Glidelogic Corp 10-Q for FY2024 Q1
Glidelogic Corp. (GDLG)
About this 10-Q
Glidelogic Corp filed this 10-Q on June 16, 2023, covering the quarter ended April 30, 2023 (FY2024 Q1).
Headline figures
Quarter ended April 30, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $0
- compared with $0 a year earlier
- Net loss
- $8750
- compared with a net loss of $3630 a year earlier
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
For
the quarterly period ended
For the transition period from __________ to __________
Registration
No.
(Exact name of registrant as specified in its charter)
| 7371 | ||||
| State or Other Jurisdiction of | IRS Employer | Primary Standard Industrial | ||
| Incorporation or Organization | Identification Number | Classification Code Number |
Tel.
(
Email:
(Address and telephone number of principal executive offices)
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”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:
| Large accelerated filer | ☐ | 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 7(a)(2)(B) of the Securities Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: common shares issued and outstanding as of June 15, 2023.
GLIDELOGIC CORP.
QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS
i
PART 1 – FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying interim financial statements of Glidelogic Corp. (“the Company”, “we”, “us” or “our”), have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission.
The interim financial statements are condensed and should be read in conjunction with the company’s latest annual financial statements.
In the opinion of management, the financial statements contain all material adjustments, consisting only of normal adjustments considered necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.
1
GLIDELOGIC CORP.
BALANCE SHEETS
As at April 30, 2023 (Unaudited) and January 31, 2023 (Audited)
| April 30, 2023 (Unaudited) | January 31, 2023 (Audited) | |||||||
| ASSETS | ||||||||
| Current Assets | ||||||||
| Cash and Cash Equivalents | $ | $ | ||||||
| Total Current Assets | ||||||||
| Fixed Assets | ||||||||
| Equipment, Website, net | ||||||||
| Total Fixed Assets | ||||||||
| Total Assets | $ | $ | ||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current Liabilities | ||||||||
| Account Payable | $ | $ | ||||||
| Loan | ||||||||
| Total Current Liabilities | ||||||||
| Total Liabilities | ||||||||
| Commitments and Contingencies | ||||||||
| Stockholders’ Equity | ||||||||
| Common stock, par value $; shares authorized, shares issued and outstanding as of April 30, 2023 and January 31, 2023 | ||||||||
| Additional Paid in Capital | ||||||||
| Accumulated income/deficit | ( | ) | ( | ) | ||||
| Total Stockholders’ Equity | ||||||||
| Total Liabilities and Stockholders’ Equity | $ | $ | ||||||
See accompanying notes, which are an integral part of these financial statements
2
GLIDELOGIC CORP.
STATEMENTS OF OPERATIONS
For the three months ended April 30, 2023 and 2022 (Unaudited)
Three months April 30, | Three months ended April 30, | |||||||
| REVENUES | $ | $ | ||||||
| Cost of goods | ||||||||
| Gross Profit | ||||||||
| OPERATING EXPENSES | ||||||||
| General and Administrative Expenses | ( | ) | ( | ) | ||||
| TOTAL OPERATING EXPENSES | ( | ) | ( | ) | ||||
| NET LOSS/INCOME FROM OPERATIONS | ( | ) | ( | ) | ||||
| PROVISION FOR INCOME TAXES | ||||||||
| NET LOSS/INCOME | $ | ( | ) | $ | ( | ) | ||
| NET LOSS/INCOME PER SHARE: BASIC AND DILUTED | $ | ( | ) | $ | ( | ) | ||
| WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED | ||||||||
See accompanying notes, which are an integral part of these financial statements
3
GLIDELOGIC CORP.
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
For the three months ended April 30, 2023 and 2022 (Unaudited)
| Common Stock | Additional Paid-in | Accumulated | Total Stockholder’s Equity | |||||||||||||||||
| Shares | Amount | Capital | Income | (Deficit) | ||||||||||||||||
| Balance, January 31, 2022 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Net loss for the three months ended April 30, 2022 | - | ( | ) | ( | ) | |||||||||||||||
| Balance, April 30, 2022 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Balance, January 31, 2023 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Net loss for the three months ended April 30, 2023 | - | ( | ) | ( | ) | |||||||||||||||
| Balance, April 30, 2023 | $ | $ | $ | ( | ) | $ | ||||||||||||||
See accompanying notes, which are an integral part of these financial statements
4
GLIDELOGIC CORP.
