WDSP Rakes in $11.5M from Stock Sales, Eyes Drone & Web3 Expansion

TL;DR

**WDSP is a speculative bet on future tech, burning cash on development and relying on third parties for sales, making it a high-risk, high-reward play.**

AI Summary

World Scan Project, Inc. (WDSP) reported a fiscal year ending October 31, 2024, as a start-up industrial automation equipment manufacturer focused on robots, drones, Web3 infrastructure, and IoT equipment. The company generated significant capital through multiple common stock offerings, raising approximately $1,500,000 in June 2023 by issuing 150,000 shares at $10.00 per share, and an additional $10,040,000 from August 2023 to September 2024 by issuing 855,000 shares at $12.00 per share. WDSP's primary drone product, SkyFight-X, is exclusively marketed and sold through Drone Net in Japan, while its Flylly drone and META DIVER VR application are also in development. The company's ZEXABOX GPU mining rigs are outsourced for sales and installation. Key risks include reliance on third-party marketing for ZEXABOX and Drone Net for SkyFight-X sales, and the negative impact of Japan's revised Civil Aeronautics Act on drone sales due to consumer registration burdens. Strategic outlook includes plans for direct sales in Japan, expanding ZEXABOX sales agents, and potential overseas expansion into the USA, supported by a $3,000 monthly consulting agreement with Pine Hill Productions, Inc.

Why It Matters

World Scan Project's aggressive capital raises, totaling over $11.5 million in the past two fiscal years, indicate a strong push for growth in the competitive industrial automation and Web3 sectors. For investors, this signals a company in a high-growth, high-risk phase, heavily reliant on external funding for product development and market expansion. Employees and customers will be impacted by the success or failure of WDSP's ambitious plans to diversify sales channels and introduce new products like underwater drones and hover bikes, which could either solidify its market position or strain its resources. The broader market will watch to see if WDSP can successfully navigate regulatory hurdles in Japan's drone market and establish a foothold in the global Web3 and IoT equipment landscape, competing with more established players.

Risk Assessment

Risk Level: high — The company is in a 'start-up stage' with an 'incomplete' marketing plan, relying 'solely' on Drone Net for SkyFight-X sales and 'outsourcing' ZEXABOX sales to third parties. This heavy dependence on external entities for revenue generation, coupled with the negative impact of Japan's revised Civil Aeronautics Act on drone sales due to consumer registration burdens, indicates significant operational and market risks. The lack of material progress on the Pine Hill Productions consulting agreement for US expansion further highlights execution risk.

Analyst Insight

Investors should approach WDSP with extreme caution, recognizing its early-stage nature and high reliance on external partners for sales and marketing. Monitor progress on direct sales initiatives in Japan and the US expansion, as well as the commercialization of new products like JIKAI and FREAP, before considering a significant position.

Financial Highlights

revenue

$25,208,229

cash Position

$1,634,200

revenue Growth

-19%

Revenue Breakdown

Key Numbers

• $120,000 — Aggregate market value of voting common stock held by non-affiliates (As of October 31, 2024, indicating a very small public float.)
• 11,997,350 — Shares of common stock outstanding (As of September 2, 2025, reflecting significant share issuance.)
• 10,000,000 — Shares of Series A Preferred Stock outstanding (As of September 2, 2025, initially issued to Ryohei Uetaki and later gifted to SKYPR LLC.)
• $1,500,000 — Aggregate consideration from June 2023 stock offering (Raised from 9 shareholders for 150,000 shares at $10.00 per share.)
• $10,040,000 — Aggregate consideration from August 2023 to September 2024 stock offerings (Raised from multiple shareholders for 855,000 shares at $12.00 per share.)
• 14 — Total full-time employees (As of the filing date, indicating a small operational team for a company with global aspirations.)
• $3,000 — Monthly consulting fee to Pine Hill Productions, Inc. (For supporting US business expansion, with no material progress reported as of October 31, 2024.)
• 38 grams — Weight of Flylly drone (Making it exempt from Japan's revised Aviation Act's 100g registration requirement.)

