UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K10-K/A
Amendment #1
☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30 2021, 2023
☐
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 333-227194
United Express Inc.
(Exact name of Registrant as specified in its charter)
Nevada | 82-1965608 | |
(State of incorporation) | (IRS Employer ID Number) |
4345 w. Post Rd, Las Vegas, Nevada89118
(Address of principal executive offices). (Zip Code) Zip Code
949-350-0123
(Registrant’s telephone number)
Securities registered pursuant to Section 12(b) of the Exchange Act:
None
Securities registered pursuant to Section 12(g) of the Exchange Act:
Common Stock, $0.001 par value
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☐ No☒
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes ☐ No☒
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 Yes☒ No ☐
Yes
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☐
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 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 | 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☒
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2021the day of this form was $474,300 $2,513,780based upon the price ($0.30)1.58) multiplied by the 1,581,0001,591,000 number of shares of common stock held by persons other than executive officers, directors and five percent stockholders of the registrant without conceding that any such person is an “affiliate” of the registrant for purposes of the federal securities laws.
As of June 30,2021,30, 2023, there were shares of our common stock authorized for issue and outstanding.
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EXPLANATORY NOTE
This Amendment No. 1 to the Form 10-K for the fiscal year ended June 30, 2023, filed previously, includes the following updates to ensure comprehensive and transparent disclosure:
The audit report has been revised to cover all financial statement periods presented within the annual report. This update ensures that the audit report accurately reflects the financial statements for the year ended June 30, 2023, including the balance sheet, statements of operations, changes in stockholders' equity, and cash flows. An explanatory paragraph has been added to the audit report regarding the company's ability to continue as a going concern. This addition provides further clarity on the company's financial status and outlook, in light of the ongoing efforts to address financial challenges and ensure the continuity of operations. These amendments have been made to enhance the clarity and completeness of the financial disclosures in the Form 10-K, reinforcing our commitment to transparent and accurate financial reporting.
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TABLE OF CONTENTS
Page | |
PART I | |
Item 1 Business | 3 |
Item 1A Risk Factors | |
Item 1B Unresolved Staff Comments | 12 |
Item 2 Properties | 12 |
Item 3 Legal Proceedings | 12 |
Item 4 Mine Safety Disclosures | |
PART II | |
Item 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | |
Item 6 Selected Financial Data | |
Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operation | |
Item 7A Quantitative and Qualitative Disclosures About Market Risk | |
Item 8 Financial Statements and Supplementary Data | F-1 - |
Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | |
Item 9A Controls and Procedures | |
Item 9B Other Information | |
PART III | |
Item 10 Directors, Executive Officers and Corporate Governance | |
Item 11 Executive Compensation | |
Item 12 Security Ownership of Certain Beneficial Owners and Management | |
Item 13 Certain Relationships and Related Transactions, and Director Independence | |
Item 14 Principal Accountant Fees and Services | |
PART IV | |
Item 15 Exhibits and Financial Statement Schedules | |
Signatures |
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PART I
Forward-Looking Statements
The Securities and Exchange Commission (“SEC”) encourages us to disclose forward-looking information so that investors can better understand future prospects and make informed investment decisions.
This Annual Report on Form 10-K contains forward-looking statements with Management Discussion. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our industry, our beliefs and our assumptions. Words such as “may,” “expect,” “believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used in connection with any discussion of future operating results or financial performance identify forward-looking statements. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this prospectus. All forward-looking statements reflect our present expectation of future events and are subject to a number of important factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The factors listed in the “Risk Factors” section in this report, as well as any cautionary language in this prospectus, provide examples of these risks and uncertainties. The safe harbor for forward-looking statements is not applicable to this offering pursuant to Section 27A of the Securities Act of 1933.
Item 1. Business
We are an Emerging Growth Company with revenue generating operations. We were formed on June 23, 2017 and have fourfive years of business experience.
The United Express operates as a general company of transportation, dispatch service logistics, delivery merchandises and other items for companies and individuals across the United State. As such, it is difficult to determine the average customer of the Company as the business will have the freedom and the ability to effectively arrange for the transportation any type of merchandise. Management anticipates that the business will receive orders for service from companies seeking to move merchandise, as well as, people relocating to different areas of the target regional market areas. A primary concern for the Company is its ability to quickly respond to customer request, give affordable price for the services, and carry the full responsibility from pick up to drop off. Slight fluctuations in oil prices hashave caused the freight and logistic industries costs to be almost on a straight level during last 12 months. In the event of a significant increase the price of fuel, we will also reasonably increase prices (at a standardized rate of markup) to ensure the profitability of the business.
Our other activities are providing dispatch services for the other companies. We working with CVK Express and doing dispatch service for them. In this field company doing search for transportation providers and connect them to cargo owners based upon delivery requirements, transportation routes, type of shipment, equipment requirements, cargo size, delivery time and price.
Also, in this fiscal year we working with ROYAL REALTY ENTERPRISE, INC to purchase from them used home
appliances and sell it to appliance companies for further installation.