STATEMENTS OF CASH FLOWS
For the three months ended April 30, 2023 and 2022 (Unaudited)
| Three months ended April 30, 2023 | Three months ended April 30, 2022 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net income (loss) | $ | ( | ) | $ | ( | ) | ||
| Adjustments to reconcile net loss to net cash provided by operations: | ||||||||
| Depreciation Expense | ||||||||
| Accounts Receivable | ||||||||
| Deferred Tax Liability | ||||||||
| Accounts Payable | ( | ) | ||||||
| Cash Flows from Operating Activities | ( | ) | ( | ) | ||||
| NET CHANGE IN CASH | ( | ) | ( | ) | ||||
| Cash, beginning of period | ||||||||
| Cash, end of period | $ | $ | ||||||
| SUPPLEMENTAL CASH FLOW INFORMATION: | ||||||||
| Interest paid | $ | $ | ||||||
| Income taxes paid | $ | $ | ||||||
See accompanying notes, which are an integral part of these financial statements
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GLIDELOGIC CORP.
NOTES TO THE FINANCIAL STATEMENTS
As at April 30, 2023 (Unaudited)
1. ORGANIZATION AND NATURE OF BUSINESS
GLIDELOGIC CORP. (“the Company”) was incorporated in the State of Nevada on December 11, 2020. We are a software development company which is developing online platform and payment gateway solutions. Packed with bunch of redundant security and privacy tools the application is striving to meet and surpass defense-grade security requirements by employing “true end-to-end” encryption technology. Company location is at 11264 Playa Court, Culver City, California of the United States. The Company's customers and vendors are located both within and outside of the United States.
2. GOING CONCERN
The
accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States
(“GAAP”), which contemplate continuation of the Company as a going concern. The Company had
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The accompanying financial statements have been prepared in accordance with GAAP and should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended January 31, 2023 and not indicative of future results.
The Company’s year-end is January 31.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting 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.
Cash and Cash Equivalents
The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.
Income Taxes
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.
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GLIDELOGIC CORP.
NOTES TO THE FINANCIAL STATEMENTS
As at April 30, 2023 (Unaudited)
Fair Value of Financial Instruments
ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of April 30, 2023.
The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash and related party loan payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value.
Stock-Based Compensation
As of April 30, 2023, the Company has not issued any stock-based payments to its employees. Stock-based compensation is accounted for at fair value in accordance with ASC 718, when applicable. To date, the Company has not adopted a stock option plan and has not granted any stock options.
Fixed Assets
Equipment is stated at cost, net of accumulated depreciation. The cost of equipment and website is depreciated using the straight-line method over five and one years. Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the equipment's useful life are capitalized. Equipment sold or retired, together with the related accumulated depreciation is removed from the appropriated accounts and the resultant gain or loss is included in net income.
Revenue Recognition
The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers”. ASC 606 adoption is on February 1, 2018. The core principle of ASC 606 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.
GLIDELOGIC CORP. recognizes revenue in accordance with this core principle by applying the following steps:
Step 1: Identifying the contract(s) with the customer
Step 2: Identifying the performance obligation to satisfy the contract
Step 3: Determining the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Revenue recognition.
The Company’s revenues are recognized at a point-in-time as ownership of software (when it is approved by the customer) is transferred at a distinct point in time per the terms of a contract. The Company shall not be liable for any failure to perform its obligations if such failure is due to circumstances beyond its reasonable control. Any liability of the Company shall be limited to the total of all amounts paid by the customer for services under the contract.
The Company plans to collect payment from customers prior to transferring ownership of the software and may require deposits from customers at the time an order is placed. When deposits are collected prior to transferring ownership of the software the Company recognizes deferred revenue until the transfer is made.
Cost of Goods Sold
Cost of goods sold includes direct costs of selling items.
Recent Accounting Pronouncements
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GLIDELOGIC CORP.