Key Players & Entities

• World Scan Project, Inc. (company) — Registrant and industrial automation equipment manufacturer
• Ryohei Uetaki (person) — CEO, CFO, President, Director, Secretary, Treasurer, and founder of World Scan Project, Inc.
• Yasumasa Ichikawa (person) — Chief Technology Officer of World Scan Project, Inc.
• World Scan Project Corporation (company) — Wholly owned subsidiary of World Scan Project, Inc. based in Japan
• Drone Net (company) — Japanese company organizing 'SKY FIGHT' drone races and sole customer for SkyFight-X drones
• Pine Hill Productions, Inc. (company) — New York corporation supervising META DIVER development and consulting for US business expansion
• Web3 Computing Corp. (company) — Third-party supplier and installer for ZEXABOX GPU mining rigs
• SEC (regulator) — Securities and Exchange Commission
• Delaware (regulator) — State of incorporation for World Scan Project, Inc.
• Japan (regulator) — Country where World Scan Project Corporation is headquartered and operates

FAQ

Risk Factors

• Japan's Revised Civil Aeronautics Act [medium — regulatory]: Japan's revised Civil Aeronautics Act imposes consumer registration burdens for drones, negatively impacting sales. The Flylly drone's weight of 38 grams exempts it from the 100g registration requirement, but this regulatory change poses a risk to broader drone market adoption in Japan.
• Reliance on Third-Party Marketing and Sales [medium — operational]: The company relies on Drone Net for exclusive marketing and sales of its SkyFight-X drone in Japan. Additionally, ZEXABOX GPU mining rigs are outsourced for sales and installation. This dependence creates operational risk if these third parties underperform or change their business relationships.
• Limited Public Float and Market Value [low — financial]: As of October 31, 2024, the aggregate market value of voting common stock held by non-affiliates was only $120,000. This indicates a very small public float, which can lead to stock price volatility and liquidity issues for investors.
• Development Stage Products [medium — operational]: The Flylly drone and META DIVER VR application are still in development. Delays or failure to bring these products to market successfully could impact future revenue streams and the company's growth trajectory.

Industry Context

World Scan Project, Inc. operates in the industrial automation equipment sector, focusing on robots, drones, Web3 infrastructure, and IoT. This is a rapidly evolving field with significant growth potential driven by technological advancements and increasing adoption across industries. The drone market, in particular, is competitive and subject to evolving regulations, as seen with Japan's revised Civil Aeronautics Act.

Regulatory Implications

Japan's revised Civil Aeronautics Act poses a significant challenge by imposing consumer registration burdens on drone sales, potentially dampening market demand. While WDSP's Flylly drone is designed to be exempt due to its weight (38 grams), this regulatory environment creates uncertainty and impacts the broader drone market in Japan.

What Investors Should Do

1. Monitor ZEXABOX sales agent expansion and direct sales strategy in Japan.
2. Assess the impact of Japan's drone regulations on SkyFight-X and future drone product sales.
3. Evaluate the progress of the US expansion strategy and the effectiveness of the consulting agreement with Pine Hill Productions, Inc.
4. Analyze the company's capital raising activities and cash burn rate.

Key Dates

• 2019-10-25: Company Incorporation and Initial Share Issuance — Foundation of World Scan Project, Inc. and initial capital structure established with Ryohei Uetaki receiving 10,000,000 shares of Common Stock and 10,000,000 shares of Series A Preferred Stock.
• 2020-01-22: Incorporation of WSP Japan — Establishment of the Japanese subsidiary, crucial for the company's drone and automation equipment operations in Japan.
• 2020-09-01: Issuance of 647,350 shares of common stock — Raised $323,675 from 41 shareholders at approximately $0.50 per share, supporting early-stage operations.
• 2023-06-01: Stock Offering — Raised $1,500,000 by issuing 150,000 shares at $10.00 per share to 9 shareholders, providing significant capital for growth.
• 2023-08-01: Subsequent Stock Offerings — Raised an additional $10,040,000 from August 2023 to September 2024 by issuing 855,000 shares at $12.00 per share, further bolstering capital reserves.
• 2024-10-31: Fiscal Year End — Reporting period for the 10-K, showing revenues of $25,208,229 and cash reserves of $1,634,200.

