UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~September 3130, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ~~_________~~__________ to ~~_________~~__________

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, Nevada		89118
4345 W. Post Rd,_Las Vegas,_Nevada		89118
(Address of principal executive officers)		Zip Code

949-350-0123

(Registrant’s telephone number)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☐	Smaller reporting company ☒
	Emerging Growth Company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 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 ☒

As of ~~March 31~~September 30, 2024, there were 29,372,951 shares of our common stock authorized for issue and outstanding.

1SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

TABLE OF CONTENTS
	Page
PART I
Financial Statements
Item 1.
Balance Sheets as of March 31, 2024 (Unaudited) and June 30, 2023 (Audited)	3
Statements of Operations for the three months ended March 31, 2024 and March 31, 2023 and for the nine months ended March 31, 2024 and March 31, 2023 (unaudited)	4
Statements of Stockholders’ Equity for the nine months ended March 31, 2024 and for the nine months March 31, 2023	5
Statements of Cash Flows For the nine months ended March 31, 2024 and March 31, 2023 (unaudited)	6
Notes to Financial Statements	7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3. Quantitative and Qualitative Disclosures About Market Risk	13
Item 4. Controls and Procedures	13
PART II Other Information
Item 1. Legal Proceedings	15
Item 1A. Risk Factors	15
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	15
Item 3. Defaults Upon Senior Securities	15
Item 4. Mine Safety Disclosures	15
Item 5. Other Information	15
Item 6. Exhibits	16
Signatures	17

Information included in this Quarterly Report on Form 10-Q (this “Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”) and the Private Securities Litigation Reform Act of 1995. This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of United Express Inc. (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future. You should read the matters described and incorporated by reference in “Risk Factors” and the other cautionary statements made in this Report, and incorporated by reference herein, as being applicable to all related forward-looking statements wherever they appear in this Report. We cannot assure you that the forward-looking statements in this Report will prove to be accurate and therefore prospective investors are encouraged not to place undue reliance on forward-looking statements.

TABLE OF CONTENTS

	Page
PART I
Financial Statements	4
Item 1.	4
Balance Sheets as of September 30, 2024 and June 30, 2024	4
Statements of Operations for the three months ended September 30, 2024 and September 30, 2023	5
Statements of Stockholders’ Equity for the three months ended September 30, 2024 and for the three months September 30, 2023	6
Statements of Cash Flows For the three months ended September 30, 2024 and September 30, 2023	7
Notes to Financial Statements	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3. Quantitative and Qualitative Disclosures About Market Risk	12
Item 4. Controls and Procedures	12
PART II Other Information
Item 1. Legal Proceedings	13
Item IA. Risk Factors	13
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	13
Item 3. Defaults Upon Senior Securities	13
Item 4. Mine Safety Disclosures	13
Item 5. Other Information	13
Item 6. Exhibits	14
Signatures	15

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

UNITED EXPRESS, INC.

BALANCE SHEET

~~MARCH~~SEPTEMBER 3130, 2024 AND JUNE 30, ~~2023~~2024

	March 31, 2024			June 30, 2023
	September 30, 2024			June 30, 2024
	Unaudited			Audited
	Unaudited -			Audited
ASSETS
CURRENT ASSETS:
Cash at Bank	$	37,648		$	609
Cash	$	121		$	15,602
TOTAL CURRENT ASSETS	$	~~37,648~~121		$	~~609~~15,602
NON-CURRENT ASSETS:
Investment in Subsidiary – Fighting Leagues	$	13,098,000		$	0
Intangibles	$	13,098,890		$	13,098,890
TOTAL NON-CURRENT ASSETS	$	13,098,000		$	0
production and stage equipment	$	610,417		$	610,417
TOTAL ASSETS	$	13,135,648		$	609
TOTAL NON-CURRENT ASSETS	$	13,709,307		$	13,709,307
LIABILITIES AND STOCKHOLDERS' EQUITY
TOTAL ASSETS	$	13,709,428		$	13,724,909
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Other Payable	$	1		$	1
Other Payables	$	-		$	1
Accounts Payable				$	0
Accrued Accounts Payable	$	1,094,879		$	1,091,458
TOTAL CURRENT LIABILITIES	$	1,094,879		$	1,091,459
STOCKHOLDERS' EQUITY
STOCKHOLDERS’ EQUITY
Common stock, $0.001 par value; 75,000,000 shares authorized 29,372,951 shares issued and outstanding at March 31, 2024 and 15,592,000 at June 30, 2023 respectively	$	29,372		$	15,592
Common stock, $0.001 par value; 75,000,000 shares authorized 29,372,951 shares issued and outstanding at June 30, 2024 and 29,372,951shares issued and outstanding at September 30, 2024, respectively	$	29,372		$	29,372
Additional paid in capital	$	15,159,439		$	5915,~~219~~159,439
Net Profit (loss) accumulated during development stage	$	(2,053,164	)	$	(74,203	)
Net Profit (loss) accumulated	$	(2,574,262	)	$	(2,555,361	)
TOTAL STOCKHOLDERS' EQUITY	$	13,135,647		$	608
TOTAL STOCKHOLDERS’ EQUITY	$	12,614,549		$	12,633,450
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	13,~~135~~709,~~648~~428		$	~~609~~13,724,909

See notes to financial statements

UNITED EXPRESS, INC.

STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE THREE MONTHS ENDED ~~MARCH~~SEPTEMBER 3130, 2024 AND ~~MARCH~~SEPTEMBER 3130, 2023

FOR THE NINE MONTHS ENDED MARCH 31, 2024 AND MARCH 31, 2023

	For the three months ended September 30, 2024			For the three months ended September 30, 2023
REVENUES
Sales	$	29,112		$	115,350
TOTAL REVENUES	$	29,112		$	115,350

COST OF SALES
TOTAL COST OF GOODS SOLD	$	16,700		$	0
GROSS PROFIT (LOSS)	$	12,412		$	115,350

Operating expenses:
General and administration expenses	$	31,313		$	10,875
OTC Market fees	$	-		$	5,000
TOTAL OPERATING EXPENSES	$	31,313		$	15,875

INCOME (LOSS) BEFORE INCOME TAXES	$	(18,901	)	$	99,475
INCOME TAXES	$	0		$	0
NET INCOME (LOSS)	$	(18,901	)	$	99,475
NET INCOME (LOSS) PER BASIC AND DILUTED SHARE	$	0		$	0
WEIGHTED AVERAGE OF COMMON SHARES OUTSTANDING		29,372,951			16,830,095

	For the three		For the three			For the nine			For the nine
	months ended		months ended			months ended			months ended
	March 31,		March 31,			March 31,			March
	2024		2023			2024			31, 2023
Revenue:
Sales		46,815		99,505			210,450		$	279,042
Total Revenues		46,815		99,505			210,450		$	279,042
COST OF SALES
Cost of Goods		23,450		101,220			40,550		$	261,645
TOTAL COST OF GOODS SOLD		23,450		101,220			40,550		$	261,645
Gross Profit (Loss)		23,365		(1,715	)		169,900		$	17,397
Operating expenses:
Consultancy Fees		9,986		0			2,124,986		$	0
Transportation, OTC Market fees		0		0			7,255		$	7,620
General and administration expenses		3,678		2,992			16,620		$	15,108
Total operating expenses		13,665		2,992			2,148,862		$	22,728
Income (loss) before income taxes		9,701		(4,707	)		(1,978,961	)	$	(5,331	)
Income tax		0		0			0		$	0
Net income (loss)	$	9,701	$	(4,707	)	$	(1,978,961	)	$	(5,331	)
Net income per basic and diluted shares$	$	0	$	0		$	0		$	0
Weighted average number of shares outstanding		21,957,498		15,592,000			21,957,498			15,592,000

See notes to financial statements

UNITED EXPRESS INC.

STATEMENTS OF STOCKHOLDERS'’ EQUITY (UNAUDITED)

FOR THE ~~NINE~~THREE MONTHS ENDED ~~MARCH~~SEPTEMBER 3130, 2024

		Common Stock						Accumulated			Stockholders’
	Shares		Par Value		APIC		(Deficit)			Equity
		Shares		Par Value		APIC		Deficit			Equity
	Common Stock						Accumulated Earnings /			Total Stockholders’
Balance, June 30, 2023		15,592,000	$	15,592	$	59,219	$	(74,203	)	$	608
	Shares		Par Value		APIC		(Deficit)			Equity
Net profit (loss)							$	(1,978,961	)	$	(1,978,961	)
Balance, June 30, 2024		29,372,951	$	29,372	$	15,159,439	$	(2,555,361	)	$	12,633,450
Shares of Common Stock Issued to three non “U.S persons” in an offshore transaction		12,380,951	$	12,380	$	12,987,620		—			13,000,000
Net profit				-		-	$	(18,901	)	$	(18,901	)
Issuance for services pursuant to Advisory and Consultancy		1,400,000	$	1,400	$	2,112,600		—		$	2,114,000
Balance, September 30, 2024		97,372,951	$	29,972	$	15,159,439	$	(2,574,262	)	$	12,614,549
Balance, March 31, 2024		29,372,951	$	29,372	$	15,159,439	$	(2,053,164	)	$	13,135,647
STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)
FOR THE NINE MONTHS ENDED MARCH 31, 2023
		Common Stock						Accumulated			Total Stockholders’
		Shares		Par Value		APIC		(Deficit)			Equity
Balance, June 30, 2022		15,592,000	$	15,592	$	59,219	$	(67,075	)	$	7,736
Net profit (loss)		—		—		—	$	(5,331	)	$	(5,331	)
Balance, March 31, 2023		15,592,000		15,592		59,219	$	(72,406	)	$	2,405

STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2023

	Shares		Par Value		APIC		(Deficit)			Equity
	Common Stock						Accumulated Earnings /			Total Stockholders’
	Shares		Par Value		APIC		(Deficit)			Equity
Balance, June 30, 2023		15,592,000	$	15,592	$	59,219	$	(74,203	)	$	608
Balance		15,592,000	$	15,592	$	59,219	$	(74,203	)	$	608
Shares issued to acquire Intangibles and Equipment		12,380,951	$	12,380	$	12,987,620	$	0		$	13,000,000
Net profit				-		-	$	99,475		$	99,475
Balance, September 30 , 2023 – Restated		27,972,951	$	27,972	$	13,046,839	$	25,272		$	13,100,083
Balance		27,972,951	$	27,972	$	13,046,839	$	25,272		$	13,100,083

See notes to financial statements

UNITED EXPRESS INC.

STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE ~~NINE~~THREE MONTHS ENDED ~~MARCH~~SEPTEMBER 3130, 2024 AND ~~MARCH~~SEPTEMBER 3130, 2023

	For the nine			For the nine
	For the three months ended September 30,			For the three months ended September 30,
	months ended			months ended
	March 31,			March 31,
	2024			2023
Cash flows from operating activities:
Net income (loss)	$	(118,~~978,961~~901	)	$	(599,~~331~~475	)
Share Based Payments	$	2,114,000
Increase / (decrease) in trade and other payables	$	3,420		$	-
Net cash (used in) provided by operating activities	$	~~135~~(15,~~039~~481	)	$	(599,~~331~~475	)
Cash flows from investing activities:
Net cash used in investing activities	$	~~(98,000~~-	)	$	0(98,000	)
Cash flows from financing activities:
Proceeds from sale of common stock	$	0		$	0
Net cash provided by financing activities	$	0		$	0
NET INCREASE (DECREASE) IN CASH	$	37(15,~~039~~481	)	$	(51,~~331~~475	)
CASH AND CASH EQ - BEGINNING OF PERIOD	$	609		$	7,737
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD	$	15,602		$	609
CASH AND CASH EQ - ENDING OF PERIOD	$	37,648		$	2,406
CASH AND CASH EQUIVALENTS - ENDING OF PERIOD	$	121		$	2,084
Supplemental non cash disclosures:
Issuance of shares to acquire Intangibles and Equipment					12,380,951

See notes to financial statements

UNITED EXPRESS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2024 AND

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2023

NOTE 1 —- Description of Business

We are an Emerging Growth Company with revenue generating operations. We were formed on June 23, 2017 ~~and have six years of business experience~~.

~~The~~ United Express operates as a general company of transportation and logistics - to ~~delivery~~deliver merchandises and other items for companies and individuals across the United ~~State~~States. As such, it is difficult to determine the average customer of the Company as the business ~~will have~~has the freedom and the ability to effectively arrange for the transportation of any type of merchandise. ~~Management~~The ~~anticipates~~Company ~~that~~receives ~~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~~requests, ~~give~~provide affordable ~~price~~ prices for the services, ~~and carry the full responsibility~~ from pick up to drop off. Fluctuations in oil prices ~~has~~have caused the freight and logistic industries costs to ~~be to~~ increase during last 3 months. In the event of a significant increase in the price of fuel, we will also reasonably increase prices (at a standardized rate of markup) to ensure the profitability of the business. We ~~providing~~also ~~dispatch~~provide ~~services~~dispatch ~~for the other companies~~services. InThis ~~this~~involves ~~field~~the ~~company~~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.

OnWe ~~September~~also ~~21,~~own ~~2023,~~assets weacquired ~~entered~~from ~~into a share exchange agreement with~~ Jebour Two Limited and ~~the~~its ~~shareholders~~wholly ofowned ~~Jebour~~subsidiary, ~~Two.~~Fighting ~~Pursuant~~Leagues ~~to the~~TV ~~terms~~(“Fighting ofLeagues”), on ~~the~~September ~~share~~21, ~~exchange agreement~~2023, ~~we agreed to acquire 100% of the issued and outstanding shares~~ in ~~the capital stock of Jebour Two in~~ exchange for ~~the issuance to the selling shareholders of~~ 12,380,951 shares of our common stock. ~~Concurrently with the entry into of the share exchange agreement, we completed the acquisition of 100% of the~~ issued ~~and~~to ~~outstanding~~shareholders ~~shares~~ of Jebour Two as ~~contemplated~~Limited. byThe ~~the share exchange agreement by issuing 12,380,951~~acquired ~~shares~~assets ofinclude ~~our~~a ~~common~~Nevada ~~stock~~State toAthletic ~~the~~Commission ~~three~~Professional ~~shareholders of~~Promoter ~~Jebour Two~~license, ~~who~~which ~~were~~will ~~parties~~allow tous ~~the agreement. We issued the 12,380,951 common shares~~ to ~~three~~produce ~~non~~live ~~“U.S. persons” in an “offshore transaction” (as those terms term are defined in Regulation S of the Securities Act of 1933)~~kickboxing, ~~relying on~~boxing, ~~Regulation S~~ and~~/or~~ ~~Section~~mixed ~~4(a)(2)~~martial ofarts ~~the~~events ~~Securities Act of 1933, as amended. Jebour Two is a holding company, whose wholly owned subsidiary is~~ in the ~~business~~State of ~~organising~~Nevada, ~~and~~perpetual ~~promoting combat sports events~~ and ~~selling~~worldwide ~~the related~~ media rights ~~internationally.~~for ~~The~~40 ~~foregoing description~~previously isproduced ashows, ~~summary only~~ and ~~qualified~~certain production by and ~~subject~~staging equipment to ~~the~~be ~~actual~~used ~~terms~~in ~~and~~producing ~~conditions~~similar ofevents ~~the~~going ~~Share Exchange Agreement dated September 21, 2023~~forward.

