineOneZeroWisconsinStreetMember 2024-12-31 0001639068 HBUV:FourZeroTwoOneHalldaleAvenueMember 2025-01-01 2025-09-30 0001639068 HBUV:FourZeroTwoOneHalldaleAvenueMember 2025-09-30 0001639068 HBUV:FourZeroTwoOneHalldaleAvenueMember 2024-12-31 0001639068 HBUV:SevenOneSevenWestFourTwoPlaceFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:SevenOneSevenWestFourTwoPlaceFirstNoteMember 2025-09-30 0001639068 HBUV:SevenOneSevenWestFourTwoPlaceFirstNoteMember 2024-12-31 0001639068 HBUV:SevenOneSevenWestFourTwoPlaceSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:SevenOneSevenWestFourTwoPlaceSecondNoteMember 2025-09-30 0001639068 HBUV:SevenOneSevenWestFourTwoPlaceSecondNoteMember 2024-12-31 0001639068 HBUV:ThreeNineZeroSixDenkerAvenueMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeNineZeroSixDenkerAvenueMember 2025-09-30 0001639068 HBUV:ThreeNineZeroSixDenkerAvenueMember 2024-12-31 0001639068 HBUV:FourZeroZeroNineBrightonAvenueMember 2025-01-01 2025-09-30 0001639068 HBUV:FourZeroZeroNineBrightonAvenueMember 2025-09-30 0001639068 HBUV:FourZeroZeroNineBrightonAvenueMember 2024-12-31 0001639068 HBUV:FourThousandFiveHundredAndSeventeenOrchardAvenueFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:FourThousandFiveHundredAndSeventeenOrchardAvenueFirstNoteMember 2025-09-30 0001639068 HBUV:FourThousandFiveHundredAndSeventeenOrchardAvenueFirstNoteMember 2024-12-31 0001639068 HBUV:FourThousandFiveHundredAndSeventeenOrchardAvenueSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:FourThousandFiveHundredAndSeventeenOrchardAvenueSecondNoteMember 2025-09-30 0001639068 HBUV:FourThousandFiveHundredAndSeventeenOrchardAvenueSecondNoteMember 2024-12-31 0001639068 HBUV:ThreeThousandNineHundredAndEightDenkerAvenueMember 2025-01-01 2025-09-30 0001639068 HBUV:ThreeThousandNineHundredAndEightDenkerAvenueMember 2025-09-30 0001639068 HBUV:ThreeThousandNineHundredAndEightDenkerAvenueMember 2024-12-31 0001639068 HBUV:OneTwoEightFourWThreeEightFirstNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneTwoEightFourWThreeEightFirstNoteMember 2025-09-30 0001639068 HBUV:OneTwoEightFourWThreeEightFirstNoteMember 2024-12-31 0001639068 HBUV:OneTwoEightFourWThreeEightSecondNoteMember 2025-01-01 2025-09-30 0001639068 HBUV:OneTwoEightFourWThreeEightSecondNoteMember 2025-09-30 0001639068 HBUV:OneTwoEightFourWThreeEightSecondNoteMember 2024-12-31 0001639068 HBUV:HubiluGeneralLoanMember 2025-01-01 2025-09-30 0001639068 HBUV:HubiluGeneralLoanMember 2025-09-30 0001639068 HBUV:HubiluGeneralLoanMember 2024-12-31 0001639068 HBUV:EstebanCoaloaFamilyTrustMember 2017-04-10 0001639068 HBUV:Jacaranda3InvestmentsIncMember 2025-03-07 0001639068 HBUV:Jacaranda3InvestmentsIncMember 2025-06-01 0001639068 HBUV:EstebanCoaloaFamilyTrustMember 2024-01-01 2024-09-30 0001639068 HBUV:EstebanCoaloaFamilyTrustMember 2023-01-01 2023-09-30 0001639068 us-gaap:NonrelatedPartyMember 2025-01-01 2025-09-30 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:OneThousandFourFiftySevenThirtyFiveStreetMember 2025-02-05 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:OneThousandFourFiftySevenThirtyFiveStreetMember 2025-02-05 2025-02-05 0001639068 HBUV:LendingOneLlcMember HBUV:OneThousandFourSixtyNEasternAvenueMember 2025-03-05 0001639068 HBUV:LendingOneLlcMember HBUV:OneThousandFourSixtyNEasternAvenueMember 2025-03-05 2025-03-05 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:OneSixOneEightWestThreeFifthStreetMember 2025-07-30 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:OneSixOneEightWestThreeFifthStreetMember 2025-07-30 2025-07-30 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:SevenOneSevenWFourtyTwoPlaceMember 2025-08-04 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:SevenOneSevenWFourtyTwoPlaceMember 2025-08-04 2025-08-04 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:ThreeNineZeroSixDenkerAvenueMember 2025-08-04 0001639068 HBUV:InvestorMortgageFinanceLlcMember HBUV:ThreeNineZeroSixDenkerAvenueMember 2025-08-04 2025-08-04 0001639068 us-gaap:PreferredStockMember 2025-09-30 0001639068 HBUV:SeriesAConvertiblePreferredStockMember 2025-09-30 0001639068 HBUV:Series1PreferredStockMember 2025-09-30 0001639068 HBUV:SeriesAConvertiblePreferredStockMember 2025-01-01 2025-09-30 0001639068 HBUV:Series1PreferredStockMember 2025-01-01 2025-09-30 0001639068 us-gaap:PreferredStockMember 2025-01-01 2025-09-30 0001639068 us-gaap:PreferredStockMember 2025-09-30 0001639068 us-gaap:PreferredStockMember 2024-12-31 0001639068 HBUV:DividendInArrearsMember us-gaap:PreferredStockMember 2024-12-31 0001639068 us-gaap:PreferredStockMember HBUV:SettlementObligationMember 2024-12-31 0001639068 HBUV:DividendInArrearsMember us-gaap:PreferredStockMember 2025-01-01 2025-09-30 0001639068 us-gaap:PreferredStockMember HBUV:SettlementObligationMember 2025-01-01 2025-09-30 0001639068 HBUV:DividendInArrearsMember us-gaap:PreferredStockMember 2025-09-30 0001639068 us-gaap:PreferredStockMember HBUV:SettlementObligationMember 2025-09-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: September 30, 2025

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File No. 000-55611

Hubilu Venture Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware		47-3342387
(State or other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

205 South Beverly Drive, Suite 205 Beverly Hills, CA		90212
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 308-7887

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§230.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated file,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
N/A		HBUV		OTCID

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of November 14, 2025 the number of shares outstanding of the issuer’s sole class of common stock, $0.001 par value per share, is 26,237,125.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION	3
Item 1. Financial Statements	3
Condensed Consolidated Balance Sheets as of September 30, 2025 (Unaudited) and December 31, 2024	3
Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited)	4
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited)	5
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (Unaudited)	6
Notes to Condensed Consolidated Financial Statements (Unaudited)	7
Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations	18
Item 3. Quantitative and Qualitative Disclosures about Market Risk	24
Item 4. Controls and Procedures	24
PART II — OTHER INFORMATION	25
Item 1. Legal Proceedings	25
Item 1A. Risk Factors	25
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3. Defaults Upon Senior Securities	25
Item 4. Mine Safety Disclosures	25
Item 5. Other Information	25
Item 6. Exhibits	26
SIGNATURES	27

