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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, 2023

 

 Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________ to __________

 

Registration No. 333-254750

 

GLIDELOGIC CORP.

(Exact name of registrant as specified in its charter)

 

Nevada   98-1575837   7371
State or Other Jurisdiction of   IRS Employer   Primary Standard Industrial
Incorporation or Organization   Identification Number   Classification Code Number

 

11264 Playa Court

Culver City, CA 90230

Tel.  (310) 397-2300

Email: info@glidelogic.ai

(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.
Yes ☒       No ☐

 

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       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”, “smaller reporting company” and “emerging growth 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 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 ☐      No

 

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 2,663,750 common shares issued and outstanding as of June 15, 2023.

 

 

 

 

 

 

GLIDELOGIC CORP.

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

 

    Page
PART I FINANCIAL INFORMATION:  
     
Item 1. Financial Statements (Unaudited) 1
     
  Balance Sheets as of April 30, 2023 (Unaudited) and January 31, 2023 2
     
  Statements of Operations for the three months ended April 30, 2023 and 2022 (Unaudited) 3
     
  Statements of Changes in Stockholders’ Equity for the three months ended April 30, 2023 and 2022 (Unaudited) 4
     
  Statements of Cash Flows for the three months ended April 30, 2023 and 2022 (Unaudited) 5
     
  Notes to the Unaudited Financial Statements 6
     
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 11
     
Item 3. Quantitative and Qualitative Disclosures About Market Risk 15
     
Item 4. Controls and Procedures 15
     
PART II OTHER INFORMATION:  
     
Item 1. Legal Proceedings 16
     
Item 1A Risk Factors 16
     
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 16
     
Item 3. Defaults Upon Senior Securities 16
     
Item 4. Submission of Matters to a Vote of Securities Holders 16
     
Item 5. Other Information 16
     
Item 6. Exhibits 16
     
  Signatures 17
   

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  $5,902   $14,547 
Total Current Assets   5,902    14,547 
           
Fixed Assets          
Equipment, Website, net   3,648    3,753 
Total Fixed Assets   3,648    3,753 
           
Total Assets  $9,550   $18,300 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
Current Liabilities          
Account Payable  $-   $- 
Loan   6,010    6,010 
Total Current Liabilities   6,010    6,010 
           
Total Liabilities   6,010    6,010 
           
Commitments and Contingencies   -    - 
           
Stockholders’ Equity          
Common stock, par value $0.001; 75,000,000 shares authorized, 2,663,750 shares issued and outstanding as of April 30, 2023 and January 31, 2023   2,664    2,664 
Additional Paid in Capital   25,886    25,886 
Accumulated income/deficit   (25,010)   (16,260)
Total Stockholders’ Equity   3,540    12,290 
           
Total Liabilities and Stockholders’ Equity  $9,550   $18,300 

 

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
ended

April 30,
2023

  

Three months ended

April 30,
2022

 
REVENUES  $-   $- 
Cost of goods   -    - 
Gross Profit   -    - 
           
OPERATING EXPENSES          
           
General and Administrative Expenses   (8,750)   (3,630)
TOTAL OPERATING EXPENSES   (8,750)   (3,630)
           
NET LOSS/INCOME FROM OPERATIONS   (8,750)   (3,630)
           
PROVISION FOR INCOME TAXES   -    - 
           
NET LOSS/INCOME  $(8,750)  $(3,630)
           
NET LOSS/INCOME PER SHARE: BASIC AND DILUTED  $(0.00)  $(0.00)
           
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED   2,663,750    2,663,750 

 

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   2,663,750   $2,664   $25,886   $(1,652)  $26,898 
Net loss for the three months ended April 30, 2022   -    -    -    (3,630)   (3,630)
Balance, April 30, 2022   2,663,750   $2,664   $25,886   $(5,282)  $23,268 
                          
Balance, January 31, 2023   2,663,750   $2,664   $25,886   $(16,260)  $12,290 
Net loss for the three months ended April 30, 2023   -    -    -    (8,750)   (8,750)
Balance, April 30, 2023   2,663,750   $2,664   $25,886   $(25,010)  $3,540 