~~United~~The ~~Express~~acquisition ~~generated~~of ~~$1,978,961~~the assets of ~~operating~~ ~~losses~~Fighting ~~for~~Leagues, specifically including the ~~nine~~promotor’s ~~months~~license, ~~ended~~past ~~March~~media ~~31,~~rights ~~2024~~and production and ~~generated~~staging $5equipment,~~331 operating~~ ~~loss~~will ~~for~~allow ~~nine~~the ~~months~~Company ~~period~~to ~~ended~~assess ~~March~~the viability of promoting such combat sports events in the State of Nevada. 31Whilst the assets acquired provides the Company the infrastructure and licenses to promote and hold such fights, ~~2023.~~the ~~Recorded~~Company ~~revenues~~continues to ~~were~~assess ~~generated~~the ~~from~~profitability ~~logistics~~and ~~service~~time and ~~consultations.~~effort Arequired ~~large~~to ~~portion~~hold ofsuch events in the ~~recorded~~State ~~expenses~~of ~~pertains~~Nevada since to hold such events requires significant planning and capital and any potential earnings from such events may not be realized for up to ~~the~~6-9 ~~consulting~~months. ~~fees~~At ~~which~~present ~~have~~we lack ~~been~~the ~~charged~~capital asresources ~~share~~to ~~based~~plan ~~payments~~and hold such events.

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 ~~March~~September 3130, 2024 (Unaudited) and ~~March~~September 3130,2024 ~~2023~~ (Unaudited) pursuant to the rules and regulations of the United States Securities and Exchange Commission (`‘SEC"”). The Company has adopted June 30 fiscal year end.

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 highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

7Intangible Assets

Intangible assets include the State of Nevada promoter license and media rights to the 40 shows previously produced by Fighting Leagues.

The promoter license is expected to generate cash flows indefinitely. Consequently, this asset is classified as an indefinite-lived intangible asset and accordingly is not amortized but reviewed for impairment annually, or sooner under certain circumstances. The Company estimates the fair value of its indefinite-lived intangible asset using an income approach, specifically, based on discounted cash flows. The carrying amount of this asset at the date of acquisition is $12,598,000.

Intangible assets, such as the media rights to the 40 shows previously produced by Fighting Leagues, which are expected to generate cash flows over a finite life are amortized using the straight-line method over the estimated economic life of the asset, which is 3 years. Intangible assets with finite lives are reviewed for impairment whenever events or circumstances indicate that the carrying amount may not be recoverable. The carrying amount of this asset at the date of acquisition is $500,000

Production and Stage Equipment

Production and stage equipment are stated at cost less accumulated depreciation. Production and stage equipment is depreciated over the straight-line method using useful lives ranging from 5 to 10 years.

UNITED EXPRESS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2024 AND

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2023

NOTE 2 - Significant Accounting Policies and Recent Accounting Pronouncements - continued

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 ~~March~~September 3130, 2024. 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.

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 ‘Earnings per Share, which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common stockholders by the weighted average number of outstanding common shares during the period. Diluted earnings (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive earnings (loss) per share excludes alall potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments, and therefore, basic and diluted earnings (loss) per share are equal.

Revenue Recognition

We base our judgment on guidance ASC 606. The Company 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 customers for the logistic business. We utilize Estimating Gross Revenue as a Principal. We evaluate the nature of our promises under the contracts and use judgment to determine whether the contracts include services, which we would need to evaluate for a material right or a performance obligation with quantity of services to be delivered. 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:

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 business.

We Estimating Gross Revenue as a Principal. We evaluate the nature of our promises under the contracts and use judgment to determine whether the contracts include services, which we would need to evaluate for a material right or a performance obligation with quantity of services to be delivered.

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:

1. Identify the specified goods or services to be provided to the customer, and

2. Assess whether it controls each specified good or service before that good or service is transferred to the customer. ~~We are primarily responsible for fulfilling the promise to provide the specified service.~~

We are primarily responsible for fulfilling the promise to provide the specified service. We have the inventory risk before the specified service has been transferred to a customer, or after transfer of control to the customer (for example, if the customer has a right for cancel or return).

Accounting Pronouncements

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 is still evaluating the impact of the adoption of this ASU on its future financial statements and disclosures, but in the same time we don'’t expect to have a significant impact on the Company'’s results of operations, financial position or cash flow.

UNITED EXPRESS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE NINE MONTHS PERIOD ENDED MARCH 31, 2024 AND

FOR THE NINE MONTHS PERIOD ENDED MARCH 31, 2023

NOTE 3 — Concentration of Credit Risk

The Company maintains cash balances at a Bank of America financial institution. The balance, at any given time, may exceed Federal Deposit Insurance Corporation FDIC insurance limits of $250,000 per institution. The Company’s cash balances at March 31, 2024 were within FDIC insured limits.

NOTE 4 — Concentrations

We have a small group of customers from whom we received the income and in the present time we can’t diversify in order to mitigate the risks.

NOTE 5 – Investment in Subsidiary – Fighting Leagues

Investment in Subsidiary - Fighting Leagues of $13,098,000 represents the acquisition of Jebour Two Ltd and its wholly owned subsidiary Fighting Leagues LV Inc as previously announced in Form 8-K dated September 20, 2023. The purchase price was settled by way of issuance of shares. The purchase price was determined based on the directors best efforts of the market value of the goodwill and assets that is contained in Jebour Two Ltd and its wholly owned subsidiary Fighting Leagues LV Inc. Fighting Leagues, previously known as Final Fight Championship (FFC), is an active premier fighting sports promotion company. This Nevada-based business specializes in organizing combat sports events and selling media rights. This acquisition brings with it a licence issued by the Nevada State Athletic Commission. This license allows the company in the state of Nevada to produce live Kickboxing, Boxing, and MMA shows, notably in Las Vegas. This represents the key material asset of the acquisition.

