UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended
or
For the transition period from __________ to __________
Commission file number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) |
| (IRS Employer Identification Number) |
(Address of principal executive offices) (Zip Code)
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Registrant’s telephone number, including area code
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(Former name, former address and former fiscal year, if changed since last report)
Securities registered under Section 12(b) of the Exchange Act: None
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.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☐
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 filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ |
☒ | Smaller reporting company | ||
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| 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.
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
As of June 16, 2025, the registrant had
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PART I - FINANCIAL INFORMATION
Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following financial statements be read in conjunction with the year-end financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2024. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.
The results of operations for the six months ended April 30, 2025, are not necessarily indicative of the results for the entire fiscal year or for any other period.
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WARPSPEED TAXI INC.
BALANCE SHEET
(Unaudited)
April 30, 2025 |
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Fixed assets: |
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Total Assets: |
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LIABILITIES AND STOCKHOLDER’S EQUITY |
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Total Liabilities: |
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Common stock: $ and July 31, 2024, respectively. |
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Total Liabilities and Stockholder’s Equity: |
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(The accompanying notes are an integral part of these unaudited interim condensed financial statements)
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WARPSPEED TAXI INC.
STATEMENT OF COMPREHENSIVE LOSS
(Unaudited)
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Expenses: |
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Net loss per share - basic and diluted |
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Weighted average shares outstanding - basic and diluted |
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(The accompanying notes are an integral part of these unaudited interim condensed financial statements)
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WARPSPEED TAXI INC.
STATEMENT OF STOCKHOLDER’S EQUITY
(Unaudited)
For the nine months period ended April 30, 2025 and 2024
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Opening Balance, July 31, 2023 |
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Closing Balance, April 30, 2024 |
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Opening Balance, July 31, 2024 |
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Closing Balance, April 30, 2025 |
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(The accompanying notes are an integral part of these unaudited interim condensed financial statements)
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WARPSPEED TAXI INC.
STATEMENT OF CASH FLOWS
(Unaudited)
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Cash flows from operating activities: |
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Change in operating assets and liabilities: |
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Net cash used in operating activities: |
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Net cash used in investing activities: |
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Supplemental cash flow disclosures |
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Cash paid For: |
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(The accompanying notes are an integral part of these unaudited interim condensed financial statements)
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WARPSPEED TAXI INC.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
April 30, 2025, and 2024
(Unaudited)
1. NATURE AND CONTINUANCE OF OPERATIONS
WarpSpeed Taxi Inc. (the “Company”) was incorporated in the state of Wyoming on November 18, 2020 (“Inception”). The Company is a development stage company that is currently developing a ride-hailing and food delivery computer and mobile device application known as “WarpSpeed Taxi”. The Company’s fiscal year-end is July 31.
On September 6, 2022, the Company entered into a settlement agreement with a private company that provided it with marketing, beta testing, cloning, and maintenance services in connection with the WarpSpeed Taxi computer application. Pursuant to the settlement agreement, the Company agreed to transfer out its interest in the WarpSpeed Taxi application to the private company in full and final satisfaction of the $
2. GOING CONCERN
These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit of $
3. INTERIM REPORTING
The interim financial statements are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted (GAAP) in the United States of America for the interim information. Accordingly, the financial statements do not include all of the information and notes required by GAAP for the complete financial statements. While the information presented is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, result of operation and cash flows for the interim periods presented in accordance with accounting principles generally accepted in the United States of America. All adjustments are of a normal recurring nature. It is suggested that the interim financial statements be read in conjunction with the Company’s July 31, 2024, audited financial statements. Operating results for the nine-month ended April 30, 2025, are not necessarily indicative of the results that can be expected for the fiscal year ended July 31, 2024.
There have been no changes in the accounting policies from those disclosed in the notes to the audited financial statements for the period ended July 31, 2024.
4. CAPITAL STOCK
The total number of common shares authorized that may be issued by the Company is
There has been no stock activity during the nine months ended April 30, 2025 and 2024.