Glossary

Series A Preferred Stock

A class of stock that typically has rights and privileges senior to common stock, such as liquidation preferences or dividend rights. (10,000,000 shares are outstanding, initially issued to Ryohei Uetaki and later gifted to SKYPR LLC, indicating a significant ownership stake by related parties.)

Web3 infrastructure

The foundational technology and systems that support decentralized internet applications and services, often involving blockchain and distributed ledger technologies. (A key area of product development for WDSP, indicating a focus on emerging technological trends.)

IoT equipment

Internet of Things devices, which are physical objects embedded with sensors, software, and other technologies that enable them to connect and exchange data over the internet. (Another core product category for WDSP, highlighting its role in the connected devices market.)

GPU mining rigs

Hardware setups, typically using Graphics Processing Units (GPUs), designed for cryptocurrency mining, a process of validating transactions on a blockchain. (WDSP's ZEXABOX product falls into this category, which has seen fluctuating market demand.)

Civil Aeronautics Act

Legislation governing aviation in Japan, including regulations related to drone operation and registration. (Recent revisions to this act have created regulatory hurdles for drone sales in Japan, impacting WDSP's SkyFight-X product.)

Public float

The number of a company's shares that are available for trading by the public on the stock market. (WDSP has a very small public float, indicated by the low aggregate market value of non-affiliate shares ($120,000 as of Oct 31, 2024), which can affect stock liquidity.)

Year-Over-Year Comparison

Revenue for the year ended October 31, 2024, was $25,208,229, a decrease of 19% compared to $30,986,882 for the year ended October 31, 2023. This decline was primarily attributed to a decrease in crypto miner sales and changes in revenue reporting methods. No specific information on margin changes or new risks compared to the previous filing was detailed in the provided text, but the reliance on third-party sales and regulatory changes in Japan remain key risk factors.

Key Financial Figures

• $0.0001 — ch our share are traded Common Stock, $0.0001 Series A Preferred Stock, $0.0001 N
• $2,000 — Series A Preferred Stock, is valued at $2,000. On October 25, 2019, Ryohei Uetaki wa
• $323,675 — otal to these shareholders and received $323,675 as aggregate consideration. At the time
• $1,500,000 — otal to these shareholders and received $1,500,000 as aggregate consideration. At the time
• $240,000 — otal to these shareholders and received $240,000 as aggregate consideration. At the time
• $120,000 — otal to these shareholders and received $120,000 as aggregate consideration. At the time
• $2,820,000 — otal to these shareholders and received $2,820,000 as aggregate consideration. At the time
• $1,932,000 — otal to these shareholders and received $1,932,000 as aggregate consideration. At the time
• $960,000 — otal to these shareholders and received $960,000 as aggregate consideration. At the time
• $2,844,000 — otal to these shareholders and received $2,844,000 as aggregate consideration. At the time
• $480,000 — otal to these shareholders and received $480,000 as aggregate consideration. At the time
• $2,304,000 — otal to these shareholders and received $2,304,000 as aggregate consideration. At the time
• $1,800,000 — otal to these shareholders and received $1,800,000 as aggregate consideration. At the time
• $900,000 — otal to these shareholders and received $900,000 as aggregate consideration. At the time
• $3,000 — The consulting fee due to Pine Hill is $3,000 per month. As of October 31, 2024, ther