During reported period our business activities have focused on the development of our business plan, locating producers of goods, despatchers, sell used appliances,dispatch,
Logistics service, researching for new customers, van supplies, development of optimal traffic routes.
Revenues
Our revenues from July 1, 20202022 to June 30, 20212023 was $1,000,775.$296,422. We currently have manyseveral customers working with us. We generated revenue from dispatch and logistics services and activities for selling used appliances.
services.
Marketing Program
We expect that the business will expand during the next five years of operation.grooving. Mr. Stoukan intends to implement marketing campaigns that will effectively target small businesses, medium sized businesses, product sellers, and distribution companies within the target market.
Working in logistics industry we observe desire truck owner operators or drivers get paid right after Bill of ladingLading signed and cargo unloaded, instead of waiting 30-40 days. Factoring service can be solutions in this situation. In the simplest terms, invoice factoring is how get paid fast in the trucking industry. It's a way to get consistent cash flow for unpaid invoices.
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Drivers agree get pay 4% (factoring fees) less than original earnings. Based on:
1 driver generates earnings somewhere about $40,000 in a month and 4% is $1,600. We can operate with 100 drivers at the same time during a month. So, our expenses with 100 drivers will be $4,000,000 and 5% is $160,000.
Consistent cash flow is a key in being successful in the transportation industry. It's always good to have that safety net to know you will always get paid within 24-48 hours when you use a factoring service.
Another direction in which we are going to excel is directly working with Hyundai manufacturing located in Baja California, Tijuana, Mexico. It’s very close to US border and we see a great potential in this. They build over 150 containers per day and we want to delivery their Hyundai dry van containers to US customers. Base on our research they pay $700 per container and allowed to download cargo to deliver it to the final destination. The other dealers who already work with Hyundai can pay us only half of this price for the same route. In this activity we plan to generate extra $15,000-$20,000 in a month net income.
In addition, given the high demand for these containers, we can also buy them at the production price and resell them at a premium or even rent them out. For this activity we need at least $26,000 for one dry van. We can give trailer for rent $800 in a month with full payback in 3 years. We are planning begin with 40-50 trailers and we need about 1,3-1,5 millions of attracted capital. Repairs and maintenance will be calculated additionally if necessary.
Base on the above we need around $5,5-6$4 millions for these new activities.
We expect the next business activities in our next 12 months plan of operation, summarized as follows:
1. | Start negotiations with investors about work with us in factoring sector. |
2. | Find the drivers, owner operators work with us to get fast payments. |
3. | Provide all necessary paperwork: (Registration, insurance, etc.) |
4. | Develop a network of referrals and agents working on our behalf. |
5. | Develop an email list to contact wholesalers and retailers who ship merchandise across the US. |
6. | Identify new customers and complete agreements with them. |
7. | Continue to provide dispatch business. |
8. | Hire skilled and experienced dispatchers. |
9. | Develop incentive programs for our customers such as discounts for the cargo shipments. |
10. | Organize uninterrupted circle logistic services: (pick up-delivery-unload-received payments) |
11. | Subscribe agreement with freight brokers company to get more cargos for logistics. |
1. Start negotiations with investors about work with us in factoring sector.
2. Find the drivers, owner operators work with us to get fast payments.
3. Provide all necessary paperwork: (Registration, insurance, etc.)
4. Develop a network of referrals and agents working on our behalf.
5. Develop an email list to contact wholesalers and retailers who ship merchandise across the US.
6. Identify new customers and complete agreements with them.
7. Continue to provide dispatch business.
8. Hire skilled and experienced dispatchers.
9. Develop incentive programs for our customers such as discounts for the cargo shipments.
10.Organize uninterrupted circle logistic services: (pick up-delivery-unload-received payments)
11. Continue selling used appliances.
12. Sign agreement with Hyundai manufacturing about provide logistics for their trailers.
13. Sign agreement with Hyundai manufacturing about buying new trailers.
14. Subscribe agreement with freight brokers company to get more cargos for logistics.
To maintain the company's performance during the next 12 months, we are required around $6,000,000$4,000,000 plus $30,000$20,000 to be a reporting company.
Additional financing is required for us to implement these planned activities. No assurance can be given that any financing, borrowing or sale of equity will be possible when needed or that we will be able to negotiate acceptable terms in a timely fashion or even available at all. In addition, our access to capital is affected from our ability to be profitable and generate enough revenue, as well as our own financial condition.
Below a breakdown of estimated investment for the next twelve months:
Factoring service | $ | 4,000,000 | ||
Total: | $ | 4,000,000 |
Factoring service | $ | 4,000,000 | ||
Purchase Hyundai driven trailers from Hyundai manufacturing | $ | 2,000,000 | ||
Repairs and maintenance will be calculated additionally | $ | — | ||
Total: | $ | 6,000,000 |
For the period from July 1, 20202022 through June 30, 2021,2023, our remaining capital was $34,550$609 in cash and for the period from July 1, 20192021 through June 30, 20202022 our remaining capital was $2,726$7,737 in cash and this is not enough to cover our monthly operating expenses.
