UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended January 31, 2025

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

For the transition period from ________ to ________

Commission File Number: 01-41423

CONNEXA SPORTS TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Delaware

61-1789640

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

74 E. Glenwood Ave. #320

Smyrna, DE 19977

(Address of principal executive offices, including Zip Code)

(443) 407-7564

(Registrant’s Telephone Number, including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		YYAI		Nasdaq Capital Market

Securities registered pursuant to Section 12(g) of the Securities Exchange Act of 1934: None

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934. 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 ☒ 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Securities Exchange Act of 1934 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 ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

The number of shares outstanding of the registrant’s Common Stock, $0.001 par value per share, as of March 24, 2025, was 14,563,026.

EXPLANATORY NOTE

As this is the Company’s first Quarterly Report following the sale of the Legacy Business (as defined herein) to a third party, this report does not reflect any results of such business. Unless otherwise indicated, the financial statements included in this report and comparisons therein are based on and only reflect the results of Yuanyu Enterprise Management Co., Limited (“YYEM”) to October 31, 2024, and from November 1, 2024 both YYEM and Connexa Sports Technologies Inc.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may,” “should,” “could,” “will,” “plan,” “future,” “continue,” and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. These forward-looking statements are based largely on our expectations or forecasts of future events, can be affected by inaccurate assumptions, and are subject to various business risks and known and unknown uncertainties, a number of which are beyond our control. Therefore, actual results could differ materially from the forward-looking statements contained in this document, and readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A wide variety of factors could cause or contribute to such differences and could adversely impact revenue, profitability, cash flow, and capital needs. There can be no assurance that the forward-looking statements contained in this document will, in fact, transpire or prove to be accurate. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, including the risks in the section entitled “Risk Factors” in our Form 10-K for the fiscal year ended April 30, 2024, filed on July 25, 2024, that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by any forward-looking statements.

Important factors that may cause the actual results to differ from the forward-looking statements, projections or other expectations include, but are not limited to, the following:

	●	risk that we will not be able to remediate identified material weaknesses in our internal control over financial reporting and disclosure controls and procedures;

	●	risk that we fail to meet the requirements of the agreements under which we acquired our business interests, including any cash payments to the business operations, which could result in the loss of our right to continue to operate or develop the specific businesses described in the agreements;

	●	risk that we will be unable to secure additional financing in the near future in order to commence and sustain our planned development and growth plans;

	●	risk that we cannot attract, retain, and motivate qualified personnel, particularly employees, consultants, and contractors for our operations;

	●	risks and uncertainties relating to the various industries and operations we are currently engaged in;

	●	results of initial feasibility, pre-feasibility, and feasibility studies, and the possibility that future growth, development or expansion will not be consistent with our expectations;

	●	risks related to the inherent uncertainty of business operations including profit, cost of goods, production costs, and cost estimates and the potential for unexpected costs and expenses;

	●	risks related to commodity price fluctuations;

	●	the uncertainty of profitability based upon our history of losses;

	●	risks related to failure to obtain adequate financing on a timely basis and on acceptable terms for our planned development projects;

	●	risks related to environmental regulation and liability;

	●	risks related to tax assessments; and

	●	other risks and uncertainties related to our prospects, properties, and business strategy.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this report. Except as required by law, we do not undertake to update or revise any of the forward-looking statements to conform these statements to actual results, whether as a result of new information, future events or otherwise.

As used in this Quarterly Report, “Connexa,” “Company,” “we,” “us,” or “our” refer to Connexa Sports Technologies Inc. and Yuanyu Enterprise Management Co., Limited unless otherwise indicated.

Unless otherwise indicated, all share numbers and per share totals have been adjusted to reflect the 1-for-40 reverse stock split that was effective on September 25, 2023 and the 1-for-20 reverse stock split that was effective on June 27, 2024.

CONNEXA SPORTS TECHNOLOGIES INC.