The Company incurred $3,155 in transaction related costs in connection with this acquisition. The costs were expensed as incurred and included in general and administrative expenses in the statement of operations.

The results for both Fighting Leagues LV Inc and Jebour Two Ltd have yet to be consolidated since the date of acquisition as the audit for both companies have yet to be finalised.

The acquisitions were accounted for as business combinations in accordance to ASC 805-10-55-3A through 805-10-55-9 as the acquisitions did not comprise solely the Nevada license, but the TV equipment and sound system, technical knowledge know-how on operating a live combat shows, which each of these components are inseparable and critical to ensure that the live shows can be carried out smoothly. The preliminary fair values of the assets acquired and liabilities assumed in the business combinations are as follows:

	Fighting Leagues LV Inc ($)			Jebour Two Ltd ($)
Cash on hand		—			10
Property and equipment		983,194			—
Other liabilities		(1,066,411	)		—
Net assets acquired		(83,217	)		10

At the date of the filing of the 10-Q, more work is required to be done to allocate the purchase price to this asset in accordance with accounting policies. The company understands that the allocation of such assets will have to be completed within 12 months from acquisition date. In addition, an audit is being conducted on the financial statements for both companies which will assist in determining and identifying assets and liabilities of Jebour Two Ltd and Fighting Leagues LV Inc.

UNITED EXPRESS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2024 AND

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2023

NOTE 63 —- ~~Debt~~Production and Stage Equipment

As of September 30, 2024, production and stage equipment owned by the Company amounted to $610,417. The Production and State Equipment was not placed into service during the period ended September 30, 2024. Prior to the acquisition of this equipment, the Company did not own or lease any equipment.

	As of September 30, 2024

Production Equipment	$	573,607
Stage Equipment	$	36,810
Production and Stage Equipment	$	36,810

NOTE 4 - Concentration of Credit Risk

The Company maintains cash balances at Bank of America. The balance, at any given time, may exceed Federal Deposit Insurance Corporation FDIC insurance limits of $250,000 per institution. The Company’s cash balances at September 30, 2024 were within FDIC insured limits.

NOTE 5 - Concentrations

The Company has a limited group of customers from whom it has provided services to in the past and has not been able to diversify the customer base to mitigate this risk.

NOTE 6 - Debt

The Company officers, from time to time loaned the Company funds for the operational costs. In a present time, we have not any debt before them.

NOTE 7 —- Capital Stock

OnDuring ~~March 31, 2024~~ the ~~Company~~quarter ~~authorized~~ended ~~75,000,000 shares~~September ~~of common shares with a par value of $0.001 per share. As of March 31~~30, 2024, ~~there~~no ~~were 29,372,951~~ shares ofwere ~~the Company’s common stock~~ issued ~~and outstanding~~. 4,667,000 were held by Cristophe Beverly Hills, LLC., address: 35 Raymond St Darien, CT 06820, 9,334,000 were held by Unity Global FZCO, address: Dubai Silicon Oasis, DDP Bldg. A2 Dubai, UAE and 1,591,000 were held by 54 non-affiliated shareholders.

~~For~~NOTE ~~the~~8 nine months period ended March 31, 2024, a total of 12,380,951 restricted shares were issued as consideration of the acquisition of Fighting Leagues & Jebour Two. Additionally, a total of 1,400,000 common shares were issued as share-~~based~~ ~~payments for~~Income ~~consultancy fees.~~ Taxes

Restricted Stock Breakdown:
No. of Restricted Shares	Issuance Date	Restriction Period
2,857,143	21-Sep-23	6 months
7,093,808	21-Sep-23	1% of restricted shares every 3 months
2,320,000	15-Nov-23	12 months
110,000	19-Dec-23	12 months

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. 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. A full valuation allowance was recorded at September 30, 2024, due the operating history and uncertain future prospects of the Company.

For the three months ended March 31, 2024 we have no changes in our common stock.

As of March 31, 2024, and March 31, 2023, there were no outstanding stock options or warrants.

NOTE 8 — Income Taxes

We use the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity's financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. 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.

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 pay TAX liability end of the fiscal year and we don’t have a tax obligation in this period.

UNITED EXPRESS, INC.

NOTES TO FINANCIAL STATEMENTS

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2024 AND

FOR THE ~~NINE~~THREE MONTHS PERIOD ENDED ~~MARCH~~SEPTEMBER 3130, 2023

NOTE 98 —- ~~Related~~Income ~~Party~~Taxes ~~Transactions~~- continued

~~There~~ASC ~~was~~Subtopic no740.10. 30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements ~~related~~and ~~party~~prescribes ~~transaction~~a recognition threshold and measurement attribute for the ~~three~~financial ~~months~~statement ~~period~~recognition ~~ended~~and measurement of a tax position ~~March~~taken ~~31,~~or ~~2024~~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 pay tax liability end of the fiscal year and we don’t have a tax obligation in this period.

~~Also,~~NOTE ~~there~~9 ~~was~~- ~~no related~~Related ~~party~~Party ~~transaction for the three months period ended March 31, 2023.~~Transactions

~~NOTE~~The 10Company —did ~~Going~~not ~~Concern~~ enter into any related party transactions for the three-month periods ended September 30, 2024, or 2023

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 ~~nine~~three months period ended ~~March~~September 3130, 2024, the Company had a cash balance of $~~37,648 in~~121 ~~total~~ and net loss of $118,~~978,961~~901 from operations.

