Quarterly Report (10-q)

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended April 30, 2022

or

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

For the transition period from to

 

Commission file number: 333-252505

 

WarpSpeed Taxi Inc.

(Exact name of registrant as specified in its charter)

 

Wyoming		85-3978107
State or other jurisdiction of incorporation or organization		(I.R.S. Employer Identification No.)

 

2661 Rosanna Drive, Las Vegas NV 89117

(Address of principal executive offices) (Zip Code)

 

[phone]

Registrant’s telephone number, including area code

 

N/A

(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. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 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 filer,” “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 ☒

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

239,370,000 shares of common stock are issued and outstanding as of June 2, 2022.

 

 

 

 

 

 Table of Contents

 

INDEX
		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)
	BALANCE SHEETS as of April 30, 2022 and July 31, 2021	2
	STATEMENTS OF OPERATIONS for the three and nine months ended April 30, 2022 and three months ended April 30, 2021	3
	STATEMENT OF EQUITY for the nine months ended April 30, 2022 and three months ended April 30, 2021	4
	STATEMENT OF CASH FLOWS for the nine months ended April 30, 2022 and three months ended April 30, 2021	5
	NOTES TO THE UNAUDITED INTERIM FINANCIAL STATEMENTS	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
Item 3	Quantitative and Qualitative Disclosures About Market Risk
Item 4.	Controls and Procedures	10
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	11
Item 1A.	Risk Factors	11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3.	Defaults Upon Senior Securities.	11
Item 4	Mine Safety Disclosures	11
Item 5.	Other Information	11
Item 6.	Exhibits	12
SIGNATURES		13

 

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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, 2021 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 three and nine months ended April 30, 2022 are not necessarily indicative of the results for the entire fiscal year or for any other period.

 

1

 

 

WARPSPEED TAXI INC.
UNAUDITED CONDENSED BALANCE SHEET
As of April 30, 2022 and July 31, 2021

 

	April 30,				July 31,
	2022				2021
		$				$
ASSETS
Current assets:
Cash		10,207				17,194
Prepayment & deposits		15,000				35,000
Total current assets:		25,207				52,194
Fixed assets:
Software		316,360				304,134
Total Fixed assets:		316,360				304,134
Total Assets:		341,568				356,328
LIABILITIES & STOCKHOLDER’S EQUITY
LIABILITIES
Current liabilities:
Accounts payable and accrued liabilities		116,159				81,593
Total current liabilities:		116,159				81,593
Long term liabilities:
Notes payable		-				250,000
Total long term liabilities:		-				250,000
Total Liabilities:		116,159				331,593
STOCKHOLDER’S EQUITY
Common stock: $0.0001 par value, 500,000,000 authorized, 239,370,000 issued and outstanding as of April 30, 2022, 242,040,000 issued and outstanding as of July 31, 2021, respectively.		23,937				24,204
Additional paid in capital		585,963				20,696
Accumulated deficit		(384,492	)			(20,165	)
Total Stockholder’s Equity:		225,408				24,735
Total Liabilities and Stockholder’s Equity:		341,568				356,328

 

(The accompanying notes are an integral part of these unaudited condensed financial statements)

 

2

 

 

WARPSPEED TAXI INC.

UNAUDITED CONDENSED STATEMENT OF COMPREHENSIVE LOSS

 

		For the Three Months				For the Three Months				For the Nine Months
		Ended April 30				Ended April 30				Ended April 30
		2022				2021				2022
			$				$				$
Expenses:
General and administrative			256,011				18,100				364,326
Net Loss:			(256,011	)			(18,100	)			(364,326	)
Net loss per share – basic and diluted			-0.00				-0.00				-0.00
Weighted average shares outstanding – basic and diluted			239,370,000				242,040,000				239,370,000

 

(The accompanying notes are an integral part of these unaudited condensed financial statements)

 

3

 

 

WARPSPEED TAXI INC.