 

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)  $(8,750)  $(3,630)
Adjustments to reconcile net loss to net cash provided by operations:          
Depreciation Expense   105    1,230 
Accounts Receivable   -    - 
Deferred Tax Liability   -    - 
Accounts Payable   -    (5,500)
Cash Flows from Operating Activities   (8,645)   (7,900)
           
NET CHANGE IN CASH   (8,645)   (7,900)
           
Cash, beginning of period   14,547    34,713 
Cash, end of period  $5,902   $26,813 
           
SUPPLEMENTAL CASH FLOW INFORMATION:          
Interest paid  $-   $- 
Income taxes paid  $-   $- 

 

See accompanying notes, which are an integral part of these financial statements

 

5

 

 

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 no revenues for the three months ended April 30, 2023. The Company currently has not completed its efforts to establish a stabilized source of revenue sufficient to cover operating costs over an extended period of time. Therefore, there is substantial doubt about the Company’s ability to continue as a going concern. Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it will be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

 

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.

 

6

 

 

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

 

7

 

 

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.

 

Basic Income (Loss) Per Share

 

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

 

               
   Equipment   Website   Total 
Cost            
As at January 31, 2023  $4,453    4,500    8,953 
Additions   -    -    - 
Disposals   -    -    - 
As at April 30, 2023  $4,453    4,500    8,953 
                
Depreciation               
As at January 31, 2023   (700)   (4,500)   (5,200)
Change for the period   (105)   -    (105)
As at April 30, 2023  $(805)   (4,500)   (5,305)
                
Net book value  $3,648    -    3,648 

 

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 $6,010. The amounts due to the related party are unsecured and non-interest bearing with no set terms of repayment. As part of the change of the Company control effective May 23, 2023, Seller agreed to waive her outstanding $6,010 loan to the Company.

 

6. COMMON STOCK

 

The Company has 75,000,000, $0.001 par value shares of common stock authorized.

 

On January 21, 2021 the Company issued 2,000,000 shares of common stock to a director at $0.001 per share.

 

In October 2021, the Company issued 128,750 shares of common stock for cash proceeds of $5,150 at $0.04 per share.

 

In November 2021, the Company issued 378,750 shares of common stock for cash proceeds of $15,150 at $0.04 per share.

 

In December 2021, the Company issued 156,250 shares of common stock for cash proceeds of $6,250 at $0.04 per share.

 

There were 2,663,750 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 $25,010 that may be available to reduce future years’ taxable income in varying amounts indefinitely. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.

 

The valuation allowance at as of April 30, 2023 was approximately $5,252. The net change in valuation allowance from January 31, 2023 through April 30, 2023 was $1,993. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. 

 

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: 

 

          
   April 30,
2023
   January 31,
2023
 
Non-current deferred tax assets:          
Net operating loss carry forward  $(25,010)  $(16,260)
Valuation allowance  $(5,252)  $(3,415)
Net deferred tax assets  $5,252   $3,415 

 

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:

 

          
   April 30,
2023
   January 31,
2023
 
Computed “expected” tax expense (benefit)  $(1,993)  $(3,259)
Change in valuation allowance  $1,993   $3,259 
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”), 2,000,000 common shares (the “Shares”) of Glidelogic Corp. (the “Company”) owned by the Seller for a total purchase price of $500,000. As a result of the sale there was a change of control of the Company. As part of the change of control, Seller agreed to waive her outstanding $6,010 loan to the Company.

 

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 25:1 forward stock split of our issued and outstanding shares of Common Stock (the “Forward Stock Split”). This action is in process.

 

10

 

 


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.

 

11

 

 

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.

 

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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.

 

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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:

 

31.1    Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).
31.2   Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(a) or 15d-14(a).
32.1    Certification of Chief Executive Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.
32.2   Certification of Chief Financial Officer pursuant to Securities Exchange Act of 1934 Rule 13a-14(b) or 15d-14(b) and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

 

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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)

 

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