For the ~~nine~~three months period ended ~~March~~September 3130, 2023, the Company had a ~~Stockholders’~~cash ~~Equity~~balance of $2,~~405~~ 094 and net ~~loss~~profit of $599,~~331~~ 475 from operations.

WeNOTE ~~have~~11 a- ~~positive~~Subsequent ~~development~~Events dynamic, but it still raises substantial doubt about the Company's ability to continue as a going concern. Management believes that the Company's capital requirements will depend on many factors including the success of our development efforts and ~~our~~climate-related ~~efforts~~events toimpacts ~~raise capital. Management also believes the Company needs~~ to ~~raise additional capital for working purposes. There is no assurance that such financing will be available in the future. The~~ financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.statement

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.

The Company'’s management reviewed all material events through ~~March~~September 3130, 2024, the date our quarter ended. By this date we don’t ~~have~~ have any assets that directly or indirectly influenced on environmental matters. We indicated risks, include climate related risks in Item 1A Risk Factors in our ~~10-K~~10K report.

Item 2. 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 30, ~~2023~~2024 and September 30, 2024 and the financial statements for the ~~nine~~three months period ended ~~March~~September 3130, 2024, included herein. The results shown herein are not necessarily indicative of the results to be expected for any future periods.

~~This~~We ~~discussion~~are ~~contains~~an ~~forward-looking~~emerging ~~statements,~~growth ~~based~~company onincorporated ~~current~~in ~~expectations~~the ~~with~~State ~~respect~~of toNevada ~~future~~on ~~events~~June ~~and financial performance and operating results~~23, ~~which~~2017. ~~statements~~United ~~are~~Express ~~subject~~Inc. towas ~~risks~~incorporated ~~and~~in ~~uncertainties,~~the ~~including but not limited to those discussed below and~~state ~~elsewhere~~of inNevada ~~this~~on ~~Prospectus~~June ~~that~~23, ~~could~~2017. ~~cause~~Our ~~actual~~business ~~results~~is to ~~differ~~provide ~~from~~a ~~the~~comprehensive ~~results~~management ~~contemplated~~service byfor ~~this~~long ~~forward-looking~~and ~~statement. We~~short ~~urge~~distance ~~you~~logistics tofor ~~carefully consider the information set forth~~ clients in ~~our 10K form under~~ the ~~heading~~Company’s ~~Item~~target 1Amarket ~~“Risk Factors”~~area.

~~Forward-Looking~~Acquisition ~~Statements~~of Fighting Leagues

The ~~Securities~~acquisition ~~and~~of ~~Exchange~~the ~~Commission~~assets ~~(“SEC”)~~of ~~encourages~~Fighting ~~companies~~Leagues, tospecifically ~~disclose~~including ~~forward-looking~~the ~~information~~promotor’s solicense, ~~that~~past ~~investors can~~media ~~better~~rights ~~understand~~and ~~future prospects~~ production and ~~make~~staging ~~informed~~equipment, ~~investment~~will ~~decisions.~~allow ~~Our~~the ~~registration~~Company ~~statement~~to ~~contains~~assess ~~these~~the ~~types~~viability of ~~statements. Words~~promoting such ascombat ~~“may,”~~sports ~~“expect,”~~events ~~“believe,” “anticipate,” “estimate,” “project,” or “continue” or comparable terminology used~~ in ~~connection~~the ~~with~~State ~~any discussion~~ of ~~future~~Nevada. Whilst ~~operating~~the ~~results~~assets oracquired ~~financial~~provides ~~performance identify~~the ~~forward-looking~~Company ~~statements.~~the ~~You~~infrastructure ~~are~~and ~~cautioned~~licenses ~~not~~ to ~~place~~promote ~~undue~~and ~~reliance~~hold onsuch ~~the forward-looking statements~~fights, ~~which~~the ~~speak~~Company ~~only~~continues asto ofassess the ~~date~~profitability ~~of this prospectus. All forward-looking statements reflect our present expectation of future events~~ and ~~are~~time ~~subject to a number of important factors~~ and ~~uncertainties~~effort ~~that~~required ~~could cause actual results~~ to ~~differ~~hold ~~materially~~such ~~from~~events ~~those described~~ in the ~~forward-looking statements.~~State ~~The~~of ~~factors~~Nevada ~~listed~~since into ~~the~~hold ~~“Risk~~such ~~Factors”~~events ~~section~~requires significant inplanning ~~our~~and S1capital ~~form,~~and ~~as well as~~ any ~~cautionary~~potential ~~language~~earnings infrom ~~this~~such ~~prospectus, provide~~events ~~examples~~may ofnot ~~these~~be ~~risks~~realized ~~and~~for ~~uncertainties.~~up ~~The~~to ~~safe harbor for forward~~6-~~looking~~9 ~~statements~~months. isAt ~~not~~present ~~applicable~~we lack tothe ~~this~~capital ~~offering pursuant~~resources to ~~Section~~plan ~~27A~~and ofhold ~~the~~such ~~Securities Act of 1933~~events.

~~Business~~Cash ~~Overview~~Requirements, Liquidity and Capital Resources

We ~~are~~had an$121 ~~Emerging~~of ~~growth~~cash ~~company~~on ~~with~~hand ~~revenue~~as ~~generating~~of ~~operations~~September 30, 2024 and $2,084 on hand as of September 30, 2023. We ~~were~~believe ~~formed~~our cash on ~~June~~hand ~~23,~~is ~~2017~~unlikely to be sufficient to meet our current working capital and ~~have~~capital ~~six~~expenditure ~~years~~requirements in the absence of ~~business~~substantial ~~experience~~additional revenue from our current operations or contributions of additional debt or equity capital. We do not have any commitments for additional capital and there can be no assurance that we will be successful in obtaining any capital we may need on acceptable terms or at all.