UNAUDITED CONDENSED STATEMENT OF STOCKHOLDER’S EQUITY

For the nine months period ended April 30, 2022 and three months ended April 30, 2021

 

		Common Stock								Paid in				Accumulated
		Number				Par Value				Capital				Deficit				Total
							$				$				$				$
Opening Balance, January 31, 2021			241,000,000				24,100				-				(1,604	)			22,496
Issuance of common stock			1,040,000				104				20,696				-				20,800
Net Loss			-				-				-				(18,100	)			(18,100	)
Closing Balance, April 30, 2021			242,040,000				24,204				20,696				-19,704				25,196
Opening Balance, July 31, 2021			242,040,000				24,204				20,696				(20,165	)			24,735
Issuance of common stock			23,330,000				2,333				562,667				-				565,000
Cancellation of common stock			(26,000,000	)			(2,600	)			2,600				-				-
Net Loss			-				-				-				(364,326	)			(364,326	)
Closing Balance, April 30, 2022			239,370,000				23,937				585,963				(384,492	)			225,408

 

(The accompanying notes are an integral part of these unaudited condensed financial statements)

 

4

 

 

WARPSPEED TAXI INC.

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS

For the nine months period ended April 30, 2022 and three months ended April 30, 2021

 

		For the Nine Months				For the Three Months
		Ended April 30				Ended April 30
		2022				2021
		$				$
Cash flows from operating activities:
Net loss for the period			(364,326	)			(18,100	)
Change in operating assets and liabilities:
Prepayment & deposits			20,000				10,000
Accounts payable and accrued liabilities			34,566				16,235
Notes payable			(250,000	)			-
Net cash used in operating activities:			(559,760	)			8,135
Cash flows from investing activities:
Software development			(12,226	)			(2,411	)
Net cash used in investing activities:			(12,226	)			(2,411	)
Cash flows from financing activities:
Proceeds from issuance of common stock, net of cancellations			(267	)			104
Additional paid in capital			565,267				20,696
Net cash used in financing activities:			565,000				20,800
Change in cash			(6,987	)			26,524
Cash – beginning of period			17,194				4,245
Cash – end of period			10,207				30,769
Supplemental cash flow disclosures			-				-
Cash paid For:
Interest			-				-
Income tax			-				-

 

(The accompanying notes are an integral part of these unaudited condensed financial statements)

 

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WARPSPEED TAXI INC.

NOTES TO CONDENSED INTERIM FINANCIAL STATEMENTS

For the three and nine months ended April 30, 2022

(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”.

 

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 net loss for the three months ended April 30, 2022 of $256,011, resulting in an accumulated deficit of $384,492 as of April 30, 2022 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. In order to remain in business, the Company will need to raise capital in the next twelve months. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and proceeds from its public offering. The Company has no written or verbal commitments from stockholders, director or officer to provide the Company with any form of cash advances, loans or other sources of liquidity to meet its working capital needs. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.

 

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

These financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company has selected July 31 as its year-end. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of its financial position and the results of operations have been reflected herein. 

 

Cash and Cash Equivalents

 

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. The Company maintains cash and cash equivalent balances at one financial institution that is insured by the FDIC. As of April 30, 2022, the Company had $10,207 in cash.

 

Basic and Diluted Loss per Share

 

The Company computes income (loss) per share in accordance with FASB ASC 260 “Earnings per Share”. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period.  Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. As of April 30, 2022 there were no potentially dilutive debt or equity instruments issued or outstanding.

 

Use of Estimates and Assumptions

 

The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates.

 

Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern.

 

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4. CAPITAL STOCK

 

The total number of common shares authorized that may be issued by the Company is 500,000,000 shares with a par value of $0.0001 per share.

 

On December 30, 2020, the Company issued 141,000,000 shares of common stock for total cash proceeds of $14,100 to the Company’s parent company.

 

On January 26, 2021, the Company issued 100,000,000 shares of common stock for total cash proceeds of $10,000 to one of its directors.

 

On April 22, 2021, the Company issued 1,040,000 shares of common stock to 36 subscribers for total cash proceeds of $20,800.

 

During the nine months ended April 30, 2022, the Company issued 23,330,000 shares of common stock to six shareholders for total cash proceeds of $565,000. The Company also cancelled 26,000,000 shares of common stock for no monetary amount.