Industry Background and Competition
Less demanded rail transport represents good growth opportunities for auto logistic, therefore the transportation and logistics services in US develops and grows. On the one hand it is very good but on the other hand in the transport industry is highly competitive. Our competitors consist of others small and medium nationwide transportation companies that operate their own paid off vans, with own body shops for van repair and stable customers.
Advertising
We do PR, browse the sites of companies who need transportation service, collect information directly from transportation brokers, manufacturers and cargo owners. We do not carry out any additional advertising and mostly provides personal meetings, calls and leads. We suppose these forms of advertising are the most effective for reaching potential clients in our target markets.
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Business Strategy
Transportation and logistics service as a barometer of the U.S. economy, because it represents significate percent of tonnage carried by all modes of domestic freight transportation, including manufactured and retail goods, according to the American Trucking Associations. ATA expects transportation business continued growth and going forward.
We provide management service for long and short distance logistics for clients in the Company’s target market areas. The Company offers to our clients the transportation ability to all of their hauling needs through one business which will provide them with the ability to manage their shipments in a cost and time effective manner. The prices are determined on a shipment basis to accommodate our customers’ needs based on our transportation capabilities, size and type of shipment, distance, route gas price, delivery time.
Our second business activity is a dispatch service to improve the efficiency of the clients’ supply chain management and delivery operations. These services are now heavily in demand among product distributors and retailers.
Our business strategy steps below:
• | Search for cargo owners and private sellers who need transportation service; |
• | Communicate with owner operators, truck drivers and cargo vans owners to use their vehicles and services in the short term; |
• | Increase the number of wholly-owned cargo vans; |
• | We plan to work with auto dealers to purchase our own fleet of vehicles; |
• | Create a maintenance a repair shop for vehicle repairs; |
• | Search for cargo sellers; |
• | Search for drivers; |
• | Purchase the initial cargo vans inventories for our business; |
• | Create dispatch service department Revenue As a Startup Business we expect
Services We offer a dispatch service and logistics services to our customers include parcel shipping services for single or multiple pallets of freight to the destination requested by the customers. As of today, we perform transportation services for Below is an outline of our operational steps:
Our Partners We currently working with our customers based on the invoices. As a result, our revenues are
Employees We have only one employee - our President and Chief Executive Officer, Andrei Stoukan, who works for the business. Mr. Stoukan is our only employee at the date of this report. We do not have an employment agreement with him. We anticipate hiring additional employees in a future. Research and Development In the course of the reported year, we have not conducted any Research and Development. Available Information Currently our common stock is listed on OTCQB marketplace. We file annual reports, quarterly reports, and other information with the Securities and Exchange Commission (the “SEC”) under the Securities Exchange Act of 1934, as amended. You can inspect and obtain a copy of our reports, proxy statements and other information filed with the SEC at the offices of the SEC’s Public Reference Room at 100 F Street N.E., Washington, D.C. 20549, or call the SEC at 1-800-732-0330 for further information. The SEC maintains an internet website at http://www.sec.gov where you can access copies of most of our SEC filings. Fees In dispatch and logistics, we charge depending on working time and distance. In selling process, we based on reasonable margin between wholesale price and retail price. For the period from July 1, Governmental Regulation We are subject to federal, state, local regulation and other regulations applicable to our transportation business. Item 1A. Risk Factors An investment in our common stock involves a high degree of risk. You should carefully consider the risks described below and the other information in this prospectus before investing in our common stock. If any of the following risks occur, our business, operating results and financial condition could be seriously harmed. Currently, shares of our common stock are Risks Related to Our Financial Condition and Business Model We are an emerging growth company with We were formed in June 23, 2017. From July 1, Accordingly, before investing in our common stock, you should consider the challenges, expenses and difficulties that we will face as an
Risks associated with operating in a high-competition industry We face substantial competition in the industry. Due to our small size, it can be assumed that many of our competitors have significantly greater financial, technical, marketing and other competitive resources. These competitors already have a fleet of vehicles for processing shipments. Accordingly, these competitors may have already begun to establish brand-recognition with consumers. We will attempt to compete against these competitors by developing features that exceed the features offered by competitors. However, we cannot assure you that our shipment services will outperform competing products or those competitors will not develop new products that exceed what we provide. In addition, we may face competition based on price. If our competitors lower the prices on their services, then it may not be possible for us to market our services at prices that are economically viable. There are a large number of logistic companies that operate in the US, big and small, with various services in search and delivery of goods. Their costs and the expenses are possible lower than ours, therefore we indicated this situation as a high competition area. Also, some companies prefer use 48 or 53 ft. semi-trucks with possible to load more pallets. The standard size for a pallet is 48x45. In a 53-foot truck they can fit 26 pallets in total, 13 on each side or 52 if double stacked. In a 48-foot truck its 24 pallets, 12 on each side or 48 if double stacked. This is when all pallets loaded sideways.