NOTES TO THE FINANCIAL STATEMENTS
As at April 30, 2023 (Unaudited)
We have reviewed all the recently issued, but not yet effective and thus not disclosed here, accounting pronouncements and we do not believe any of those pronouncements will have a material impact on the Company’s financial position, results of operations or cash flows.
The Company computes income (loss) per share in accordance with 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, 2023 there were no potentially dilutive debt or equity instruments issued or outstanding.
4. FIXED ASSETS
| Schedule of fixed assets | ||||||||||||
| Equipment | Website | Total | ||||||||||
| Cost | ||||||||||||
| As at January 31, 2023 | $ | |||||||||||
| Additions | ||||||||||||
| Disposals | ||||||||||||
| As at April 30, 2023 | $ | |||||||||||
| Depreciation | ||||||||||||
| As at January 31, 2023 | ( | ) | ( | ) | ( | ) | ||||||
| Change for the period | ( | ) | ( | ) | ||||||||
| As at April 30, 2023 | $ | ( | ) | ( | ) | ( | ) | |||||
| Net book value | $ | |||||||||||
5. RELATED PARTY TRANSACTIONS
For
the three months ended April 30, 2023, the Company’s sole director during the period did not make a loan to the Company. As of
April 30, 2023, the sole director has loaned to the Company $
6. COMMON STOCK
The Company has , $ par value shares of common stock authorized.
On January 21, 2021 the Company issued shares of common stock to a director at $ per share.
In
October 2021, the Company issued shares of common stock for cash proceeds of $
In
November 2021, the Company issued shares of common stock for cash proceeds of $
In
December 2021, the Company issued shares of common stock for cash proceeds of $
There were shares of common stock issued and outstanding as of April 30, 2023.
8
GLIDELOGIC CORP.
NOTES TO THE FINANCIAL STATEMENTS
As at April 30, 2023 (Unaudited)
7. COMMITMENTS AND CONTINGENCIES
From time-to-time, the Company is subject to various litigation and other claims in the normal course of business. The Company establishes liabilities in connection with legal actions that management deems to be probable and estimable (if any). No such event or amounts have been accrued in the financial statements with respect to any litigation or other claim matters.
8. INCOME TAXES
The
Company adopted the provisions of uncertain tax positions as addressed in ASC 740 “Income Taxes” (“ASC 740”).
As a result of the implementation of ASC 740, the Company recognized no increase in the liability for unrecognized tax benefits. As of
April 30, 2023 the Company had net operating loss carry forwards of approximately $
The
valuation allowance at as of April 30, 2023 was approximately $
The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred income tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based on consideration of these items, management has determined that enough uncertainty exists relative to the realization of the deferred income tax asset balances to warrant the application of a full valuation allowance as of April 30, 2023. All tax years since inception remain open for examination by taxing authorities.
The provision for Federal income tax consists of the following:
| Schedule of provision for federal income tax | ||||||||
| April 30, 2023 | January 31, 2023 | |||||||
| Non-current deferred tax assets: | ||||||||
| Net operating loss carry forward | $ | ( | ) | $ | ( | ) | ||
| Valuation allowance | $ | ( | ) | $ | ( | ) | ||
| Net deferred tax assets | $ | $ | ||||||
The actual tax benefit at the expected rate of 21% differs from the expected tax benefit for the year ended April 30, 2023 as follows:
| Schedule of deferred tax assets | ||||||||
| April 30, 2023 | January 31, 2023 | |||||||
| Computed “expected” tax expense (benefit) | $ | ( | ) | $ | ( | ) | ||
| Change in valuation allowance | $ | $ | ||||||
| Actual tax expense (benefit) | $ | $ | ||||||
The related deferred tax benefits for the above unused tax losses have not been fully recognized as it is not reasonably certain that they will be realized. Management has evaluated tax positions in accordance with ASC 740 and has not identified any significant tax positions, other than those disclosed.
9
GLIDELOGIC CORP.