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5. SUBSEQUENT EVENTS
On June 11, 2025, Ulixe One Corp., a Wyoming corporation (the “Purchaser”), entered into a stock purchase agreement (the “Purchase Agreement”) with three stockholders of the Company (collectively, the “Sellers”), pursuant to which the Purchaser agreed to acquire an aggregate of
In connection with the Closing, Daniel Okelo, who previously served as the sole director and executive officer of the Company, resigned from all positions, effective June 13, 2025. Effective the same date, the Company appointed Mario Manzo, Vito Di Somma, and Leonardo Prati Lucca Ardizzoni to the board of directors, and Vito Di Somma was appointed to serve as the Company’s President, Treasurer, and Secretary.
The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were available to be issued. Other than the events described above, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements except as set forth herein.
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Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations.
Forward Looking Statements
This Quarterly Report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act that are not historical facts, and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other than statements of historical fact included in this Form 10-Q including, without limitation, statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” regarding the Company’s financial position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and variations thereof and similar words and expressions are intended to identify such forward-looking statements. Such forward-looking statements relate to future events or future performance, but reflect management’s current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. The Company’s securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov. Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Background
We were incorporated on November 18, 2020 under the laws of the State of Wyoming.
We have been involved in the development of a ride-hailing and food delivery computer and mobile device application known as “WarpSpeedTaxi”.
On September 6, 2022, we entered into a debt settlement agreement with Global Corporate Structural Services Inc. (“GCSS”), a private company that has provided us with marketing, beta testing, cloning, and maintenance services in connection with the WarpSpeed Taxi computer application. Pursuant to the debt settlement agreement, we acknowledged that we owed $135,430.95 to GCSS for its services.
On September 15, 2022, we entered into a final settlement agreement with GCSS whereby we have agreed to transfer our 100% interest in the WarpSpeed Taxi application to GCSS in full and final satisfaction of the debt owed to GCSS and any other claims that GCSS has against us. However, we will retain a license for the sole and exclusive use of the WarpSpeed Taxi application in the United States.
Based on our business plan, our WarpSpeedTaxi application is designed to allow customers to hire a standard and luxury motor vehicles via a smartphone or personal computer for both one-way and round-trips with the price based on the distance travelled and the current level of demand for vehicles. In addition to transporting passengers, the application may also be used for deliveries of goods from restaurants, grocery stores, and other businesses that typically utilize local vehicle courier services.
Recent Developments
While the Company has been continuing its business operations regarding the WarpSpeed Taxi application, give its historical lack of profitability, recently it has also been actively evaluating changes to its business plan and considering strategic alternatives. Following such efforts and as previously reported, on June 11, 2025, Ulixe One Corp., a Wyoming corporation (the “Purchaser”), entered into a stock purchase agreement (the “Purchase Agreement”) with three stockholders (the “Sellers”) of the Company pursuant to which the Purchaser agreed to acquire an aggregate of 125,040,000 shares of the Company’s common stock, representing approximately 89% of the Company’s outstanding voting shares, directly from such Sellers (the “Sale Shares”). One of the Sellers was Mr. Daniel Okelo, the former President, Chief Executive Officer, Chief Financial Officer, principal accounting officer and director of the Company. The closing of the transactions contemplated by the Purchase Agreement was consummated on June 13, 2025 (the “Closing”). The Purchaser paid an aggregate of $475,000.00 in cash as consideration for the Sale Shares. Pursuant to the Purchase Agreement, effective upon the Closing, the sole director and executive officer of the Company resigned from all positions with the Company and new directors and officers were appointed in his place.
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The Purchaser is a privately-held company owned by Ulixe Holding GmbH (“Ulixe”). Ulixe is affiliated with a group of companies operating from Italy and Switzerland under the Ulixe name (the “Ulixe Group”). Through the Ulixe Group, Ulixe is an IT consulting and services company specializing in custom software development, system integration, and digital transformation solutions for businesses. The Ulixe Group focuses on technologies like cloud, AI, and data analytics, serving clients across industries including finance, insurance, and public administration. Ulixe intends to explore strategic opportunities and pursue growth plans to expand its business into the United States and other markets through various transactions, including with the Company. At this juncture, no definitive plans, agreements or arrangements have been agreed upon by the Company and Ulixe or its affiliated entities in the Ulixe Group. Any such plans, agreements or arrangements are subject to the negotiation and execution of one or more definitive agreements and there can be no assurance that any such plans, agreements or arrangements will ultimately be reached by the parties.