Part I – FINANCIAL INFORMATION

Item 1. Financial Statements

HUBILU VENTURE CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30,			December 31,
	2025			2024
	(Unaudited)
ASSETS
Current assets:
Cash		107,252			9,799
Accounts receivable		33,206			4,463
Total current assets		140,458			14,262

Real estate:
Land		15,887,177			14,547,789
Building and capital improvements		8,714,292			7,326,066
Less: accumulated depreciation		(1,151,508	)		(953,132	)
Total real estate, net		23,449,961			20,920,723

Security deposits		6,600			6,600

Total assets		23,597,019			20,941,585

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

Current liabilities:
Accounts payable		9,695			4,982
Advanced rents received		31,439			27,875
Accrued interest		195,146			87,366
Security deposits payable		205,043			96,440
Due to related party, current maturities		474,271			474,271
Mortgages payable, net of debt discounts, current maturities		1,194,068			1,700,440
Dividends payable		224,891			205,483
Total current liabilities		2,334,553			2,596,857

Mortgages payable, related party		1,017,094			599,594
Mortgages payable, net of debt discounts		21,421,668			18,511,358
Convertible preferred stock payable		520,400			520,400

Total liabilities		25,293,715			22,228,209

Stockholders’ equity (deficit):
Common stock, $0.001 par value, 100,000,000 shares authorized, 26,237,125 shares issued and outstanding		26,237			26,237
Additional paid-in capital		1,034,580			994,279
Accumulated deficit		(2,757,513	)		(2,307,140	)
Total stockholders’ equity (deficit)		(1,696,696	)		(1,286,624	)

Total liabilities and stockholders’ equity (deficit)		23,597,019			20,941,585

See accompanying notes to financial statements.

HUBILU VENTURE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	2025			2024			2025			2024
	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024

Rental revenue		628,792			616,393			1,588,731			1,666,452

Operating expenses:
General and administrative		65,092			37,145			223,081			133,117
Salaries and benefits		16,100			35,300			50,775			69,300
Utilities		16,073			7,760			37,506			26,308
Professional fees		14,495			35,867			87,286			110,167
Property taxes		76,288			44,403			196,848			143,945
Repairs and maintenance		4,395			8,822			160,377			114,610
Depreciation		71,837			64,028			198,376			159,101
Total operating expenses		264,280			233,325			954,249			756,548

Net operating income		364,512			383,068			634,482			909,904

Other income (expense):
Consulting Income		29,900						43,000
Interest income		125						481
Interest expense		(367,980	)		(315,229	)		(1,084,202	)		(828,461	)
Dividends expense		(6,541	)		(6,541	)		(19,408	)		(19,479	)
Gain/(Loss) on early extinguishment of debt		(16,487	)		5,224			(26,716	)		(58,179	)
Other Income		-						1,990
Total other income (expense)		(360,983	)		(316,546	)		(1,084,855	)		(906,119	)

Net Income/(loss)		3,529			66,522			(450,373	)		3,785

Weighted average common shares outstanding - basic		26,237,125			26,237,125			26,237,125			26,237,125
Net loss per common share - basic	$	0.000		$	0.003		$	(0.017	)	$	0.000

Weighted average common shares outstanding - diluted		33,765,317			35,874,162			26,237,125			35,874,162
Net income per common share - diluted	$	0.00		$	0.00		$	(0.02	)	$	0.00

  See accompanying notes to financial statements.

HUBILU VENTURE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

	Shares		Amount		Capital			Deficit			Equity (Deficit)
	For the Three Months Ended September 30, 2025
					Additional						Total
	Common Stock				Paid-In			Accumulated			Stockholders’
	Shares		Amount		Capital			Deficit			Equity (Deficit)

Balance, June 30, 2025		26,237,125	$	26,237	$	1,038,672		$	(2,761,042	)	$	(1,696,133	)

Imputed interest		-		-		(4,092	)					(4,092	)

Net Income/(loss)		-		-					3,529			3,529

Balance, September 30, 2025		26,237,125	$	26,237	$	1,034,580		$	(2,757,513	)	$	(1,696,696	)

	For the Three Months Ended June 30, 2024
					Additional					Total
	Common Stock				Paid-In		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Equity (Deficit)

Balance, June 30, 2024		26,237,125	$	26,237	$	956,726	$	(2,183,640	)	$	(1,200,677	)

Imputed interest		-		-		20,940					20,940

Net Income/(loss)		-		-				66,522			66,522

Balance, September 30, 2024		26,237,125	$	26,237	$	977,666	$	(2,117,118	)	$	(1,113,215	)

	For the Nine Months Ended September 30, 2025
					Additional					Total
	Common Stock				Paid-In		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Equity (Deficit)

Balance, December 31, 2024		26,237,125		26,237		994,279	$	(2,307,140	)		(1,286,624.00	)

Imputed interest		-		-		40,301		-			40,301

Net Income/(loss)		-		-		-		(450,373	)		(450,373	)

Balance, September 30 , 2025		26,237,125		26,237		1,034,580	$	(2,757,513	)	$	(1,696,696	)

	For the Nine Months Ended September 30, 2024
					Additional					Total
	Common Stock				Paid-In		Accumulated			Stockholders’
	Shares		Amount		Capital		Deficit			Equity (Deficit)

Balance, December 31, 2023		26,237,125		26,237		911,894		(2,120,903	)		(1,182,772	)
Balance		26,237,125		26,237		911,894		(2,120,903	)		(1,182,772	)

Imputed interest		-		-		65,772		-			65,772

Net Income/(loss)		-		-		-		3,785			3,785

Balance, September 30, 2024		26,237,125		26,237	$	977,666		(2,117,118	)	$	(1,113,215	)
Balance		26,237,125		26,237	$	977,666		(2,117,118	)	$	(1,113,215	)

See accompanying notes to financial statements.

HUBILU VENTURE CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	2025			2024
	For the Nine Months Ended
	September 30
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(450,373	)	$	3,785
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		198,376			159,101
Imputed interest		40,301			65,772
Cumulative preferred stock dividends payable		19,408			19,479
Amortization of debt discounts		23,370
Loss on early extinguishment of debt		26,716			58,179
Decrease (increase) in current assets:
Accounts receivable		(28,743	)		(673	)
Prepaid expenses					9,500
Security deposits		-			(18,870	)
Increase (decrease) in current liabilities:
Accounts payable		4,713			(8,984	)
Advanced rents received		3,564			(2,690	)
Accrued expenses		107,780			49,137
Security deposits payable		108,603			20,967
Net cash provided by operating activities		53,715			354,703

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment		(735,114	)		(1,138,373	)
Purchase of investment at Cost					(64,940	)
Net cash used in investing activities		(735,114	)		(1,203,313	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds received from mortgages payable		970,955			1,007,185
Repayments on mortgages payable		(192,103	)		(124,702	)
Net cash provided by (used in) financing activities		778,852			882,483

NET CHANGE IN CASH		97,453			33,873
CASH AT BEGINNING OF PERIOD		9,799			24,564
CASH AT END OF PERIOD	$	107,252		$	58,437

SUPPLEMENTAL INFORMATION:
Interest paid	$	898,885		$	707,145
Income taxes paid

Non-cash investing and financing transactions:
Acquistion of properties financed with debt	$	1,992,500		$	2,811,900

See accompanying notes to financial statements.