NOTES TO THE FINANCIAL STATEMENTS
As at April 30, 2023 (Unaudited)
9. SUBSEQUENT EVENTS
In
accordance with ASC 855, “Subsequent Events”, the Company has analyzed its operations subsequent to April 30, 2023, through
June 15, 2023. On May 23, 2023, Daniella Strygina (the “Seller”), entered into a Stock Purchase Agreement (the “Stock
Purchase Agreement”) pursuant to which the Seller agreed to sell to Star Success Business, LLC (the “Purchaser”),
common shares (the “Shares”) of Glidelogic Corp. (the “Company”) owned by the Seller for a total purchase price
of $
On
or about June 5, 2023, the Company received written consents in lieu of a meeting of Stockholders from holders of approximately 75% of
voting securities of the total issued and outstanding shares of voting stock of the Company (the “Majority Stockholders”)
to effectuate a
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ITEM
2. MANAGEMENT’ DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
A CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This prospectus contains forward-looking statements which relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expects”, “plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors,” that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.
While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.
DESCRIPTION OF BUSINESS
GENERAL
We acknowledge the fierce competition in the payment gateway solutions application market and the dominance of established players. To stay ahead, we plan to utilize our experience and technology from developing our payment gateway solutions app to serve outsourcing clients and explore new application development opportunities. This allows us to adapt to changing dynamics and drive innovation for sustainable growth. Our business address is 11264 Playa Court, Culver City, California, 90230. Our phone number is (310) 397-2300. We anticipate abandoning the messenger product and transitioning towards new products and services based on Web3 and AI technologies.
Alongside with software related services we intend to provide software development consulting services. We anticipate launching a secure payment gateway software system as our short-term showpiece by July 31st. This new payment system will leverage the technologies and development principles involved in the previous payment gateway solutions app development to ensure user privacy and data security during transactions.
Derived from the technologies utilized in the previous payment gateway solutions app development, along with the latest advancements in LLM (Large Language Model) technology, we will combine the expertise of Dapeng Ma and Yitian Xue in the entertainment marketing industry to develop an AI system specifically tailored for the entertainment marketing sector. This system will cater to the unique needs of the entertainment marketing industry, leveraging the power of AI to deliver enhanced services.
We plan to deliver the mentioned services depending on the package ordered by a user, which can be tweaked within the settings of the payment gateway solution. We expect to complete the development and penetrate the payment gateway solutions market to achieve profitability. We plan to offer the other services, the list of which can be extended or shortened depending on their profitability and popularity with the customers:
1. Consulting services in software development business.
2. Consulting services in data encryption.
3. Consulting services in block chain operation and development.
4. Software development using block chain technologies.
5. Software development using encryption and data protection.
6. Software development using Al technologies.
We plan to offer the above services to small and medium companies involved in various parts of the IT industry and companies providing services to IT entities.
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REVENUE
We plan to generate revenue by developing and licensing payment gateway solution, and providing a dedicated AI solution for the entertainment marketing industry.
Additionally, we intend to offer consulting services for small and medium business entities involved in software development. The offers are planned to be framed by demands of the customers. The price is planned to vary whether they require the following:
| - | single consultation or revision of their project. |
| - | continuous monitoring or maintenance. |
MARKETING
We expect the Marketing Campaign to be our main drive allowing us to penetrate the payment gateway solution market and attract new customers as well. We will promote the AI solution for the entertainment marketing industry through the in-depth experience of our directors, primarily targeting our existing Propaganda GEM (“PGEM”) clients as well as production studios for adoption. We project to implement a set of marketing strategies and depending on their efficiency we, possibly, either correct the strategy or exclude the ineffective methodologies from the campaign.
We plan to target customers who are concerned about privacy and security of payment solutions. We plan to advertise our prime software product at IT workshops, hackathons, trade shows and exhibitions of software for computers and mobile devices, exhibitions and trade shows of mobile gadgets, gaming industry shows and exhibitions.
We intend to advertise our payment gateway solutions and consulting services by means of banners on web-forums and communities related to computer technologies, encryption and block chain. We plan to draw the attention of users on notable social platforms (Facebook, Instagram, VK, Twitter) by placing advertising banners, GIFs, advertising posts and videos. In posts and videos, we plan to disclose the advantages of our payment gateway and demonstrate the main features. We project to start a social web page dedicated to the payment gateway for our potential users with necessary information shared and explaining media, as well as advertising media.