Results of Operations for the Three and Nine Month Periods ended April 30, 2025 and 2024
Our net loss for the fiscal quarter ended April 30, 2025 and 2024 was $4,078 and $2,807, respectively, which consisted entirely of general and administrative fees. We did not generate any revenue during such period.
Our net loss for the nine-month period ended April 30, 2025 and 2024 was $20,319 and $13,013, respectively, which consisted entirely of general and administrative fees. We did not generate any revenue to date.
LIQUIDITY AND CAPITAL RESOURCES
As of April 30, 2025, our current assets were $15,008, compared to $15,039 at July 31, 2024. The decrease in current assets in the current fiscal year is due to use of our cash for ordinary business expenses and reduction in accounts payable owed to vendors.
As of April 30, 2025, our current liabilities were $121,802, compared to $81,265 at July 31, 2024. Current liabilities as of April 30, 2025 were comprised entirely of accounts payable and accrued liabilities. Current liabilities decreased during the nine months ended April 30, 2025 as compared to the July 31, 2024 year end due to a reduction in accounts payable from a cancellation of an agreement with a vendor relating to software development.
We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other methods, the sale of equity or debt securities.
Cash Flows from Operating Activities
For the nine-month period ended April 30, 2025, net cash flows used in operating activities were $20,219, consisting of a net loss of $20,319, which was offset by $40,538 increase of accounts payable. This compares to net cash flows provided from operating activities of $27,008 consisting of a net loss of $13,013 offset by accounts payable of $40,020 for the nine-month period ended January 31, 2024.
Cash Flows from Investing Activities
For the nine-month period ended April 30, 2025 and 2024, our cash flows provided from investing activities were $20,250 compared to cash flows used in investing activities of $27,000, respectively, which consisted of software development.
Cash Flows from Financing Activities
We have financed our operations from the issuance of our shares of common stock. Net cash flows generated from financing activities were $0 in the nine-month period ended April 30, 2025 as compared to $0 during the nine-month period ended January 31, 2024.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.
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GOING CONCERN
The independent auditors’ report accompanying our July 31, 2024 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
As a smaller reporting company, we are not required to make disclosures under this Item.
Item 4. Controls and Procedures.
Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our President and Treasurer, to allow timely decisions regarding required disclosure.
Evaluation of Disclosure Controls and Procedures
Our management evaluated, with the participation of our current principal executive and principal financial officer (our “Certifying Officer”), the effectiveness of our disclosure controls and procedures as of April 30, 2025, pursuant to Rule 13a-15(b) under the Exchange Act. Based upon that evaluation, our Certifying Officer concluded that, as of April 30, 2025, our disclosure controls and procedures were not effective, because of material weaknesses in our internal control over financial reporting described in our Annual Report on Form 10-K for the fiscal year ended July 31, 2024.
We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures, no matter how well conceived financially literate and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs. Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
There is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team in their capacity as such.
Item 1A. Risk Factors.
As a smaller reporting company, we are not required to make disclosures under this Item.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety
Not Applicable.
Item 5. Other Information
During the quarter ended April 30, 2025, no director or officer adopted or terminated any (i) “Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K intending to satisfy the affirmative defense conditions of Rule 10b5–1(c) or (ii) “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(c) of Regulation S-K.
Item 6. Exhibits.
Exhibit No. |
| Description of Exhibit |
31.1* |
| Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
32.1** |
| Certification of Principal Executive and Principal Financial Officer Pursuant to 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 Calculation Linkbase Document |
101. CAL* |
| Inline XBRL Taxonomy Extension Schema Document |
101. DEF* |
| Inline XBRL Taxonomy Extension Definition Linkbase Document |
101. LAB* |
| Inline XBRL Taxonomy Extension Labels Linkbase Document |
101. PRE* |
| Inline XBRL Taxonomy Extension Presentation Linkbase Document |
104* |
| Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set. |
*Filed herewith.
**Furnished.
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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.
| WARPSPEED TAXI INC. | |
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Dated: June 23, 2025 | By: | /s/ Vito Di Somma |
| Name: | Vito Di Somma |
| Title: | President and Treasurer |
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