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1 – Nature of Business and Significant Accounting Policies

Nature of Business

Hubilu Venture Corporation (“the Company,” “we,” “our” or “us”) was incorporated under the laws of the state of Delaware on March 2, 2015 and is a real estate consulting, asset management and business acquisition company, which specializes in acquiring student housing and corporate income properties and development/business opportunities located near the Los Angeles Metro/subway stations and within the Los Angeles area.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and the rules of the Securities and Exchange Commission (SEC). Intercompany accounts and transactions have been eliminated.

The unaudited condensed consolidated financial statements of the Company and the accompanying notes included in this Quarterly Report on Form 10-Q are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of the Condensed Consolidated Financial Statements have been included. Such adjustments are of a normal, recurring nature. The Condensed Consolidated Financial Statements, and the accompanying notes, are prepared in accordance with GAAP and do not contain certain information included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The interim Condensed Consolidated Financial Statements should be read in conjunction with that Annual Report on Form 10-K. Results for the interim periods presented are not necessarily indicative of the results that might be expected for the entire fiscal year.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the following entities, all of which were under common control and ownership at September 30, 2025:

	State of
Name of Entity	Incorporation	Relationship
Hubilu Venture Corporation⁽¹⁾	Delaware	Parent
Akebia Investments, LLC⁽²⁾	Wyoming	Subsidiary
Boabab Investments, LLC⁽²⁾	Wyoming	Subsidiary
Elata Investments, LLC⁽²⁾	Wyoming	Subsidiary
Kapok Investments, LLC⁽²⁾	Wyoming	Subsidiary
Lantana Investments, LLC⁽²⁾	Wyoming	Subsidiary
Mopane Investments, LLC⁽²⁾	Wyoming	Subsidiary
Sunza Investments, LLC⁽²⁾	Wyoming	Subsidiary
Trilosa Investments, LLC⁽²⁾	Wyoming	Subsidiary
Zinnia Investments, LLC⁽²⁾	Wyoming	Subsidiary

⁽¹⁾

Holding company in the form of a corporation.

⁽²⁾

Wholly-owned subsidiary in the form of a limited liability corporation.

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that may 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. Actual results could differ from these estimates.

Segment Reporting

Under ASC 280, Segment Reporting, operating segments are defined as components of an enterprise where discrete financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company operates as a single segment, consisting of its property leasing operations in the Los Angeles area. Therefore, the Company’s Chief Executive Officer, who is also the CODM, makes decisions and manages the Company’s operations based on the consolidated operating segment.

Fair Value of Financial Instruments

The Company discloses the fair value of certain assets and liabilities in accordance with ASC 820 – Fair Value Measurement and Disclosures (ASC 820). Under ASC 820-10-05, the FASB establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Company’s financial statements as reflected herein. The carrying amounts of cash, accounts receivable, accounts payable and accrued expenses reported on the balance sheets are estimated by management to approximate fair value primarily due to the short-term nature of the instruments.

Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customer. Under ASC 606, the Company recognizes revenue from leases with its various tenants under operating leases in accordance with a five-step model in which the Company evaluates the performance obligations in an amount that reflects the consideration which the Company expects to be entitled to receive in exchange for those services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (1) identify the contract(s) with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract and (5) recognize revenue when (or as) the entity satisfies a performance obligation.

The Company’s sales are predominantly generated from leasing its properties to various tenants under operating leases. These sales contain a single performance obligation, and revenue is recognized on a straight-line basis using the effective interest method, based on the Company’s borrowing rate, over the life of the leases. The Company records adjustments to revenue for incidentals and move out, or janitorial reimbursements in the same period that the related revenue is recorded.

HUBILU VENTURE CORPORATION
Notes to Condensed Consolidated Financial Statements

(Unaudited)

Earnings Per Share

The following table shows the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2025 and 2024:

	2025		2024		2025			2024
	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2025		2024		2025			2024
Numerator:
Net income	$	3,529	$	66,522	$	(450,373	)	$	3,785

Denominator:
Weighted-average basic shares outstanding		26,237,125		26,237,125		26,237,125			26,237,125
Effect of dilutive securities		7,528,192		9,637,037		-			9,637,037
Weighted-average diluted shares		33,765,317		35,874,162		26,237,125			35,874,162

Basic earnings per share	$	0.00	$	0.003	$	(0.017	)	$	0.00
Diluted earnings per share	$	0.00	$	0.00	$	(0.02	)	$	0.00

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption.

Note 2 – Going Concern

As shown in the accompanying condensed consolidated financial statements, as of September 30, 2025, the Company has incurred recurring losses from operations resulting in an accumulated deficit of $2,757,513 with negative working capital of $2,194,095 and cash on hand of $107,252, which may not be sufficient to sustain operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management is actively working to increase occupancy rates to increase revenues. In addition, the Company is currently seeking additional sources of capital to fund short term operations. Management believes these factors will contribute to achieving profitability. There can be no assurance that we will be successful in achieving these objectives.

The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. These condensed consolidated financial statements also do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classifications of liabilities, that might be necessary should the Company be unable to continue as a going concern.

Note 3 – Fair Value of Financial Instruments

Under FASB ASC 820-10-5, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required for items measured at fair value.

HUBILU VENTURE CORPORATION
Notes to Condensed Consolidated Financial Statements

(Unaudited)

The Company has cash and debts that must be measured under the fair value standard. The Company’s financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows:

Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 – Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3 – Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balances sheet as of September 30, 2025 and December 31, 2024:

	Level 1		Level 2			Level 3
	Fair Value Measurements at September 30, 2025
	Level 1		Level 2			Level 3
Assets
Cash	$	107,252	$	-		$	-
Total assets		107,252		-			-
Liabilities
Due to related party		-		474,271			-
Mortgages payable, related party		-		1,017,094			-
Mortgages payable, net of debt discounts		-		22,615,736			-
Dividends payable		-		224,891			-
Convertible preferred stock payable		-		-			520,400
Total liabilities		-		24,331,992			520,400
Net asset (liabilities)	$	107,252	$	(24,331,992	)	$	(520,400	)

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

	Level 1		Level 2			Level 3
	Fair Value Measurements at December 31, 2024
	Level 1		Level 2			Level 3
Assets
Cash	$	9,799	$	-		$	-
Total assets		9,799		-			-
Liabilities
Due to related party		-		474,271			-
Mortgages payable, related party		-		599,594			-
Mortgages payable		-		20,211,798			-
Dividends payable		-		205,483			-
Convertible preferred stock payable		-		-			520,400
Total liabilities		-		21,491,146			520,400
Net asset (liabilities)	$	9,799	$	(21,491,146	)	$	(520,400	)

There were no transfers of financial assets or liabilities between Level 1 and Level 2 inputs for the three months ended September 30, 2025 or the year ended December 31, 2024.