As the small logistic company, we plan to buy and operate our own vans where the transportation expenses highly depend of fuel price, driver’s salary, maintenance, dispatch cost, insurance cost and others, therefore we can’t exactly predict the final expenses when we receive the order. There is a risk that our final expenses will be higher than others logistic companies and our customers can discontinue work with us. As a result, we have to be flexible and keep reasonable prices for our customers. Accordingly, because our revenue source is limited to those fees, we may be unsuccessful in generating sufficient revenue to compete in our business or to become profitable. Risk relating the possibility of not achieving expected revenue If we are unable to generate sufficient revenues for our operations, we will need financing, which we may be unable to obtain; should we fail to obtain sufficient financing, our potential revenues will be negatively impacted. From July 1, Risk if we may not be able to generate sufficient revenues to run our business and maintain our reporting obligations with the SEC Expenses required to operate a public company will reduce funds available to develop our business and could negatively affect our stock price and adversely affect our results of operations, cash flow and financial condition.
Operating as a public company is more expensive than operating as a private company, including additional funds required to obtain outside assistance from legal, audit, transfer agent, EDGAR, market maker or other professionals that could be more expensive than expected. We may also be required to hire additional staff to comply with SEC reporting requirements. We anticipate that these costs will be approximately $30,000 per year. Our failure to comply with reporting requirements and other provisions of securities laws could negatively affect our stock price and adversely affect our results of operations, cash flow and financial condition. If we fail to meet these requirements, we will be unable to secure a qualification for quotation of our securities on the OTCQB, or if we have secured a qualification, we may lose the qualification and our securities would no longer trade on the OTCQB. Further, if we fail to meet these obligations and consequently fail to satisfy our SEC reporting obligations, investors will then own stock in a company that does not provide the disclosure available in quarterly, annual reports and other required SEC reports that would be otherwise publicly available leading to increased difficulty in selling their stock due to our becoming a non-reporting issuer.
Risk relating when revenue comes from the several groups of customers Our revenue is coming from companies and private clients and could be reduced if any of these decrease their orders or they cease using our services. During reporting year, we provide dispatch service for our client CVK Express LLC and generated revenue As a result, our revenues are mostly coming from dispatch service Risk of dilution
We may issue additional shares of our common stock to raise capital that will cause dilution to our existing shareholders. The source of additional capital to conduct our business will be through the sale of our common stock. Any sales of our common stock will result in dilution to our existing shareholders. As a result, our net income per share, if any, could decrease in future periods, and the market price of our common stock could decline. Further, the perceived risk of dilution may cause our stockholders to sell their shares, which would contribute to a reduction in the selling price of our common stock. The risk in received payment later or not get it at all After job is completed, we have to wait up to 30 days to receive the payment. Therefore, our everyday expenses can be hire then our cash flow and delay in payments may force us to temporarily suspend the work. Sometimes we are faced with situations where for various reasons, the broker does not want to make payment or partially withholds it. This happens if we figure out the driver’s fraud that cargo has been delivered or messed up. The risk if our vehicles are damaged or break down, we may not be able to service our customers and we could lose them. We plan to purchase new vans. However long-distance operations, insufficient experience of drivers, overload, engine overheating or others mechanical failure will increase the shipping time. Therefore, if we don't provide our services in a satisfactory manner, we can lose the customers. Risks related to our management Our management has control of our common stock and our shareholders will have limited or no input on any management decisions. Our management provide their services on a part-time basis. They may not be able or willing to devote a sufficient amount of time to our business operations, causing our business to fail. We do not have an employment agreement with management, nor do we maintain key life insurance. Currently, we do not have any full or part-time employees. If the demands of our business require the full business time of our management, it is possible that they may not be able to devote sufficient time to the management of our business, as and when needed. If our management is unable to devote a sufficient amount of time to manage our operations, our business will fail. Our President, CEO and Director, Andrei Stoukan care the company. As our officer, he will manage our day-to-day operations. Even if matters are submitted to a shareholder vote, he will be able to control the outcome of that vote. Therefore, as a minority shareholder, you will have no or limited say in our company management. Unless you are willing to entrust all aspects of our business and operations to Andrei Stoukan, you should not invest in our shares of common stock.
The risk of losing the ability to use the services of our majority shareholder, our financial condition and proposed expansion may be negatively impacted We depend upon the services of our key executives, Andrei Stoukan. We do not have employment contracts with him and he can discontinue his service in any time. We are unable to replace his services with equally competent and experienced personnel, our operational goals and strategies may be adversely affected, which will negatively affect our potential revenues. The risk of incompetence and lack of experience of our management in managing day-to-day public company Our management has a short-term experience in managing day-to-day public company; as a result, we may incur additional management related expenses pertaining to SEC reporting obligations and SEC compliance matters. Our President and Chief Executive Officer, Andrei Stoukan, is responsible for managing us, including compliance with SEC reporting obligations, and maintaining disclosure controls and procedures and internal control over financial reporting. The risk working without audit committee We do not have an audit committee, or Board of Directors that composed of independent directors. These functions are performed by the Board of Directors as a whole. Because no members of the Board of Directors are independent directors, there is a potential conflict between our director’s interests and our shareholders’ interests.