 

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

 

Forward Looking Statements

 

This quarterly report contains forward-looking statements that involve risks and uncertainties.  We use words such as anticipate, believe, plan, expect, future, intend and similar expressions to identify such forward-looking statements. You should not place too much reliance on these forward-looking statements.  Our actual results are likely to differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by us described in this section.

 

Description of Business

 

We were incorporated on November 18, 2020 under the laws of the State of Wyoming.

 

We intend to complete the development of and operate a ride-hailing and food delivery computer and mobile device application known as “WarpSpeedTaxi”. A ride-hailing service, also known as app-taxi, e-taxi, or a mobility service provider, is a service that, via websites and mobile apps, matches passengers with drivers of vehicles for hire that are not licensed taxi drivers. The computer application that we are developing is intended to provide travelers with convenient door-to-door transport that leverages smart mobility platforms to connect drivers with passengers and lets drivers use their personal vehicles. Ride-hailing, like a traditional taxi service, facilitates drivers providing rides to customers for a fee. However, ride-hailing offers additional capabilities, such as efficient pricing tools, matching platforms, rating systems, and food delivery.

 

We were originally incorporated as a subsidiary of Cyber Apps World, Inc. (“Cyber Apps”), a reporting company, and entered into an agreement dated December 20, 2020 to acquire the WarpSpeedTaxi application in its current phase of development from Limitless Projects Inc. (“Limitless”), a private Wyoming corporation, for total consideration of $300,000 payable in stages. Our acquisition of the application was to include a 100% interest in all software comprising the application, as well as the corresponding website domain, content, and all incorporated technology. We would also jointly own the operational data and databases relating to the application with the vendor.

 

On January 19, 2022, we entered into an agreement whereby we terminated this asset purchase and sale agreement with Limitless due to our inability to make a required payment pursuant to that agreement.

 

Pursuant to the terms of the termination agreement, Limitless has reimbursed us the $10,000 cash payment that we made to it upon the execution of the original agreement. Additionally, our directors at the time, who were also the directors of Cyber Apps, resigned and appointed Daniel Okelo, the president of Limitless, in their place. Cyber Apps also transferred the 115,000,000 shares of common stock in our capital that it owned to Limitless for consideration of $14,100.

 

We anticipate that our WarpSpeedTaxi application will 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.

 

Customers will use the application to request a ride or the delivery of goods. Drivers that we recruit and approve, through confirmation of no criminal record, a clean driving history, and access to a suitable insured vehicle, will act as independent contractors and set their own work hours. They will connect with customers via our application, pick up customers or goods to be delivered in accordance with the customer’s request, and then drive the customers or goods to their destination. Customers will pay for the transportation through the application by way of credit card. Drivers will receive payments for each ride or delivery they complete via a weekly direct deposit to their bank accounts.

 

8

 

 

When a customer uses the WarpSpeedTaxi application for ride-hailing, we will charge the customer a flat fee of approximately $2.00 for each ride plus an amount for each mile that the customer travels. The amount for each mile will vary depending on the city in which the customer is located. It will be higher in more densely populated cities where traffic moves relatively slowly and lower in less densely population cities will less traffic congestion. Additionally, we will charge customers an additional premium during busy times when customer demand exceeds the number of available drivers. This increase in pricing is intended to incentivize drivers to work during peak demand times since they will receive greater compensation. In order to encourage drivers to work an independent contractor for us, we will initially retain 15% of all revenue that a customer pays for a ride with the remaining 85% compensating the driver for his or her time and vehicle expenses. Drivers will also retain 100% of all tips that customers provide them. Over time, when we have established a market for our services, we may adjust this percentage so that we retain a greater percentage of revenue.

 

When a restaurant uses the food delivery service feature of our WarpSpeedTaxi application, we will charge restaurants between 5% and 15% of their order revenue, subject to a set minimum amount, depending on the amount of business that we receive from delivery orders of their food through our application. From these proceeds, we will pay our drivers a base fee for deliveries that depend on the distance that they must travel to pick up the food and deliver it to the customer. In addition, the driver will retain any tips that the customer provides.