Note 4 - Real Estate

Property Acquisitions and Dispositions

On August 14, 2025, the Company, through its subsidiary, Elata Investments, LLC, closed on the acquisition of the real property located at 417 W 52nd Place in Los Angeles. The property was vacant at the time of purchase. The acquisition was for $525,000. The Elata purchase is subject to one loan as follows: (1) $482,500 first position note owing by Elata to Center Street Lending VIII SPE, LLC (“Center Street”), bearing interest on unpaid principal at the rate of 9.990% per annum. Interest only payable in monthly installments of $3,933.56 or more commenced on October 1, 2025 and continue until August 8, 2026, at which time the entire principal balance together with interest due thereon, shall become due and payable.

On September 24, 2025, the Company, through its subsidiary, Elata Investments, LLC, closed on the acquisition of the real property located at 1460 Exposition Blvd. in Los Angeles. The property was vacant at the time of purchase. The acquisition was for $520,000. The Elata purchase is subject to one loan as follows: (1) $478,000 first position note owing by Elata to Center Street Lending VIII SPE, LLC (“Center Street”), bearing interest on unpaid principal at the rate of 9.990% per annum. Interest only payable in monthly installments of $3,896.10 or more commenced on November 1, 2025 and continue until September 17, 2026, at which time the entire principal balance together with interest due thereon, shall become due and payable.

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Schedule of Real Estate

The Company’s real estate investments consisted of the following at September 30, 2025 and December 31, 2024:

Schedule of Real Estate

	September 30, 2025			December 31, 2024
Land	$	15,887,177		$	14,547,789
Buildings and capital improvements		8,714,292			7,326,066
Real estate gross		24,601,469			21,873,855
Less: accumulated depreciation		(1,151,508	)		(953,132	)
Total real estate, net		23,449,961		$	20,920,723

Depreciation and amortization expense totaled $198,376 and $159,101 for the nine months ended September 30, 2025 and 2024, respectively.

Summary of Changes in Real Estate Investments

The change in the real estate investments is as follows for the nine months ended September 30, 2025 and the year ended December 31, 2024:

	Nine months ended		Year ended
	September 30, 2025		December 31, 2024

Balance, prior period	$	21,873,855	$	17,258,999
Acquisitions:		2,335,000		4,089,000
Real estate investment property, at cost		24,208,855		21,347,999
Capital improvements		392,614		525,856
Balance, end of period	$	24,601,469	$	21,873,855

Note 5 – Security Deposits

Security deposits included the following as of September 30, 2025 and December 31, 2024, respectively:

Schedule of Security Deposits

	September 30, 2025		December 31, 2024
Security deposits on office lease		6,600		6,600
Security deposits	$	6,600	$	6,600

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 6 – Due to Related Party

As of September 30, 2025 and December 31, 2024, Jacaranda Investments, Inc., had provided total advances of $474,271. These advances are unsecured and do not carry a contractual interest rate or repayment terms. In connection with these advances, the Company has recorded imputed interest charges of $40,301 and $65,772 for the nine months ended September 30, 2025 and 2024, respectively, which was credited to additional paid-in capital.

Note 7 – Mortgages Payable, Related Party

The Company’s mortgages payable to related parties are as follows:

Schedule of Mortgages Payable

	Principal balance
	September 30,		December 31,		Stated			Maturity
	2025		2024		Interest Rate			Date
2909 South Catalina Street	$	599,594	$	599,594		6	%	20-Apr-29
1434 W. 22nd Street	$	167,500		-		8	%	31-Dec-29
1650 S. Rimpau Ave	$	250,000		-		8	%	31-Dec-29
		1,017,094	$	599,594

On April 10, 2017, Esteban Coaloa loaned the Company $655,000 via an All Inclusive Trust Deed (“AITD”) as part of the purchase of 2909 S. Catalina Street, Los Angeles, CA. This loan is considered a related party loan due to Esteban Coaloa’s preferred stock holding. If converted to common stock at the current share price, the conversion would result in Mr. Coaloa owning > 5% of the Company’s outstanding common stock. This is an interest only note with principal due on April 20, 2029.

On March 7, 2025, Jacaranda3 Investments, Inc., loaned the Company $250,000 via a Promissory Note, as part of the purchase of 1650 S. Rimpau Blvd, Los Angeles, CA. This loan is considered a related party loan due to Jacaranda3 Investments, Inc. being owned by David Behrend, our President. This is an interest only note with principal due on December 31, 2029.

On June 1, 2025, Jacaranda3 Investments, Inc., loaned the Company $183,200 via a Promissory Note, as part of the purchase of 1434 W. 22nd Street, Los Angeles, CA. This loan is considered a related party loan due to Jacaranda3 Investments, Inc. being owned by David Behrend, our President. This is an interest only note with principal due on December 31, 2029.

The Company recognized $37,175 and $27,006 of interest expense on notes payable to related parties for the nine months ended September 30, 2024 and 2023, respectively.

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 8 - Mortgages Payable

Mortgages payable consists of the following at September 30, 2025 and December 31, 2024, respectively:

Schedule of Mortgages Payable

	September 30, 2025		December 31, 2024		Stated interest rate			Maturity Date
	Principal Balance
	September 30, 2025		December 31, 2024		Stated Interest Rate			Maturity Date
3711 South Western Avenue	$	643,584	$	643,584		5.00	%	December 1, 2029
2115 Portland Street		982,460		989,827		7.25	%	July 1, 2054
4505 Orchard Avenue		617,279		626,052		4.625	%	March 1, 2052
3791 S. Normandie Avenue
-First Note		589,427		596,965		5.225	%	April 1, 2052
-Second Note		150,000		150,000		5.00	%	March 1, 2029
2029 W. 41^st Place		820,000		820,000		6.00	%	December 31, 2029
1267 West 38^th Street		577,279		585,439		4.975	%	June 1, 2051
1618 West 38^th Street		639,404		620,003		6.350	%	August 1, 2055
4016 Dalton Avenue		581,007		589,219		4.975	%	June 1, 2051
1981 Estrella Ave		855,005		867,715		5.225	%	June 1, 2051
3921 S. Hill Street
-First Note		483,263		488,947		6.425	%	December 1, 2050
-Second Note		152,000		152,000		6.425	%	November 1, 2026
1557 West 29^th Street		573,036		582,213		4.975	%	June 1, 2051
1650 S Rimpau Blvd		518,745		-		7.125	%	June 1, 2055
1434 W 22^nd Street		510,853		-		7.5	%	June 1, 2055
417 W 52^nd Place		482,500		-		9.99	%	August 8, 2026
1460 Exposition Blvd.		478,000		-		9.99	%	September 17, 2026
3408 S. Budlong Street
-First Note		577,751		586,874		4.875	%	December 1, 2051
-Second Note		120,000		120,000		5.00	%	November 1, 2029
3777 Ruthelen Street		677,420		687,052		4.625	%	March 1, 2052
1733 W. 37^th Place
-First Note		586,678		591,189		7.225	%	April 1, 2052
-Second Note		100,000		100,000		6.00	%	March 31, 2029
1457 W. 35^th Street
-First Note		716,442		599,750		7.050	%	March 1, 2055
-Second Note		115,000		205,000		6.00	%	June 30,2029
1460 N. Eastern Avenue
-First Note		658,990		578,000		7.45	%	April 1, 2055
-Second Note		305,000		305,000		6.00	%	June 30, 2029
4700 S. Budlong Avenue
-First Note		722,634		728,000		7.125	%	December 1, 2054
-Second Note		199,500		199,500		6.00	%	March 31, 2029
1659 Roosevelt Avenue
-First Note		570,000		570,000		6.90	%	September 1, 2054
-Second Note		200,000		200,000		6.00	%	December 31, 2029
802 E. 25^th Street
-First Note		514,417		518,639		6.71	%	September 1, 2054
-Second Note		150,000		150,000		6.00	%	December 31, 2029
1100 W. 48^th Street
-First Note		482,809		487,042		6.30	%	November 1, 2054
-Second Note		200,000		200,000		6.00	%	December 31, 2029
3910 Walton Avenue		728,005		734,051		6.65	%	August 1, 2049
3910 Wisconsin Street		658,907		668,468		5.225	%	March 1, 2052
4021 Halldale Avenue		738,784		746,011		6.575	%	October 1, 2052
717 West 42^nd Place
-First Note		562,500		333,867		6.475	%	September 1, 2055
-Second Note		134,968		134,968		6.85	%	April 30,2029
3906 Denker Avenue		624,000		573,765		6.475	%	September 1, 2055
4009 Brighton Avenue		686,267		695,844		4.875	%	November 1, 2051
4517 Orchard Avenue
-First Note		458,144		464,047		5.225	%	April 1, 2052
-Second Note		158,000		158,000		5.00	%	March 1, 2029
3908 Denker Avenue		601,556		609,772		4.975	%	December 1, 2051
1284 W. 38^th Street
-First Note		615,287		624,544		4.625	%	March 1, 2052
-Second Note		188,000		188,000		5.25	%	June 30, 2029
Hubilu general loan		275,000		75,000		-	%	December 31, 2029