As an “emerging growth company” under the JOBS Act, we are permitted to rely on exemptions from certain disclosure requirements. As a company with less than $1.0 billion in total annual gross revenue during our last fiscal year, we qualify as an "emerging growth company" as defined in the JOBS Act. For as long as we are deemed to be an emerging growth company, it may take advantage of specified reduced reporting and other regulatory requirements that are generally unavailable to other public companies. These provisions include:
As an emerging growth company, we are exempt from Section 14A (a) and (b) of the Securities Exchange Act of 1934 which require the shareholder approval of executive compensation and golden parachutes.
Also, we exempt from Section 404(b) of the Sarbanes-Oxley Act which requires that the registered accounting firm shall, in the same report, attest to and report on the assessment on the effectiveness of the internal control structure and procedures for financial reporting. Similarly, as a Smaller Reporting Company we are exempt from Section 404(b) of the Sarbanes-Oxley Act and our independent registered public accounting firm will not be required to formally attest to the effectiveness of our internal control over financial reporting until such time as we cease being a Smaller Reporting Company. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to take advantage of the benefit of this extended transition period. Our financial statements may therefore not be comparable to those of companies that comply with such new or revised accounting standards. We would cease to be an emerging growth company upon the earliest of:
Risks Related to this Offering We have arbitrarily determined the offering price and terms of the common stock shares being offered through our Prospectus. The fifty cents ($0.50) offering price of the common stock shares has been arbitrarily determined and bears no relationship to our assets or book value, or other investment or valuation criteria. No independent appraiser has valued our common stock shares. Accordingly, there is no basis upon which to determine whether the offering price is indicative of any real underlying share value that our selling shareholders are offering. We urge all prospective investors to seek counsel with their legal, financial or tax advisor, or other trusted professional regarding the offering price, the offering terms, and the advisability of investing in the common stock shares, or not. Risks related to the market for our common stock Our common stock is currently quoted on OTCQB market. We have a public market for our stock. Our ticker symbol UNXP. Presently, we working with Glendale Securities market maker to set up market for our common stock that will be selling shareholders are offering. As of Our financial and operating performance is adversely affected by the coronavirus pandemic The outbreak of a strain of coronavirus (COVID-19) in the U.S. has had an impact on our business operations. Mandatory closures of businesses approved by the federal and state governments to control the spread of the virus is Climate-related risks Statement about Climate change and the energy transition to a low-carbon economy pose a systemic risk in transportation business. Many risks are already taking effect, impacting the cost of goods, diesel price, logistics across multiple sectors. Our company recognize and appraise physical and transitional climate risks. We disclose these risks and the board’s approach to their management. We consider the Company’s current level of disclosure to be sufficient for investors to fully appraise its material climate-related risks and opportunities. Climate change, climate change-related regulation and sustainability concerns could adversely affect our businesses and our operations, and any actions we take or fail to take in response to such matters could damage our reputation. Also, risks related to climate-related business trends, and risks stemming from the physical impacts of climate change. In this year we hadn’t any vehicle on our balance.
The risk of reduce the price of our stock Our common stock price may be volatile and could fluctuate widely in price, which could result in substantial losses for investors. In addition, the securities markets have from Because we do not expect to pay dividends for the foreseeable future, investors seeking cash dividends should not purchase our common stock. We have never declared or paid any cash dividends on our common stock. We currently intend to retain future earnings, if any, to finance our business. As a result, we do not anticipate paying any cash dividends in the foreseeable future. Our payment of future dividends will be at the sole discretion of our Board of Directors after considering whether we have generated sufficient revenues, our financial condition, results of operating, cash flows, growth plans and other factors. Accordingly, investors that are seeking cash dividends should not purchase our common stock. Upon effectiveness of our registration statement, we are subject to the 15(d) reporting requirements under the Securities Exchange Act of 1934. Our registration statement was effective 03/5/2019 and now we are subject to the 15(d) reporting requirements according to the Securities Exchange Act of 1934. As a Section 15(d) filer, we will be required to file quarterly and annual reports during the fiscal year in which our registration statement is declared effective; however, such duty to file reports shall be suspended as to any fiscal year, other than the fiscal year within which such registration statement became effective, if, at the beginning of such fiscal year the securities of each class are held of record by less than 300 persons. In addition, as a filer subject to Section 15(d) of the Exchange Act, we are not required to prepare proxy or information statements; our common stock will not be subject to the protection of the going private regulations; we will be subject to only limited portions of the tender offer rules; our officers, directors, and more than ten (10%) percent shareholders are not required to file beneficial ownership reports about their holdings in our company; that these persons will not be subject to the short-swing profit recovery provisions of the Exchange Act; and that more than five percent (5%) holders of classes of our equity securities will not be required to report information about their ownership positions in the securities. As such, shareholders will not have access to certain material information which would otherwise be required if it was a fully reporting company pursuant to an Exchange Act registration. We will be subject to penny stock regulations and restrictions and you may have difficulty selling your shares. Because our securities are considered a penny stock, shareholders will be more limited in their ability to sell their shares. Broker-dealer practices in connection with transactions in “penny stocks” are regulated by penny stock rules adopted by the Securities and Exchange Commission. Penny stocks generally are equity securities with a price of less than $5.00 (other than securities registered on some national securities exchanges or quoted on Nasdaq). The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document that provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson in the transaction, and, if the broker-dealer is the sole market maker, the broker-dealer must disclose this fact and the broker-dealer’s presumed control over the market, and monthly account statements showing the market value of each penny stock held in the customer’s account. In addition, broker-dealers who sell these securities to persons other than established customers and “accredited investors” must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. Consequently, these requirements may have the effect of reducing the level of trading activity, if any, in the secondary market for a security subject to the penny stock rules, and investors in our common stock may find it difficult to sell their shares.