Filing Documents

• wdsp_10k24o.htm (10-K) — 631KB
• ex31_wsp10k.htm (EX-31) — 12KB
• ex32_wsp10k.htm (EX-32) — 7KB
• image_041.jpg (GRAPHIC) — 38KB
• image_042.jpg (GRAPHIC) — 12KB
• image_043.jpg (GRAPHIC) — 6KB
• image_044.jpg (GRAPHIC) — 3KB
• image_045.jpg (GRAPHIC) — 8KB
• 0001599916-25-000120.txt ( ) — 2909KB
• wdsp-20241031.xsd (EX-101.SCH) — 33KB
• wdsp-20241031_cal.xml (EX-101.CAL) — 15KB
• wdsp-20241031_def.xml (EX-101.DEF) — 22KB
• wdsp-20241031_lab.xml (EX-101.LAB) — 179KB
• wdsp-20241031_pre.xml (EX-101.PRE) — 132KB
• wdsp_10k24o_htm.xml (XML) — 342KB

Business

Business 1 Item 1A

Risk Factors

Risk Factors 4 Item 1B Unresolved Staff Comments 4 Item 2

Properties

Properties 4 Item 3

Legal Proceedings

Legal Proceedings 4 Item 4 Mine Safety Disclosures 4 PART II Item 5 Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities 5 Item 6

Selected Financial Data

Selected Financial Data 5 Item 7

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 5 Item 7A

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 5 Item 8

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F1-F10 Item 9 Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 6 Item 9A

Controls and Procedures

Controls and Procedures 6 Item 9B Other Information 6 PART III Item 10 Directors, Executive Officers and Corporate Governance 7 Item 11

Executive Compensation

Executive Compensation 8 Item 12

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 9 Item 13 Certain Relationships and Related Transactions, and Director Independence 9 Item 14 Principal Accounting Fees and Services 9 PART IV Item 15 Exhibits, Financial Statement Schedules 10

Signatures

Signatures 10 Table of Contents

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are "forward-looking statements". These forward-looking statements generally are identified by the words "believes," "project," "expects," "anticipates," "estimates," "intends," "strategy," "plan," "may," "will," "would," "will be," "will continue," "will likely result," and similar expressions.

Forward-looking statements are based on current expectations

Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking have a material adverse effect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. PART I

Business

Item 1. Business. Corporate History World Scan Project, Inc., a Delaware corporation ("the Company") was incorporated under the laws of the State of Delaware on October 25, 2019. On October 25, 2019, Ryohei Uetaki, our officer and director, paid for expenses involved with the incorporation of the Company with personal funds on behalf of the Company, in exchange for 10,000,000 shares of Common Stock, par value $0.0001 per share and 10,000,000 shares of Series A Preferred stock, par value $0.0001 per share, which issuance was exempt from the registration provisions of Section 5 of the Securities Act under Section 4(2) of such same said act. The value of the stock provided to Mr. Uetaki, based on the par value of $.0001 per share of common stock and Series A Preferred Stock, is valued at $2,000. On October 25, 2019, Ryohei Uetaki was appointed as Chief Executive Officer, Chief Financial Officer, President, Director, Secretary, and Treasurer. On November 18, 2019, Yasumasa Ichikawa was appointed as Chief Technology Officer. On January 25, 2020, the Company entered into and consummated a Share Contribution Agreement with Ryohei Uetaki. Pursuant to this agreement Mr. Uetaki gifted to the Company, at no cost, 300 shares of common stock of World Scan Project Corporation, a Japan corporation ("WSP Japan"), which represented all of its issued and outstanding shares. The Company has since gained a 100% interest in the issued and outstanding shares of WSP Japan's common stock and WSP Japan is now a wholly owned subsidiary of the Company. The Company and WSP Japan were under common control at the time of the acquisition. WSP Japan was incorporated under the laws of Japan on January 22, 2020. Currently, WSP Japan is headquartered in Tokyo, Japan. The Company is an industrial automation equipment manufacturer, designing/developing robots, drones, Web3 infrastructure, IoT equipment and other related products. Our operations currently span across the globe On February 19,

Risk Factors

Item 1A. Risk Factors. As a smaller reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Properties