~~The~~Results ~~United Express Inc. intends to operate as a general company~~ of ~~transportation~~Operations ~~and logistics services~~ for ~~companies and individuals across~~ the ~~United~~three ~~State.~~months ~~Management~~period ~~anticipates~~ended ~~that~~September ~~the business will receive orders for service from companies seeking to move merchandise~~30, as ~~well~~2024 ~~as,~~and ~~people relocating to different areas of the target regional market area. A primary concern~~ for the ~~Company~~three 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. In this quarter, the price of oil and its associated refined energy products has been increased. Major volatile in oil prices has caused the freight and logistic price were increased during last 3 months. Inperiod ~~the~~ended ~~event~~September ~~of the significant increase in the price of fuel~~30, we ~~will also reasonably increase prices (at a standardized rate of markup) to ensure the profitability of the business.~~2023

For the 3three months ended ~~March~~September 3130, 2024, ~~our~~the ~~business~~Company ~~activities~~recorded ~~have~~revenue ~~focused~~of on$29,112 ~~logistics~~from three customers which was primarily from logistics services. ~~and~~For ~~consulting~~the three months ended September 30, 2023, the Company recorded revenue of $115,350 from three customers which was primarily from logistics services.

For the 3 months ended March 31, 2023 our business activities have focused on dispatch service and logistics. As of March 31, 2023, we had income $99,505 from CVK Express LLC., for dispatch service.

We also cooperate with private people and companies when they ask about transportation service, up in coming move, relocation, and other’s needs.

For the nine months period ended March 31, 2024, we

• developed our business plan;

• selected business partners;

• continue work in logistics industry

• beginning consulting service we entering into a definitive share exchange agreement with Jebour Two Limited ("Jebour2") and its security holders in respect of its acquisition of all the issued and outstanding securities of Jebour2. This company holds a Nevada, US based live sports promotion business, Fighting Leagues LV inc. (“Fighting Leagues”).

Due to our revenues being concentrated in a few customers and if should one or more of them decrease their orders or cease to use our services, or if we are unable to expand our customer base, our revenues and results of operations will be negatively impacted.

Our revenue for the 3 months ended March 31, 2024 was $46,815. Our revenue for the 3 months ended March 31, 2023 was $99,505.

Liquidity

At March 31, 2024 we had $37,648 cash at bank for our operations. At March 31, 2023, we had $2,406 in cash for our operations. We will attempt to fund from our future operations, which may be insufficient to fund such amounts. There is no assurance our estimates of these costs are accurate.

Capital resources

Our total stockholders' equity $13,135,647.

Results of Operations for the nine months period ended March 31, 2024 and for the nine months period ended March 31, 2023

As an emerging growth company, we have received $210,450 operating revenues for the nine months period ended March 31, 2024. Recorded revenues were generated for consulting service. The Company is currently devoting substantially of its present efforts to customer network and establishing the new activities in promoting combat sports events and selling the related media rights. We have received $279,042 operating revenues for the nine months period ended March 31, 2023. Recorded revenues were generated from customers’ payments. The Company is currently devoting substantially of its present efforts to customer network and establishing the dispatch and transportation business.

Off Balance Sheet Arrangements

None

Item 3. 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 4. Controls and Proce

Pursuant to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined by Rule 229.10(f)(1).

Item 4. Controls and Procedures

AsDisclosure 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.~~

OnManagement’s ~~September~~Evaluation ~~20,~~of ~~2023~~Disclosure weControls ~~appointed~~and ~~as Ralph White as a director of our company.~~Procedures

~~With~~Under ~~over~~the ~~two~~supervision ~~decades~~and with the participation of ~~experience~~our ~~spearheading~~Chief ~~innovation~~Executive inOfficer ~~the~~and ~~fintech~~Chief ~~industry~~Financial Officer, ~~Ralph~~after M.evaluating ~~White~~the ~~brings~~effectiveness of anour ~~exceptional~~disclosure ~~blend~~controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of ~~transformative~~the end of the period covered ~~leadership~~by this Form 10-Q, ~~strategic~~we ~~acumen~~have concluded that, based on such evaluation, our disclosure controls and anprocedures ~~unyielding~~were ~~commitment~~effective to ~~ethical~~ensure that ~~governance.~~information ~~Ralph~~required ~~studied~~to atbe ~~University~~disclosed ofby ~~Memphis~~us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and ~~achieved~~reported, within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to ~~certifications~~our ~~from~~management, ~~McKinsey~~including ~~for~~our ~~Business~~principal ~~Strategy~~executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

Ralph is a member of the Private Directors Association since 2021 and the Veblen Directors Programme since 2022. He served on the Board of Brookhaven Innovation Academy from 2019 – 2020 on the finance committee.12

He is co-founder of Downtown Coffee Company, LLC, which is aimed at acquisitions of small to mid-sized businesses in the Coffee industry. The first acquisition was 45 South Coffeehouse in Oct 2022 and his team has implemented marketing and additional revenue channels resulting in a 30%+ increase in revenue in year 1.