Nevada Anti-Takeover Laws Nevada Revised Statutes sections 78.378 to 78.379 provide state regulation over the acquisition of a controlling interest in certain Nevada corporations unless the articles of incorporation or bylaws of the corporation provide that the provisions of these sections do not apply. Our articles of incorporation and bylaws do not state that these provisions do not apply. The statute creates a number of restrictions on the ability of a person or entity to acquire control of a Nevada company by setting down certain rules of conduct and voting restrictions in any acquisition attempt, among other things. The statute is limited to corporations that are organized in the state of Nevada and that have 200 or more stockholders, at least 100 of whom are stockholders of record and residents of the State of Nevada; and does business in the State of Nevada directly or through an affiliated corporation. Because of these conditions, the statute currently does not apply to our company. Opt-in right for emerging growth company We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the JOBS Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates. Item 1B. Unresolved Staff Comments None. Item 2. Properties Our office is approximately 500 square feet and is adequate for our needs. We don’t pay rent, phone or other expenses related use the office.Our CEO Andrei Stoukan share his private residence with us. Item 3. Legal Proceedings During the past 10 years, none of our current directors, nominees for directors or current executive officers has been involved in any legal proceeding identified in Item 401(f) of Regulation S-K, including:
Item 4. Mine Safety Disclosures Not applicable.
PART II Item 5. Markets for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information As of the day of this form, we had Holders For the 12 months period ended June 30, 2023 we have changes in our common stock. As of June 30,
9,334,000 were held by Dividends We have never declared or paid any cash dividends on our common stock. We currently intend to retain future earnings, if any, to finance our business. As a result, we do not anticipate paying any cash dividends in the foreseeable future. Our payment of future dividends will be at the sole discretion of our Board of Directors after considering whether we have generated sufficient revenues, our financial condition, results of operating, cash flows, growth plans and other factors. Accordingly, investors that are seeking cash dividends should not purchase our common stock. Equity Compensation Plans We do not have any equity compensation plans. Recent Sales of Unregistered Securities For the 12 months period ended June 30, Item 6. Selected Financial Data "Emerging growth company” is not required to provide the information required by this Item 6. Item 7. Management's discussion and analysis of financial condition and results of operations The following discussion and analysis should be read in conjunction with the balance sheet as of June This discussion contains forward-looking statements, based on current expectations with respect to future events and financial performance and operating results, which statements are subject to risks and uncertainties, including but not limited to those discussed below and elsewhere in this Prospectus that could cause actual results to differ from the results contemplated by this forward-looking statement. We urge you to carefully consider the information set forth in this Prospectus under the heading “Note Regarding Forward Looking Statements” and “Risk Factors”.
General discussion We are an emerging growth company incorporated in the State of Nevada on June 23, 2017. The United Express Inc. was developed to provide a comprehensive management service for long and short distance logistics for clients in the Company’s target market area. The Company will offer its clients the transportation ability to all of their hauling needs through one business which will provide them with the ability to manage their shipments in a cost and time effective manner. Overview We are a company with constant revenue generating options. We are currently focused on expanding our network of new customers, dispatch service, Results of operations For the period from July 1, Our expenses for this period compose $303,550 include General and administration expense $ 19,536, OTC Market $15,600, Logistic, Dispatcher service, freight brokerage $268,414, Our total assets were $609. For the period from July 1, 2021 to June 30, 2022 we provided dispatch service, logistic business activities, sell home and commercial used appliances and receive We received Our expenses for this period compose
$7,737. Based on compare information between two years we have $303,550. Our net loss $7,737 to $609. Liquidity For the period from July 1, At June 30, For the period from July 1, $1,069,004. At June 30, Plan of Operations
We anticipate that the cost of the foregoing activities will be Additional financing is required for us to implement these planned activities. We anticipate obtaining such financing by way of public offerings of equity securities. No assurance can be given that any financing, borrowing or sale of equity or debt will be possible when needed or that we will be able to negotiate acceptable terms in a timely fashion or even available at all. In addition, our access to capital is affected by prevailing conditions in the financial and equity capital markets, as well as our own financial condition. Our CEO will provide the services above. Our Chief Executive Officer and director, Andrei Stoukan is responsible for the development of our incentive programs, creation of all advertisements and marketing materials, attending tradeshows and identifying and conducting due diligence on additional customers. As of June 30, Off Balance Sheet Arrangements We do not have any off-balance arrangements that would have any current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital recourses. Item 7A. Quantitative and Qualitative Disclosures about Market Risk. Not applicable. We have no investments in market risk sensitive instruments or in any other type of securities.
