OpenLocker Holdings Files Q1 2025 10-Q

TL;DR

OpenLocker Holdings (OLKR) filed its Q1 2025 10-Q. Check financials.

AI Summary

OpenLocker Holdings, Inc. filed its 10-Q for the period ending October 31, 2024. The company, formerly known as Descrypto Holdings, Inc., is in the finance services sector. Its fiscal year ends on July 31st, and its principal executive offices are located in West Palm Beach, Florida.

Why It Matters

This filing provides insight into OpenLocker Holdings' financial performance and operational status for the first quarter of fiscal year 2025, which can impact investor decisions.

Risk Assessment

Risk Level: medium — The company has undergone multiple name changes and operates in the finance services sector, which can carry inherent risks.

Key Numbers

• 2024-10-31 — Period End Date (Quarterly financial reporting period)
• 2025-01-31 — Filing Date (Date the report was submitted to the SEC)

Key Players & Entities

• OpenLocker Holdings, Inc. (company) — Filer
• Descrypto Holdings, Inc. (company) — Former Company Name
• 2024-10-31 (date) — Period of Report
• 2025-01-31 (date) — Filed as of Date
• 305-351-9195 (phone_number) — Business Phone

FAQ

Filing Documents

• form10-q.htm (10-Q) — 960KB
• ex31-1.htm (EX-31.1) — 11KB
• ex31-2.htm (EX-31.2) — 11KB
• ex32-1.htm (EX-32.1) — 7KB
• 0001493152-25-004416.txt ( ) — 5359KB
• olkr-20241031.xsd (EX-101.SCH) — 36KB
• olkr-20241031_cal.xml (EX-101.CAL) — 34KB
• olkr-20241031_def.xml (EX-101.DEF) — 141KB
• olkr-20241031_lab.xml (EX-101.LAB) — 336KB
• olkr-20241031_pre.xml (EX-101.PRE) — 277KB
• form10-q_htm.xml (XML) — 1000KB

—Financial Information

Part I—Financial Information Item 1.

Financial Statements

Financial Statements 4 Consolidated Balance Sheets at October 31, 2024 (Unaudited) and July 31, 2024 4 Consolidated Statements of Operations for the Three Months Ended October 31, 2024 and 2023 (Unaudited) 5 Consolidated Statements of Changes in Stockholders' Deficit for the Three Months Ended October 31, 2024 and 2023 (Unaudited) 6 Consolidated Statements of Cash Flows for the Three Months Ended October 31, 2024 and 2023 (Unaudited) 8 Notes to Unaudited Consolidated Financial Statements 9 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 29 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 36 Item 4.

Controls and Procedures

Controls and Procedures 36

—Other Information

Part II—Other Information Item 1.

Legal Proceedings

Legal Proceedings 36 Item 1A.

Risk Factors

Risk Factors 36 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 37 Item 3. Defaults Upon Senior Securities 37 Item 4. Mine Safety Disclosures 37 Item 5. Other Information 37 Item 6. Exhibits 37

Signatures

Signatures 38 2 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report includes "forward-looking statements" within the meaning of the federal securities laws that involve risks and uncertainties. Forward-looking statements include statements we make concerning our plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs and other information that is not historical information. When used in this quarterly report, the words "estimates," "expects," "anticipates," "projects," "forecasts," "plans," "intends," "believes," "foresees," "seeks," "likely," "may," "might," "will," "should," "goal," "target" or "intends" and variations of these words or similar expressions (or the negative versions of any such words) are intended to identify forward-looking statements. All forward-looking statements are based upon information available to us on the date of this Quarterly Report. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks and uncertainties are discussed in the "Risk Factors" section of our Annual Report on Form 10-K for the year ended July 31, 2024, filed with the Securities and Exchange Commission on November 27, 2024, as the same may be updated from time to time. All forward-looking statements attributable to us in this Quarterly Report apply only as of the date of this Quarterly Report and are expressly qualified in their entirety by the cautionary statements included in this Quarterly Report. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to publicly update or revise forward-

—FINANCIAL INFORMATION

PART I—FINANCIAL INFORMATION

FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS OpenLocker Holdings, Inc. and Subsidiaries Consolidated Balance Sheets October 31, 2024 July 31, 2024 (Unaudited) Assets Current Assets Cash $ 389 $ 4,770 Total Assets $ 389 $ 4,770 Liabilities and Stockholders' Deficit Current Liabilities Accounts payable and accrued expenses $ 182,471 $ 155,519 Accounts payable and accrued expenses - related parties 14,631 9,432 Accounts payable and accrued expenses 14,631 9,432 Notes payable - net 239,584 222,863 Notes payable - related parties 80,000 80,000 Notes payable 80,000 80,000 Total Current Liabilities 516,686 467,814 Total Liabilities 516,686 467,814 Commitments and Contingencies - - Stockholders' Deficit Series A, convertible preferred stock - $ 0.0001 par value, 200,000 shares authorized, 58,415 and 58,415 shares issued and outstanding, respectively 5 5 Common stock - $ 0.0001 par value, 10,000,000,000 shares authorized, 41,942,924 and 41,942,924 shares issued and outstanding, respectively 4,194 4,194 Additional paid-in capital 10,445,040 10,445,040 Accumulated deficit ( 10,965,536 ) ( 10,912,283 ) Total Stockholders' Deficit ( 516,297 ) ( 463,044 ) Total Liabilities and Stockholders' Deficit $ 389 $ 4,770 The accompanying notes are an integral part of these unaudited consolidated financial statements. 4 OpenLocker Holdings, Inc. and Subsidiaries Consolidated (Unaudited) 2024 2023 For the Three Months Ended October 31, 2024 2023 Revenues Collectibles $ 39 $ 2,581 Sponsorships - 6,000 Total revenues 39 8,581 Cost of goods sold - 916 Gross profit 39 7,665 Operating expenses Software development 3,816 14,249 General and administrative expenses 17,898 458,914 Total operating expenses 21,714 473,163 Loss from operations ( 21,675 ) ( 465,498 ) Other expense Amortization of debt discount ( 16,721 ) - Interest expense (

Business

Business Combinations The Company accounts for business combinations using the acquisition method in accordance with the Financial Accounting Standards Board's (the "FASB") Accounting Standards Codification ("ASC") 805, Business Combinations which requires recognition of assets acquired and liabilities assumed, including contingent assets and liabilities, at their respective fair values on the date of acquisition.

Business

Business Segments and Concentrations The Company uses the "management approach" to identify its reportable segments. The management approach requires companies to report segment financial information consistent with information used by management for making operating decisions and assessing performance as the basis for identifying the Company's reportable segments. The Company manages its business as a single operating segment. Use of Estimates Preparing financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates, and those estimates may be material. Fair Value of Financial Instruments The Company accounts for financial instruments under ASC 820, Fair Value Measurements . ASC 820 provides a framework for measuring fair value and requires disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on the Company's principal or, in absence of a principal, most advantageous market for the specific asset or liability. 12 OPENLOCKER HOLDINGS, INC. AND SUBSIDIARIES NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS OCTOBER 31, 2024 The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining fair value. The three tiers a

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View this 10-Q filing on SEC EDGAR