Item 2. Properties. Our principal executive offices are located at 2-18-23, Nishiwaseda, Shinjuku-Ku, Tokyo, 162-0051, Japan. The following table details the terms of the lease agreements for the various properties leased by the Company. Work space Address Lessee Lessor Monthly Rent Date of Agreement Term (Expiration of Lease) Tokyo Office 2-18-23-2F, Nishiwaseda, Shinjuku-ku, Tokyo, Japan World Scan Project Corporation Make V Holdings Co., Ltd, JPY 200,000 $1,569 January 22, 2020 December 31, 2025 Kojimachi Office 3-5-2-201, Kojimachi, Chiyuda-ku, Tokyo, Japan World Scan Project Corporation Kenedix Property Design Co., Ltd, JPY 601,920 $4,725 June 28, , 2021 October 26, 2025 Kojimachi Office 3-5-2-1112, Kojimachi, Chiyuda-ku, Tokyo, Japan World Scan Project Corporation Kenedix Property Design Co., Ltd, JPY 581,058 $4,561 June 28, 2021 September 30, 2025 Kojimachi Office 3-5-2-610, Kojimachi, Chiyuda-ku, Tokyo, Japan World Scan Project Corporation Kenedix Property Design Co., Ltd, JPY627,575 $4,926 August 27, 2021 December 2, 2025 Kojimachi Office 3-5-2-203, Kojimachi, Chiyuda-ku, Tokyo, Japan World Scan Project Corporation Kenedix Property Design Co., Ltd, JPY 325,325 $2,553 February 1, 2022 April 1, 2026 Tenshodo 4-3-9 12fl. Ginza, Chuo-ku, Tokyo, Japan World Scan Project Corporation Tenshodo Co. JPY 1,050,000 $8,242 October 30, 2021 November 18, 2031 Item 3. Legal Proceedings. From time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. We may become involved in material legal proceedings in the future.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not applicable. -4- Table of Contents PART II

Market for Registrant's

Item 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock was quoted on the over-the-counter market (the "OTC Markets") in the Pink Open Market (the "Pink Market") under the symbol "WDSP". Prior to the filing of this report, due to our delinquent SEC Reporting status, we were demoted by OTC Markets to the "Expert Market" tier. After the filing of Form 10-K for the period ending October 31, 2023, our Form 10-Q for the quarter ending January 31, 2024, our Form 10-Q for the quarter ending April 30, 2024 and our Form 10-Q for the quarter ending July 31, 2024, we were current with our SEC Reporting obligations, and our common stock was resumed for quotation in the Pink Market on the OTC Markets. Holders As of our fiscal year end, there are approximately 90 shareholders of record of our common stock and 11,560,350 shares of common stock deemed issued and outstanding. Also, as of the date of this report, there are approximately 116 shareholders of record of our common stock and 11,997,350 shares of common stock deemed issued and outstanding. As of the date of this report, and as of our fiscal year end, there is one shareholder of record of our Series A preferred stock and 10,000,000 shares of common stock deemed issued and outstanding. Dividends and Share Repurchases We have not paid any dividends to our shareholder. There are no restrictions which would limit our ability to pay dividends on common equity or that are likely to do so in the future. Issuer Purchases of Equity Securities None. Equity Compensation Plan Information None. Recent Sales of Unregistered Securities None.

Selected Financial Data

Item 6. Selected Financial Data. Not applicable because the Company is a smaller reporting company.

Management's Discussion and Analysis

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Liquidity and Capital Resources As of October 31, 2024 we had cash and cash equivalents in the amount of $1,634,200. Currently, our cash balance is sufficient to fund our operations without the need for additional funding. The decrease in cash from operations is mainly related to decreased revenue and increased inventory purchases in the year ended October 31, 2024. Revenues We recorded revenues of $25,208,229 for the year ended October 31, 2024. We recorded revenues of $30,986,882 for the year ended October 31, 2023. This decrease in revenues was due mainly to a decrease in the sales of crypto miners. During the year ended October 31, 2024, contracts with crypto miner customers changed to the extent that management changed the Company's reporting from sales by agent, net of cost of goods sold, to that of gross sales with

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