Item 8. Financial Statements UNITED EXPRESS, INC. (A DEVELOPMENT STAGE COMPANY) FINANCIAL STATEMENTS JUNE 30, UNITED EXPRESS, INC. INDEX TO FINANCIAL STATEMENTS
TABLE OF CONTENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors and Shareholders of United Express, Inc. Opinion on the Financial Statements We have audited the accompanying balance sheets of United Express, Inc. (a Nevada Corporation), as of June 30, We were unable to obtain conclusive evidence as described in note 10 to support the Company's ability to raise additional capital for working purposes and through their development efforts to raise capital. The ability to successfully resolve these factors raises substantial doubt about the Company's ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these uncertainties. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Yusufali & Associates, LLC PCAOB 3313 We have served as the Company’s auditor since 2020. Short Hills, New Jersey
UNITED EXPRESS, INC. BALANCE JUNE 30,
See notes to financial statements
UNITED EXPRESS INC. STATEMENTS OF OPERATIONS (AUDITED) FOR THE YEARS ENDED JUNE 30,
See notes to financial statements
UNITED EXPRESS INC. STATEMENTS OF STOCKHOLDERS' EQUITY (AUDITED) FOR THE YEARS ENDED JUNE 30,
See notes to financial statements
UNITED EXPRESS INC. STATEMENTS OF CASH FLOWS (AUDITED) FOR THE YEARS ENDED JUNE 30,
See notes to financial statements
UNITED EXPRESS, INC. NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED JUNE 30, 2023 AND 2022
NOTE 1 — Description of Business United Express, Inc. (the “Company”) was incorporated under the laws of the State of Nevada in June 23, 2017. The company was developed to provide comprehensive management service for long and short distance logistics for clients in the Company’s target market area. The Company will offer its clients the transportation ability to all of their hauling needs through one business which will provide them with the ability to manage their shipments in a cost and time effective manner. As part of logistics industry, we provide dispatch service to improve the efficiency of the clients’ supply chain management and delivery operations. As oil prices are currently
We have received $
NOTE 2 —Significant Accounting Policies and Recent Accounting Pronouncements Basis of Presentation The Company uses the accrual basis of accounting and accounting principles. The 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 Financial Statements and related disclosures as of June Use of Estimates and Assumptions The preparation of 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 financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. 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.
UNITED EXPRESS, INC. NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED JUNE 30, NOTE 2 —Significant Accounting Policies and Recent Accounting Pronouncements 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 June 30, 2023. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accrued liabilities and notes 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. Basic and Diluted Loss Per Share The Company computes earnings (loss) per share in accordance with ASC 260-10-45 Revenue Recognition We base our judgment on guidance ASC 606. The Company considered recognizes its revenue on the accrual basis, which considers revenue to be earned when the services have been performed. We considered gross revenue as a principal. Our revenue includes payments from the costumers for the logistic and dispatch business.
ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net) amends revenue recognition guidance within ASC 606 for these types of transactions. To determine the nature of its promise to the customer, the entity should:
We are primarily responsible for fulfilling the promise to provide the specified service.
In August 2020, the FASB issued ASU No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40) - Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity,” which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments. The new guidance removes the separation models for convertible debt with a cash conversion feature or a beneficial conversion feature. In addition, the new standard provides guidance on calculating the dilutive impact of convertible debt on earnings per share. The ASU clarifies that the average market price should be used to calculate the diluted earnings per share denominator when the exercise price or the number of shares that may be issued is variable. The ASU is effective for the Company on January 1, 2022, including interim periods, with early adoption permitted, although implementation has been delayed for smaller reporting companies for fiscal years beginning after December 15, 2023. The ASU permits the use of either a full or modified retrospective method of adoption. The Company
UNITED EXPRESS, INC. NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED JUNE 30, NOTE 3 — Property and Equipment We don’t have Property and Equipment on our balance sheets. NOTE 4 — Concentration of Credit Risk The Company maintains cash balances at a Bank of America financial institution. The balance, at any given time, may exceed NOTE 5 — Concentrations We have a group of customers from whom we received the income and in the present time we try diversify in order to mitigate the risks. NOTE 6 — Debt
officer of the Company. NOTE 7 —Capital Stock On June 30,
As of June 30, were held by Cristophe Beverly Hills, LLC., address: 35 Raymond St Darien, CT 06820, were held by Unity Global FZCO, address: Dubai Silicon Oasis, DDP Bldg. A2 Dubai, UAE and were held by 54 non-affiliated shareholders. As of June 30, 2023, and June 30, NOTE 8 — Income Taxes We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740,
A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized.