Total mortgages payable	$	22,979,901	$	20,544,347
Less: unamortized debt discounts		364,165		332,549
Mortgages payable, net of discounts	$	22,615,736	$	20,211,798
Less: current maturities		1,194,068		1,700,440
Mortgages payable, long-term portion	$	21,421,668	$	18,511,358

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

In addition to the mortgages incurred on current period property acquisitions disclosed in Note 4, the Company refinanced the following debts:

On February 5, 2025, the first and second notes for 1457 W 35^th Street were refinanced for $720,000 with Investor Mortgage Finance, LLC, whose terms of payments due are principal and interest, on unpaid principal at the rate of 7.050% per annum. Principal and interest payable in monthly installments of $4,814 or more starting on April 1, 2025, and continuing until the 1^st day of March 2055, at which time the entire principal balance together with interest due thereon, shall become due and payable.

On March 5, 2025, the first note for 1460 N Eastern Avenue was refinanced for $661,500 with LendingOne, LLC, whose terms of payments due are principal and interest, on unpaid principal at the rate of 7.45% per annum. Principal and interest payable in monthly installments of $4,603 or more starting on May 1, 2025, and continuing until the 1^st day of April 2055, at which time the entire principal balance together with interest due thereon, shall become due and payable.

On July 30, 2025, the first and second notes for 1618 W 35th Street were refinanced for $640,000 with Investor Mortgage Finance, LLC, whose terms of payments due are principal and interest, on unpaid principal at the rate of 6.350% per annum. Principal and interest payable in monthly installments of $3,982.31 or more starting on September 1, 2025, and continuing until the 1st day of August 2055, at which time the entire principal balance together with interest due thereon, shall become due and payable.

On August 4, 2025, the first note for 717 W 42nd Place was refinanced for $562,500 with Investor Mortgage Finance, LLC, whose terms of payments due are principal and interest, on unpaid principal at the rate of 6.475% per annum. Principal and interest payable in monthly installments of $3,546.14 or more starting on October 1, 2025, and continuing until the 1st day of September 2055, at which time the entire principal balance together with interest due thereon, shall become due and payable.

On August 4, 2025, the first and second notes for 3906 Denker Avenue were refinanced for $624,000 with Investor Mortgage Finance, LLC, whose terms of payments due are principal and interest, on unpaid principal at the rate of 6.475% per annum. Principal and interest payable in monthly installments of $3,933.85 or more starting on October 1, 2025, and continuing until the 1st day of September 2055, at which time the entire principal balance together with interest due thereon, shall become due and payable.

The Company realized a $26,716 loss on early extinguishment of debt related to refinancing notes payable during the nine months ended September 30, 2025.

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 9 – Convertible Preferred Stock Payable

The Company has authorized 10,000,000 shares of preferred stock, and designated 100,000 and 2,000,000 shares of 5% voting, cumulative convertible Series A (“Series A”) and Series 1 (“Series 1”) preferred stock (collectively, “Preferred Stock”), respectively.

The Series A matures on September 30, 2030, and Series 1 matures on September 30, 2029.

The Preferred Stock has the following rights and privileges:

Voting – The holders of the Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could be converted.

Conversion – Each share of Series A preferred stock, is convertible at the option of the holder, into shares of common stock, equal to three hundred thirty-three and 33/100 (333 1/3) shares of common stock, calculated by dividing the number of Series A preferred shares by $0.003. The Series A preferred stock is also subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the preferred stock.

Each share of Series 1 preferred stock, is convertible at the option of the holder, into shares of common stock, at the lesser of $0.50 per share or a ten percent (10%) discount to the average closing bid price of the common stock 5 days prior to the notice of conversion. The Series 1 preferred stock is also subject to certain adjustments for dilution, if any, resulting from future stock issuances, including for any subsequent issuance of common stock at a price per share less than that paid by the holders of the preferred stock.

Dividends – The holders of the Preferred Stock in preference to the holders of common stock, are entitled to receive dividends at the rate of 5% per annum, in kind, which shall accrue quarterly. Such dividends are cumulative. No such dividends have been declared to date.

Liquidation – In the event of any liquidation, dissolution, winding-up or sale or merger of the Company, whether voluntarily or involuntarily, each holder of Preferred Stock is entitled to receive, in preference to the holders of common stock, a per-share amount equal to the original issue price of $1.00 (as adjusted, as defined), plus all declared but unpaid dividends.

The predominant settlement obligation of the convertible preferred stock was considered to be the issuance of a variable number of shares to settle a fixed monetary amount. Thus, these shares are scoped into the guidance of ASC 480-10 and are accounted for as a liability.

No shares of Series A preferred stock have been issued to date. Outstanding Series 1 preferred stock is as follows:

	Shares		Amount		Dividend in Arrears		Total

Balance, December 31, 2024		520,400	$	520,400	$	205,483	$	725,883
Dividends accrued		-		-		19,408		19,408
Balance, September 30, 2025		520,400	$	520,400	$	224,891	$	745,291

HUBILU VENTURE CORPORATION

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 10 – Commitments and Contingencies

Legal Matters

From time to time, the Company may be a party to various legal matters, threatened claims, or proceedings in the normal course of business. Legal fees and other costs associated with such actions are expensed as incurred. The Company assesses, in conjunction with its legal counsel, the need to record a liability for litigation and contingencies. Legal accruals are recorded when and if it is determined that a loss related to a certain matter is both probable and reasonably estimable.