Ralph is also employed with U.S. Bank subsidiary, Elavon Inc. He has held many roles from Sales, Sales Leadership, and Sales Enablement. He is currently Director of Training for U.S. Bank’s new POS Lending solution, Avvance.

There are no understandings or arrangements between Mr. White and any other person pursuant to which he was selected as a director. There are no family relationships among any director, executive officer or person nominated or chosen by us to become a director or executive officer.

Changes in Internal Control Over Financial Reporting

Ralph White joined as a director of our company. No other changes in the internal controls over financial reporting during the quarter ended March 31, 2024, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting subsequent to the date of management’s last evaluation.

PART II

OTHER INFORMATION

Item 1. Legal Proceedings

~~The~~In ~~Company~~the isordinary ~~not~~course ~~currently~~of business, we may become a party to ~~any~~lawsuits ~~material~~involving ~~legal~~various ~~proceedings,~~matters. ~~nor~~The isimpact weand ~~aware~~outcome of litigation, if any, ~~other~~is ~~pending~~subject to inherent uncertainties, and an adverse result in these or ~~threatened~~other ~~litigation~~matters may arise from time to time that may harm ~~would~~our business. We believe the ultimate resolution of any such current proceeding will not have a material adverse effect on our ~~business~~continued financial position, ~~operating~~ results, ~~cash~~of ~~flows~~operations or ~~financial~~cash ~~condition should such litigation be resolved unfavorable~~flows.

~~Item~~The ~~1A.~~Company ~~Risk~~is ~~Factors~~not currently a party to any material legal proceedings, nor are we aware of any other pending or threatened litigation that would have a material adverse effect on our business, operating results, cash flows or financial condition should such litigation be resolved unfavorable.

WeItem ~~are~~lA. ~~not~~Risk ~~required to include risk factors in this 10Q report.~~Factors

There have been no material changes from the risk factors previously disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2024 (the “Form 10-K”), under the heading “Risk Factors”, and investors should review the risks provided in the Form 10-K prior to making an investment in the Company. Risk Factors, any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past, or from anticipated future, financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results and stock price.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On September 21, 2023, we ~~entered~~issued ~~into~~12,380,951 ashares ~~share~~to ~~exchange~~three ~~agreement~~non ~~with~~“U.S. ~~Jebour~~persons” ~~Two~~in ~~Limited~~an ~~and~~“offshore transaction” (as those terms are defined in Regulation S of the ~~shareholders~~Securities Act of ~~Jebour~~1933) in consideration of our acquisition of certain assets from Jebour Two Limited and Fighting Leagues. ~~Pursuant~~This issuance was exempt from registration pursuant to ~~the~~ ~~terms~~Section 4(a)(2) and/or Regulation S of the ~~share~~Securities Act, ~~exchange~~since ~~agreement~~the foregoing issuances did not involve a public offering, wethe ~~agreed~~recipients were (a) non “US Persons” as defined in Regulation S and (b) subject to ~~acquire~~the ~~100%~~required ofresale restrictions. The securities were offered without any general solicitation by us or our representatives. No underwriters or agents were involved in the ~~issued~~foregoing issuances, and ~~outstanding~~we ~~shares~~paid inno underwriting discounts or commissions. The securities are subject to transfer restrictions, and the ~~capital~~certificates ~~stock~~evidencing ofthe ~~Jebour~~securities will contain an appropriate ~~Two~~legend instating ~~exchange~~that ~~for~~such securities have not been registered under the ~~issuance~~Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom. The securities were not registered under the ~~selling~~Securities ~~shareholders~~Act ofand ~~12,380,951~~such ~~shares~~securities ofmay ~~our~~not ~~common~~be ~~stock~~offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws.

Concurrently with the entry into of the share exchange agreement, we completed the acquisition of 100% of the issued and outstanding shares of Jebour Two as contemplated by the share exchange agreement by issuing 12,380,951 shares of our common stock to the three shareholders of Jebour Two, who were parties to the agreement. We issued the 12,380,951 common shares to three non “U.S. persons” in an “offshore transaction” (as those terms term are defined in Regulation S of the Securities Act of 1933), relying on Regulation S and/or Section 4(a)(2) of the Securities Act of 1933, as amended.

Jebour Two is a holding company, whose wholly owned subsidiary is in the business of organizing and promoting combat sports events and selling the related media rights internationally.

The foregoing description is a summary only and qualified by and subject to the actual terms and conditions of the Share Exchange Agreement dated September 21, 2023 was filed with SEC on October 18, 2023 Exhibit 10.1.

All changes related issue new shares took place in October 2023 and have been reflected in the current 10Q report.

Purchases of equity securities by the issuer and affiliated purchasers

During the quarter ended March 31, 2024, there were no purchases of equity securities by us or affiliated purchasers.

Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

~~We have no senior securities outstanding~~None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information.

None.

1513

Item 6. Exhibits

Exhibit No.	~~Description~~	Description
31.1	~~Certification by Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act (filed hereto)~~	Certification by Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act (filed hereto)
32.1	~~Certification by Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed to hereto)~~	Certification by Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of2002 (filed hereto)
101.INS		Inline XBRL Instance Document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

1614

SIGNATURES

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.

	UNITED EXPRESS INC.
Date: April 25, 2024	By:/s/ Andrei Stoukan
Date: October 10, 2024	By:	/s/ Ralph White
	Andrei Stoukan (CEO)
		Ralph White
		Director

1715

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