UNITED EXPRESS, INC. NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED JUNE 30, 2023 AND 2022 NOTE 8 — Income Taxes - continued ASC Subtopic 740.10. 30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Subtopic 740.10 provides guidance on recognition and measuring tax positions taken or expected to be taken in a tax return that directly or indirectly affect amounts reported in financial statements. We don’t have a tax obligation in this period. NOTE 9 — Related Party Transactions For the 12 months period ended June 30,
NOTE 10 — Going Concern The accompanying financial statements and notes have been prepared assuming that the Company will continue as a going concern. For the 12 months period ended June 30,
NOTE 11 — Subsequent Events and climate-related events impacts to financial statement. The rule would require company to disclose, in a footnote to the financial statements, the financial statement impacts of (i) climate-related events, including severe weather events and other natural conditions such as flooding, drought, wildfires, extreme temperatures, and sea level rise, and (ii) transition activities, including efforts to reduce GHG emissions or otherwise mitigate exposure to transition risks.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure None. Item 9A. Controls and Procedures As of the end of the period covered by this Report, our President and Chief Executive Officer, Andrei Stoukan, is responsible for managing us, including compliance with SEC reporting obligations, and maintaining disclosure controls and procedures and internal control over financial reporting. These public reporting requirements and controls Item 9B. Other Information None.
PART III Item 10. Directors, Executive Officers and Corporate Governance Our sole officer and director and his age and positions held since inception are as follows:
Andrei Stoukan has been our Chief Executive Officer and Director since our inception from June 23, 2017 to present time. Company registered address: 4345 w. Post Rd, Las Vegas, NV 89118 Term of Office Our Significant Employees We have no significant employees other than our officer and director. Family Relationships There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officer. Corporate Governance and Board Committees Our Board of Directors has not established an audit, executive or director compensation committee, nominating or governance committees as standing committees or other board committee performing equivalent functions. Our Board of Directors does not have an executive committee or committees performing similar functions. The one member of our Board of Directors will participate in discussions concerning the matters that are performed by these committees. No Director Independence Our Board of Directors has determined that no members of the Board are “independent” under the definition set forth in the listing standards of the NASDAQ Stock Market, which is the definition that our Board of Directors has chosen to use for the purposes of the determining independence, as the OTCQB does not provide such a definition. Therefore, none of our current Board members are independent. Other Directorships None of our directors are officers and directors of other Securities and Exchange Commission reporting companies. Conflicts of Interest The Company currently has no conflicts of interest. Involvement in Certain Legal Proceedings There are no legal proceedings that have occurred for the period covered by this report concerning the company, our director, or control persons which involved a criminal conviction, a criminal proceeding, an administrative or civil proceeding limiting one's participation in the securities or banking industries, or a finding of securities or commodities law violations.
Item 11. Executive Compensation Compensation Table The table below summarizes all compensation awarded to, earned by, or paid to our Chief Executive Officer, who occupied such position at the end of our latest fiscal year.
Our director did not receive salary compensation for his services as director for the year ended June 30, be profitable. Summary Compensation As of June 30, Item 12. Security Ownership of Certain Beneficial Owners and Management
The following tables set forth as of June 30, Under these rules, a person is deemed to be a “beneficial owner” of a security if that person has shared the power to vote or direct the voting of the security or the power to dispose or direct the disposition of the security. A person is deemed to own beneficially any security as to which such person has the right to acquire sole or shared voting or investment power within 60 days through the conversion or exercise of any convertible security, warrant, option or other right. More than one person may be deemed to be a beneficial owner of the same securities. The percentage of beneficial ownership by any person as of a particular date is calculated by dividing the number of shares beneficially owned by such person, which includes the number of shares as to which such person has the right to acquire voting or investment power within 60 days, by the sum of the number of shares outstanding as of such date plus the number of shares as to which such person has the right to acquire voting or investment power within 60 days. Consequently, the denominator used for calculating such percentage may be different for each beneficial owner. Except as otherwise indicated below and under applicable community property laws, we believe that the beneficial owners of our common stock listed below have sole voting and investment power with respect to the shares shown. This table is based upon information derived from our stock records. Unless otherwise indicated in the footnotes to this table and subject to community property laws where applicable, each of the shareholders named in this table has sole or shared voting and investment power with respect to the shares indicated as beneficially owned.
This table is based upon information derived from our stock records. Applicable percentages are based upon
TRANSACTIONS WITH RELATED PERSONS, PROMOTERS AND CERTAIN CONTROL PERSONS We have not a related party transaction for the 12 months period ended June 30, 2023.
Item 13. Certain Relationships and Related Transactions, and Director Independence. We did not grant any options or stock appreciation rights to our named executive officer or director from our inception to the date of this report. As of the date of this report, we did not have any stock option plans.
Employment Agreement
We have no employment agreement with our officer and director. Pension, Retirement or Similar Benefit Plans There are no agreements, arrangements or plans in which we provide pension, retirement or similar benefits to our director or executive officer. We have no material bonus or profit-sharing plans in which cash or non-cash compensation is or may be paid to our directors or executive officers. Compensation Committee We do not currently have a compensation committee of the Board of Directors or a committee performing similar functions. The Board of Directors as a whole participates in the consideration of executive officer and director compensation. Item 14. Principal Accounting Fees and Services We paid to our auditor Yusufali & Associates, LLC for professional services rendered for the review and audit of our financial statements
PART IV Item 15. Exhibits
SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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