Note 11 – Changes in Stockholders’ Equity (Deficit)

Common Stock

The Company has authorized 100,000,000 shares of $0.001 par value common stock. As of September 30, 2025, a total of 26,237,125 shares of common stock had been issued. Each holder of common stock is entitled to one vote for each share of common stock held.

No shares of common stock were issued during the nine months ended, September 30, 2025.

Note 12 – Income Taxes

The Company accounts for income taxes under FASB ASC 740-10, which requires use of the liability method. FASB ASC 740-10-25 provides that deferred tax assets and liabilities are recorded based on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as temporary differences.

For the nine months ended September 30, 2025, and the year ended December 31, 2024, the Company incurred a net operating loss and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At September 30, 2025, the Company had approximately $2,962,908 of federal net operating losses. The net operating loss carry forwards, if not utilized, will begin to expire in 2025.

Based on the available objective evidence, including the Company’s history of its loss, management believes it is more likely than not that the net deferred tax assets will not be fully realizable. Accordingly, the Company provided for a full valuation allowance against its net deferred tax assets at September 30, 2025 and December 31, 2024, respectively.

In accordance with FASB ASC 740, the Company has evaluated its tax positions and determined there are no uncertain tax positions.

Note 13 – Segment Reporting

ASC Topic 280, “Segment Reporting,” establishes standards for companies to report in their financial statement information about operating segments, products, services, geographic areas, and major customers. Operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated by the Company’s chief operating decision maker, or group, in deciding how to allocate resources and assess performance. The Company’s Chief Executive Officer has been identified as the chief operating decision maker (“CODM”), who reviews the operating results for the Company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, we determined we operate in a single reporting segment – being a provider of rental properties in a single geographic area.

As of September 30, 2025, the Company’s total real estate, net of accumulated depreciation, was $23,449,961. All of the Company’s properties are located in Los Angeles, CA. When evaluating the Company’s performance and making key decisions regarding resource allocation the CODM reviews several key metrics, which include the following:

	2025			2024
	For the Nine Months Ended
	September 30,
	2025			2024

Rental revenue		1,588,731			1,666,452
Depreciation		198,376			159,101
Other Operating Expenses		755,873			597,447
Net operating income		634,482			909,904
Interest Expense		(1,084,202	)		(828,461	)
Other income (expense):		(653	)		(77,658	)
Net Income (Loss)		(450,373	)		3,785

The key measures of segment profit or loss reviewed by our CODM are rental revenues, depreciation on properties, and interest expenses. The CODM reviews rental revenue to measure and monitor stockholder value and determine the most effective strategy of real estate investment. Depreciation and interest expenses are reviewed and monitored by the CODM to manage and forecast cash to ensure enough capital is available to fund operations. The CODM also reviews other general and administrative costs to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget.

Note 14 - Subsequent Events

During the third quarter, no subsequent events occurred.

Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations

You should read the following discussion of our financial condition and results of operations in conjunction with the condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024. In addition to historical condensed financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements.

Overview

We were incorporated under the laws of the state of Delaware on March 5, 2015, and are a real estate consulting, asset management and business acquisition company, which specializes in acquiring student housing income properties and development/business opportunities located near within the Los Angeles area.

Due to high demand for houses from students, non- profit, and for-profit corporate tenants around the USC Campus and neighboring Metro/subway stations, we have focused on acquiring multiple houses, remodeling and renting out. Rents have increased dramatically for houses in our target areas, allowing us to target larger and higher priced houses, while factoring in current interest rates.

With multiple properties within a small radius, we’re able to take advantage of economies of scale and benefit from property management efficiencies. Our focus is to continue acquiring houses and expand rental operations.

We purchased two new properties during the third quarter of 2025, and entered into agreements to acquire two additional properties during the fourth quarter of 2024, bringing our total properties under management to thirty-five. All properties have been purchased in conjunction with various debt financing arrangements.

Going Concern Uncertainty

As of September 30, 2025, our balance of cash on hand was $107,252, and we had negative working capital of $2,194,095 and an accumulated deficit of $2,757,513. We expect to incur further losses in the development of its business; therefore, we may not have sufficient funds to sustain our operations for the next twelve months and we may need to raise additional cash to fund our operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. In the event revenues do not materialize at the expected rates, management would seek additional financing and would attempt to conserve cash by further reducing expenses. There can be no assurance that we will be successful in achieving these objectives.

The condensed consolidated financial statements do not include any adjustments that might result from the outcome of any uncertainty as to the Company’s ability to continue as a going concern. The condensed consolidated financial statements also do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. Our ability to acquire new properties and increase revenues is largely dependent on our success in raising additional capital.

Results of Operations for the Three Months Ended September 30, 2025 and 2024

The following table summarizes selected items from the statement of operations for the three months ended September 30, 2025 and 2024, respectively.

	For the Three Months Ended
	September 30,
	2025			2024			Increase/(Decrease)

Rental revenue		628,792			616,393			12,399

Operating expenses:
General and administrative		65,092			37,145			27,947
Salaries and benefits		16,100			35,300			(19,200	)
Utilities		16,073			7,760			8,313
Professional fees		14,495			35,867			(21,372	)
Property taxes		76,288			44,403			31,885
Repairs and maintenance		4,395			8,822			(4,427	)
Depreciation		71,837			64,028			7,809
Total operating expenses		264,280			233,325			30,955

Net operating income		364,512			383,068			(18,556	)

Other income (expense):								-
Consulting Income		29,900						29,900
Interest income		125						125
Interest expense		(367,980	)		(315,229	)		(70,509	)
Dividends expense		(6,541	)		(6,541	)		0
Loss on early extinguishment of debt		(16,487	)		5,224			(21,711	)
Other Income		-						-
Total other income (expense)		(360,983	)		(316,546	)		(62,195	)

Net loss		3,529			66,522			(80,751	)

Revenues

Our total revenues increased to $628,792 for the three months ended September 30, 2025, compared to $616,393 for the three months ended September 30, 2024, an increase of $12,399, or 2%. The increase is due primarily to additional rental properties acquired during the current period.

General and Administrative

General and administrative expenses for the three months ended September 30, 2025 was $65,092, compared to $37,145 for the three months ended September 30, 2024, an increase of $27,947, or 75%. General and administrative expenses increased primarily due to increased property management costs incurred during the current period.

Salaries and Benefits

Salaries and benefits expenses for the three months ended September 30, 2025 was $16,100, compared to $35,300 for the three months ended September 30, 2024, a decrease of $19,200, or 54%. Salaries and benefits decreased primarily due to decreased compensation paid to our vice president during the current period.

Utilities

Utilities expense for the three months ended September 30, 2025 was $16,074, compared to $7,760 for the three months ended September 30, 2024, an increase of $8,314, or 107%. Utilities expense increased due to additional tenants that have not reimbursed the Company for their share of utilities during the current period.

Professional Fees

Professional fees for the three months ended September 30, 2025 was $14,495, compared to $35,867 for the three months ended September 30, 2024, a decrease of $21,372, or 60%. Professional fees consisted of legal, audit and accounting fees, which increased primarily due to increased compliance costs related to our public filings with the SEC, and legal costs related to the acquisition of properties acquired during the current period.