 

We are currently in the beta testing phase of the WarpSpeedTaxi application, which is being conducted in Ahmedabad, India. We have retained an independent contractor, Global Corporate Structural Services Limited., a private company with operations in India, Albania, and the Philippines, to oversee the development, maintenance, and testing of the WarpSpeed Taxi computer application.

 

Results of Operations for the three months and nine months Ended April 30, 2022

 

Our net loss for the three and nine-month period ended April 30, 2022 was $256,011 and $364,326, respectively, which consisted entirely of general and administrative fees. We did not generate any revenue during either three- or nine-month period in fiscal 2022.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of April 30, 2022, our current assets were $25,207 compared to $52,194 on July 31, 2021. The decrease in current assets in the current fiscal year is due to operating expenses that we have incurred with the development and testing of our WarpSpeed Taxi application.

 

As of April 30, 2022, our current liabilities were $116,159 compared to $81,593 on July 31, 2021. Current liabilities on April 30, 2022 were comprised entirely of accounts payable and accrued liabilities. Current liabilities increased in the nine-month period ended April 30, 2022 as compared to the July 31, 2021 year end due to operating costs.

 

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

 

We have not generated positive cash flows from operating activities. For the nine-month period ended April 30, 2022, net cash flows used in operating activities were $559,760 consisting of a net loss of $364,326, which was offset by prepayments and deposits of $20,000, payments on our accounts payable and accrued liabilities $34,566, and the cancellation of our note payable of $250,000.

 

Cash Flows from Investing Activities

 

For the nine-month period ended April 30, 2022, our cash flows used in investing activities were $12,226, which consisted of the software development costs relating to the WarpSpeed Taxi computer application.

 

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 $565,000 in the nine-month period ended April 30, 2022 relating to our sale of 23,330,000 shares of common stock at a price of $0.02 and 80,000 shares of common stock at a price of $1.25 pursuant to our registration statement on Form S-1, as amended.

 

9

 

 

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.

 

GOING CONCERN

 

The independent auditors' report accompanying our July 31, 2021 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 4. Controls and Procedures.

 

As supervised by our board of directors and our principal executive and principal financial officer, management has established a system of disclosure, controls and procedures and has evaluated the effectiveness of that system. The system and its evaluation are reported on in the below Management's Annual Report on Internal Control over Financial Reporting. Our principal executive and financial officer has concluded that our disclosure, controls and procedures (as defined in Securities Exchange Act of 1934 (“Exchange Act”) Rule 13a-15(e)) as of April 30, 2022, were not effective, based on the evaluation of these controls and procedures required by paragraph (b) of Rule 13a-15.

 

Management's Annual Report on Internal Control over Financial Reporting

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

 

Management assessed the effectiveness of internal control over financial reporting as of April 30, 2022. We carried out this assessment using the criteria of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control—Integrated Framework.

 

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by our registered public accounting firm, pursuant to rules of the Securities and Exchange Commission that permit us to provide only management's report in this annual report. Management concluded in this assessment that as of April 30, 2022, our internal control over financial reporting is not effective.

 

There have been no significant changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the third quarter of our 2022 fiscal year that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

10

 

 

PART II—OTHER INFORMATION

 

Item 1.  Legal Proceedings.

 

None

 

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

 

None.

 

11

 

 

PART II

 

Item 6. Exhibits.

 

31.1	Certification of Chief Executive Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act
31.2	Certification of Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act
32.1	Certification of Chief Executive Officer Under Section 1350 as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act.
32.2	Certification of Chief Financial Officer Under Section 1350 as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act.

 

Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K.

 

SEC Ref. No.		Title of Document
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Label Linkbase Document
101.PRE		XBRL Taxonomy Presentation Linkbase Document

 

The XBRL related information in Exhibits 101 to this Annual Report on Form 10-K shall not be deemed “filed” or a part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, and is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of those sections.

 

12

 

 

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.
Dated: June 2, 2022	/s/ Daniel Okelo
	Daniel Okelo
	President, Chief Executive Officer, Chief Financial Officer, principal accounting officer and director

 

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