We plan to leverage Dapeng Ma’s previous experience, networks, and client relationships in the entertainment marketing industry, film investment industry, and various related sectors to promote the adoption of our AI solution for entertainment marketing.
We plan to utilize the SEO (Search Engine Optimization) tool to draw the attention of web users requesting “privacy”, “secure payment gateway” and close in meaning requests on Google, Yandex, Yahoo and Bing. We plan to use SEO paired with context advertising services (Google AdWords, Bing Ads, Yandex Direct) to capture interest of users browsing for digital goods, tools and services corresponding to those of our own. By means of context advertising we expect to increase link-hit ratio in order to promote our payment gateway solutions to the top of searches.
We expect to attract two main kinds of customers regarding services they wish to receive. The ones referred as “users”, are granted the use of payment gateway solutions application conditional on the package they would select. We expect them to be an extensive group of active users of mobile devices and computers who are more concerned about privacy and security over other features.
The ones referred as “customers”, are expected to offer consulting services in the software development business area. They are expected to be IT professionals employed in cryptography, developing encryption systems, employed in the IT security area and development of block chain technologies.
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COMPETITION
The market of AI solutions and payment gateway solutions is relatively new and expanding with numbers of offers. payment gateway applications attract users by improving mostly design and usability whereas we have to offer services significant to modern users such as privacy and security. We expect our encryption algorithm, currently in progress of development, to allow connecting user-to-user blocking possibilities of interfering, hacking or compromising the ‘transaction data.
We intend to utilize block chain technologies to sign up each financial transfer with an encrypted key, generated each time the transaction commences, thus preventing finance from being stolen. We expect this technology to protect on-chat pay system and money transfer in time of users’ transactions and we see it as our competitive advantage.
EMPLOYEES; IDENTIFICATION OF CERTAIN SIGNIFICANT EMPLOYEES.
We are a start-up company and currently have two employees: our president, Mr. Dapeng Ma, and our CEO, Mr. Yitian Xue, both were appointed as a director of the Company on May 15, 2023. Mr. Ma and Mr. Xue will jointly oversee the day-to-day operations of the company. We intend to hire employees on an as needed basis.
INSURANCE
We do not maintain any insurance and do not intend to maintain insurance in the future. Because we do not have any insurance, if we are had a party of a legal action, we may not have sufficient funds to defend the litigation. If that occurs a judgment could be rendered against us that could cause us to cease operations.
13
OFFICES
The Company’s principal offices are located at 11264 Playa Court, Culver City, California 90230.
GOVERNMENT REGULATION
We will be required to comply with all regulations, rules and directives of governmental authorities and agencies applicable to our business in any jurisdiction which we would conduct activities. We do not believe that regulations will have a material impact on the way we conduct our business.
LEGAL PROCEEDINGS
There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Certain statements contained in this prospectus, including statements regarding the anticipated development and expansion of our business, our intent, belief or current expectations, primarily with respect to the future operating performance of the Company and the products we expect to offer and other statements contained herein regarding matters that are not historical facts, are “forward-looking” statements. Future filings with the Securities and Exchange Commission, future press releases and future oral or written statements made by us or with our approval, which are not statements of historical fact, may contain forward-looking statements, because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements.
RESULTS OF OPERATIONS
Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.
We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other things, the sale of equity or debt securities.
LIQUIDITY AND CAPITAL RESOURCES
At April 30, 2023, our total assets were $9,550. Total assets were comprised of $5,902 in current assets and $3,648 in fixed assets.
As at April 30, 2023, our current liabilities were $6,010 and Stockholders’ equity was $3,540.
CASH FLOWS FROM OPERATING ACTIVITIES
For the three months ended April 30, 2023 net cash flows used in operating activities was $8,645.
For the three months ended April 30, 2022 net cash flows used in operating activities was $7,900.
CASH FLOWS FROM INVESTING ACTIVITIES
For the three months ended April 30, 2023 we have generated $0 in investing activities.
For the three months ended April 30, 2022 we have generated $0 in investing activities.
CASH FLOWS FROM FINANCING ACTIVITIES
For the three months ended April 30, 2023 net cash flows provided by financing activities was $0.