Property Taxes

Property tax expense for the three months ended September 30, 2025 was $76,288, compared to $44,403 for the three months ended September 30, 2024, an increase of $31,855, or 72%. The increase is primarily due to the acquisition of additional properties during the current period.

Repairs and Maintenance

Repairs and maintenance expense for the three months ended September 30, 2025 was $4,395, compared to $8,822 for the three months ended September 30, 2024, a decrease of $4,427, or 50%. Repairs and maintenance expense decreased due to less repairs on certain properties during the current period.

Depreciation

Depreciation expense for the three months ended September 30, 2025 was $71,837, compared to $64,028 for the three months ended September 30, 2024, an increase of $7,809, or 12%. Depreciation expense decreased during the current period due to recent property acquisitions now being depreciated.

Other Income (Expense)

Other expense for the three months ended September 30, 2025 was $360,983, compared to $316,546 for the three months ended September 30, 2024, an increase of $44,437, or 14%. During the three months ended September 30, 2024, other expense consisted of $6,541 of dividends expense, $367,980 of interest expense, and a $16,487 loss on early extinguishment of debt. It also includes other income of $29,900 as consulting income and $125 as interest income. During the three months ended September 30, 2024, other expense consisted of $6,541 of dividends expense, $315,229 of interest expense and a $5,224 gain on early extinguishment of debt related to the refinancing of one of our mortgages.

Net Loss (income)

Net income for the three months ended September 30, 2025 was $3,529, compared to net income of $66,522 for the three months ended September 30, 2024, a decrease of $62,933. The increased net loss was primarily due to increased general and administrative expense, property tax, repairs and maintenance costs and interest expense, as partially offset by increased revenues during the current period.

Results of Operations for the Nine Months Ended September 30, 2025 and 2024

The following table summarizes selected items from the statement of operations for the nine months ended September 30, 2025 and 2024, respectively.

	For the Nine Months Ended
	September 30,
	2025			2024			Increase/(Decrease)

Rental revenue		1,588,731			1,666,452			(77,721	)

Operating expenses:
General and administrative		223,081			133,117			89,964
Salaries and benefits		50,775			69,300			(18,525	)
Utilities		37,506			26,308			11,198
Professional fees		87,286			110,167			(22,881	)
Property taxes		196,848			143,945			52,903
Repairs and maintenance		160,377			114,610			45,767
Depreciation		198,376			159,101			39,275
Total operating expenses		954,249			756,548			197,702

Net operating income		634,482			909,904			(275,423	)

Other income (expense):								-
Consulting Income		43,000						43,000
Interest income		481						481
Interest expense		(1,084,202	)		(828,461	)		(273,499	)
Dividends expense		(19,408	)		(19,479	)		71
Loss on early extinguishment of debt		(26,716	)		(58,179	)		31,463
Other Income		1,990						1,990
Total other income (expense)		(1,084,855	)		(906,119	)		(196,494	)

Net loss		(450,373	)		3,785			(471,918	)

Revenues

Our total revenues increased to $1,588,731 for the nine months ended September 30, 2025, compared to $1,666,452 for the nine months ended September 30, 2024, a decrease of $77,721, or 5%. The decrease is due to decreased rental rates and occupancies during the current period.

General and Administrative

General and administrative expenses increased to $223,081for the nine months ended September 30, 2025, compared to $133,117 for the nine months ended September 30, 2024, an increase of $89,964, or 68%. General and administrative expenses increased primarily due to increased property management costs incurred during the current period.

Salaries and Benefits

Salaries and benefits expenses for the nine months ended September 30, 2025 was $50,775, compared to $69,300 for the nine months ended September 30, 2024, an increase of $18,525, or 27%. Salaries and benefits decreased primarily due to decreased compensation paid to our vice president during the current period.

Utilities

Utilities expense for the nine months ended September 30, 2025 was $37,506, compared to $26,300 for the nine months ended September 30, 2024, an increase of $11,198, or 43%. Utilities expense increased due to additional tenants that have not reimbursed the Company for their share of utilities during the current period. 

Professional Fees

Professional fees for the nine months ended September 30, 2024 was $87,286, compared to $110,167 for the nine months ended September 30, 2024, an increase of $22,881 or 21%. Professional fees consisted of legal, audit and accounting fees, which increased primarily due to increased audit work, compliance costs related to our public filings with the SEC, and legal costs related to the acquisition of properties acquired during the current period.

Property Taxes

Property tax expense for the nine months ended September 30, 2025 was $196,848, compared to $143,945 for the nine months ended September 30, 2024, an increase of $52,903, or 37%. The increase is primarily due to the acquisition of additional properties during the current period.

Repairs and Maintenance

Repairs and maintenance expense for the nine months ended September 30, 2025 was $160,377, compared to $114,610 for the nine months ended September 30, 2024, an increase of $45,767, or 40%. Repairs and maintenance expense increased due to greater repairs on certain properties during the current period.

Depreciation

Depreciation expense for the nine months ended September 30, 2025 was $198,376, compared to $159,101 for the nine months ended September 30, 2024, an increase of $39,275, or 25%. Depreciation expense increased during the current period due to acquiring new assets during this period.

Other Income (Expense)

Other expense for the nine months ended September 30, 2025 was $1,084,855 compared to $906,119 for the nine months ended September 30, 2024, an increase of $178,736, or 20%. During the nine months ended September 30, 2024, other expense consisted of $19,408 of dividends expense, $1,084,202 of interest expense, and a $26,716 loss on early extinguishment of debt. It also include consulting income of $43,000 and interest income of $481. During the nine months ended September 30, 2024, other expense consisted of $19,479 of dividends expense, $828,461of interest expense, and $58,179 loss on early extinguishment of debt related to the refinancing of two of our mortgages.

Net Loss (income)

Net loss for the nine months ended September 30, 2025 was $450,373, compared to net income of $3,785 for the nine months ended September 30, 2024, a decrease of $454,158, or 11,999%. The increased net loss was primarily due to increased operating expenses and interest expense, as partially offset by increased revenues during the current period.

Liquidity and Capital Resources

The following table summarizes our total current assets, liabilities and working capital as of September 30, 2025 and December 31, 2024.

	September 30, 2025			December 31, 2024
Current Assets	$	140,458		$	14,262

Current Liabilities	$	2,334,553		$	2,596,857

Working Capital Deficit	$	(2,194,095	)	$	(2,582,595	)

As of September 30, 2025 we had negative working capital of $2,194,095. We have incurred net losses since our inception and we anticipate net losses and negative operating cash flows for the near future, and we may not be profitable or realize growth in the value of our assets. To date, our primary sources of capital have been cash generated from rental income and debt financing. As of September 30, 2025, we had cash of $107,252, total liabilities of $25,293,715, and an accumulated deficit of $2,757,513. As of December 31, 2024, we had cash of $9,799, total liabilities of $22,228,209, and an accumulated deficit of $2,307,140.