For the three months ended April 30, 2022 net cash flows provided by financing activities was $0.
14
The available capital reserves of the Company are not sufficient for the Company to remain operational. We require minimum funding of approximately $50,000 to conduct our proposed operations and pay all expenses for a minimum period of one year including expenses associated with the offering and maintaining a reporting status with the SEC.
Since inception, we have sold 2,000,000 shares to our director at a price of $0.001 per share, for net proceeds of $2,000.
For the year ended January 31, 2022, the Company issued 663,750 shares of common stock for cash proceeds of $26,550 at $0.04 per share
There were 2,663,750 shares of common stock issued and outstanding as of April 30, 2023
Starting in Q2, 2023, we plan to generate revenue and support the Company’s operations through licensing payment gateway solutions and providing IT outsourcing services. We will utilize funds from Mr. Dapeng Ma and Mr. Yitian Xue, our Board Chairman and director respectively, who have verbally agreed to loan the Company funds at time of needs. However, neither of them has formal commitment, arrangement or legal obligation to advance or loan funds to the Company. Their verbal agreement to provide us loans is non-binding and discretionary.
OFF-BALANCE SHEET ARRANGEMENTS
We have no 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.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
None
ITEM 4. CONTROLS AND PROCEDURES
Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of April 30, 2023. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.
Changes in Internal Controls over Financial Reporting
There was no change in the Company’s internal control over financial reporting during the quarterly period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no pending legal proceedings to which the Company is a party or in which any director, officer or affiliate of the Company, any owner of record or beneficially of more than 5% of any class of voting securities of the Company, or security holder is a party adverse to the Company or has a material interest adverse to the Company.
ITEM 1A. RISK FACTORS
None
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS
The following exhibits are included as part of this report by reference:
16
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Culver City, California, on June 15, 2023.
| GLIDELOGIC CORP. | |||
| By: | /s/ Yitian Xue | ||
| Name: | Yitian Xue | ||
| Title: | President Secretary, Director and Treasurer | ||
| (Principal Executive, Financial and Accounting Officer) | |||
17
EXHIBIT 31.1
CERTIFICATIONS
I, Yitian Xue, certify that:
| 1. | I have reviewed this quarterly report of Glidelogic Corp.; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d – 15(f)) for the registrant and have: |
| a) | Designed such disclosure controls and procedures, or caused such controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | |
| b) | Designed such internal controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | |
| c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | |
| d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions): |
| a) | All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and, | |
| b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: June 15, 2023 | By: | /s/ Yitian Xue |
| Yitian Xue | ||
| Chief Executive Officer |
EXHIBIT 31.2
CERTIFICATIONS
I, Yitian Xue, certify that:
| 1. | I have reviewed this quarterly report of Glidelogic Corp.; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in the Exchange Act Rules 13a-15(f) and 15d – 15(f)) for the registrant and have: |
| a) | Designed such disclosure controls and procedures, or caused such controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | |
| b) | Designed such internal controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | |
| c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | |
| d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing equivalent functions): |
| a) | All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and, | |
| b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: June 15, 2023 | By: | /s/ Yitian Xue |
| Yitian Xue | ||
| Chief Financial Officer |
EXHIBIT 32.1
CERTIFICATION
PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report on Form 10-Q for the period ended April 30, 2023 of Glidelogic Corp., a Nevada corporation (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Transition Report”), I, Yitian Xue, Chief Executive Officer of the Company certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended; and
2. The information contained in this Quarterly Report fairly presents, in all material respects, the financial condition and results of operation of the Company.
| Date: June 15, 2023 | By: | /s/ Yitian Xue |
| Yitian Xue | ||
| Chief Executive Officer |
EXHIBIT 32.2
CERTIFICATION
PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report on Form 10-Q for the period ended April 30, 2023 of Glidelogic Corp., a Nevada corporation (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Transition Report”), I, Yitian Xue, Chief Financial Officer of the Company certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Quarterly Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended; and
2. The information contained in this Quarterly Report fairly presents, in all material respects, the financial condition and results of operation of the Company.
| Date: June 15, 2023 | By: | /s/ Yitian Xue |
| Yitian Xue | ||
| Chief Financial Officer |