Cash Flow

Comparison of the Nine Months Ended September 30, 2025 and the Nine Months Ended September 30, 2024

The following table sets forth the primary sources and uses of cash for the periods presented below:

	Nine Months Ended
	September 30,
	2025			2024
Net cash provided by operating activities	$	53,715		$	354,703
Net cash used in investing activities		(735,114	)		(1,203,313	)
Net cash provided by (used in) financing activities		778,852			882,483

Net change in cash	$	97,453		$	33,873

Net Cash Provided by Operating Activities

Net cash provided by operating activities was $53,715 for the nine months ended September 30, 2025, compared to $354,703 for the nine months ended September 30, 2024, a decrease of $300,988, or 85%. The decrease was primarily due to higher expenses in the current period.

Net Cash Used in Investing Activities

Net cash used in investing activities was $735,114 for the nine months ended September 30, 2025, compared to $1,203,313 for the nine months ended September 30, 2024, a decrease of $468,199, or 39%. This decrease was primarily attributable to purchasing less properties in the current period.

Net Cash Provided by (Used in) Financing Activities

Net cash provided by financing activities was $778,852, for the nine months ended September 30, 2025, compared to net cash provided by financing activities of $882,483 for the nine months ended September 30, 2024, a decrease of $103,631 or 12%. Our decreased cash provided by financing activities was primarily due to decreased proceeds received and increased repayments on debt financing received in the current period.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our financial results are affected by the selection and application of accounting policies and methods. In the nine-month period ended September 30, 2025 there were no changes to the application of critical accounting policies disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.

CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements in this report, other than statements of historical fact, are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues or other financial items, any statements of the plans and objectives of our management for future operations, any statements concerning proposed new products or services, any statements regarding the integration, development or commercialization of the business or any assets acquired from other parties, any statements regarding future economic conditions or performance, and any statements of assumptions underlying any of the foregoing. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “intends,” “seeks,” “believes,” “estimates,” “potential,” “forecasts,” “continue,” or other forms of these words or similar words or expressions, or the negative thereof or other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements contained herein are reasonable, there can be no assurance that such expectations or any of the forward-looking statements will prove to be correct, and actual results will likely differ, and could differ materially, from those projected or assumed in the forward-looking statements. Investors are cautioned not to unduly rely on any such forward-looking statements.

All subsequent forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Our actual results will likely differ, and may differ materially, from anticipated results. Financial estimates are subject to change and are not intended to be relied upon as predictions of future operating results. All forward-looking statements included in this report are made as of the date hereof and are based on information available to us as of such date. We assume no obligation to update any forward-looking statement. If we do update or correct one or more forward-looking statements, investors and others should not conclude that we will make additional updates or corrections.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We conducted an evaluation, under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, who are one in the same, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(f) under the Securities Exchange Act of 1934 as amended (the “Exchange Act”)). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were not effective. In performing the above-referenced assessment, our management identified the following material weaknesses:

●The Company does not have adequate segregation of duties in the handling of their financial reporting. This is caused by a very limited number of personnel.

●The Company’s system of internal controls failed to identify multiple journal entries that were identified by the Company’s external auditor.

●The Company has no formal control process related to the identification and approval of related party transactions.

●The Company’s accounting staff does not have sufficient technical accounting knowledge relating to accounting for income taxes and complex US GAAP matters.

We believe the weaknesses and their related risks are not uncommon in a company of our size because of the limitations in the size and number of staff. Due to our size and nature, segregation of all conflicting duties has not always been possible and may not be economically feasible. However, we plan to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the appointment of additional qualified personnel to address inadequate segregation of duties and implement modifications to our financial controls to address such inadequacies, by the end of our 2025 fiscal year as resources allow.

Because of its inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

Changes in Internal Control Over Financial Reporting

During the nine-month period ended September 30, 2025, there has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

We may become, from time to time, involved in routine litigation or subject to disputes or claims related to our business activities. We are not currently party to any pending legal proceedings that we believe would, individually or in the aggregate, have a material adverse effect on our financial condition, cash flows or results of operations.

Item 1A. Risk Factors

The Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

None.

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit		Description of Document
3.1		Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)
3.2		Certificate of Correction of Certificate of Incorporation (incorporated by reference to Exhibit 3.1a of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)
3.3		Bylaws (incorporated by reference to Exhibit 3.2 of Form S-1 filed with the Securities and Exchange Commission by Hubilu Venture Corporation on May 21, 2015)
3.4		Form of Stock Certificate (incorporated by reference to Exhibit 3.3 of Form 8-A12G filed with the Securities and Exchange Commission by Hubilu Venture Corporation on April 21, 2016)
4.1		Certificate of Designations of 5% Voting, Cumulative Convertible Series A Preferred Stock (incorporated by reference to Exhibit 4.1 of Form 10-Q filed with the Securities and Exchange Commission by Hubilu Venture Corporation on November 21, 2016)
4.2		Certificate of Designations of 5% Voting, Cumulative Convertible Series 1 Preferred Stock (incorporated by reference to Exhibit 4.2 of Form 10-Q filed with the Securities and Exchange Commission by Hubilu Venture Corporation on November 21, 2016)
4.3		Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.3 of Form 10-K filed with the Securities and Exchange Commission by Hubilu Venture Corporation on April 16, 2024)
10.1*		Fixed Rate Note Secured by Deed of Trust, dated as of February 5, 2025, among Mopane Investments, LLC and Investor Mortgage Finance, LLC
10.2*		Commercial Promissory Note Secured by Deed of Trust, dated as of March 5, 2025, among Mopane Investments, LLC and LendingOne, LLC
10.3*		Fixed Adjustable Rate Note Secured by Deed of Trust, dated as of May 7, 2025, among Elata Investments, LLC and Investor Mortgage Finance, LLC
10.4*		Promissory Note Secured by Deed of Trust, dated as of May 8, 2025, among Elata Investments, LLC and Jacaranda3 Investments, Inc.
10.5*		Promissory Note Secured by Deed of Trust, dated May 27, 2025, among Elata Investments, LLC and Vontive, Inc.
10.6*		Promissory Note Secured by Deed of Trust, dated as of June 1, 2025, among Elata Investments, LLC and Jacaranda3 Investments, Inc.
10.7*		Fixed Adjustable Rate Note Secured by Deed of Trust, dated July 30, 2025, among Elata Investments, LLC Investor Mortgage Finance, LLC.
10.8*		Fixed Adjustable Rate Note Secured by Deed of Trust, dated August 4, 2025, among Trilosa Investments, LLC Investor Mortgage Finance, LLC.
10.9*		Fixed Adjustable Rate Note Secured by Deed of Trust, dated August 4, 2025, among Trilosa Investments, LLC Investor Mortgage Finance, LLC.
10.10*		Promissory Note Secured by Deed of Trust, dated as of August 8, 2025, among Elata Investments, LLC and Center Street Lending VIII SPE, LLC.
10.11*		Promissory Note Secured by Deed of Trust, dated as of September 17, 2025, among Elata Investments, LLC and Center Street Lending VIII SPE, LLC.
31.1*		Certification of the Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
31.2*		Certification of the Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a)
32.1*		Certification of the Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*		Certification of the Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*		Inline XBRL Instance Document
101.SCH*		Inline XBRL Taxonomy Extension Schema
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB*		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*		Inline XBRL Taxonomy Presentation Linkbase
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	HUBILU VENTURE CORPORATION

November 17, 2025	/s/ David Behrend
	David Behrend
	Chairman and Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Accounting and Financial Officer)

Hubilu Venture Corp 10-Q