INDEX

	Page

PART I – FINANCIAL INFORMATION:	F-1

Item 1. Consolidated Financial Statements (Unaudited)	F-1

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	1

Item 3. Quantitative and Qualitative Disclosures About Market Risk	6

Item 4. Controls and Procedures	6

PART II – OTHER INFORMATION:	7

Item 1. Legal Proceedings	7

Item 1A. Risk Factors	7

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	28

Item 6. Exhibits	29

SIGNATURES	30

PART I – FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

CONNEXA SPORTS TECHNOLOGIES INC.

CONSOLIDATED BALANCE SHEETS (IN US$) (UNAUDITED)

AS OF JANUARY 31, 2025 AND APRIL 30, 2024

	January 31,		April 30,
	2025		2024

ASSETS
Current Assets:
Cash and cash equivalents	$	83,710	$	39,351
Investment		4,210,385		4,210,385
Accounts receivable, net		12,388,701		3,272,727
Prepayments		2,777,747		2,141,418

Total Current Assets		19,460,543		9,663,881

Non-Current Assets:
Intangible assets, net of amortization		11,253,865		13,486,558

Total Non-Current Assets		11,253,865		13,486,558

Total Assets	$	30,714,408	$	23,150,439

LIABILITIES AND SHAREHOLDERS’ EQUITY

Liabilities
Current Liabilities:
Accounts payable and accrued expenses	$	2,252,333	$	50,145
Derivative liabilities		4		-
Income taxes payable		1,821,424		570,662

Total Current Liabilities		4,073,761		620,807

Total Liabilities		4,073,761		620,807

Commitments and contingency		-		-

Shareholders’ Equity
Common stock, par value, $0.001, 1,000,000,000 and 300,000,000 shares authorized,14,563,026 and 1,828,541 shares issued and outstanding as of January 31, 2025 and April 30, 2024, respectively		14,563		1,282
Additional paid-in capital		19,138,786		19,095,000
Retained earnings		6,919,681		3,433,350

Total shareholders’ equity before non-controlling interest		26,073,030		22,529,632
Non-controlling interest		567,617		-

Total Shareholders’ Equity		26,640,647		22,529,632

Total Liabilities and Shareholders’ Equity	$	30,714,408	$	23,150,439

The accompanying notes are an integral part of these financial statements.

F-1

CONNEXA SPORTS TECHNOLOGIES INC.

CONSOLIDATED STATEMENTS OF OPERATIONS (IN US$) (UNAUDITED)

FOR THE NINE-MONTH AND THREE-MONTH PERIODS ENDED JANUARY 31, 2025 AND 2024

	2025			2024			2025			2024
	Nine Months Ended January 31						Three Months Ended January 31
	2025			2024			2025			2024

Net Revenue	$	9,818,181		$	1,442,308		$	3,272,727		$	480,768

Cost of Revenue		2,232,693			432,692			744,231			144,230
					.
Gross Profit		7,585,488			1,009,616			2,528,496			336,538

Operating Expenses
General and administrative expenses		2,286,207			6,087			1,998,205			1,905

Total Operating Expenses		2,286,207			6,087			1,998,205			1,905

Operating Income		5,299,281			1,003,529			530,291			334,633

Non-Operating Expense
Change in fair value of derivative liability		(4	)		-			(4	)		-

Total Non-Operating Expense		(4	)		-			(4	)		-

Net Income from Operations Before Provision for Income Taxes		5,299,277			1,003,529			530,287			334,633

Provision for income taxes		(1,250,762	)		(165,582	)		(373,879	)		(55,216	)

Net Income		4,048,515			837,947			156,408			279,417
Net Income Attributable to Non-Controlling Interest		(567,617	)		-			(567,617	)		-

Net Income/(Loss) to Controlling Interest	$	3,480,898		$	837,947		$	(411,209	)	$	279,417

Net income per share – basic	$	0.59		$	1.21		$	0.01		$	0.31

Net income per share – diluted	$	0.54		$	0.17		$	0.02		$	0.05

Weighted average common shares outstanding – basic		6,897,480			693,092			12,707,819			912,147

Weighted average common shares outstanding – diluted		7,487,469			4,979,511			6,368,776			5,198,566

The accompanying notes are an integral part of these financial statements.

F-2

CONNEXA SPORTS TECHNOLOGIES INC.

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

(IN US$) (UNAUDITED)

FOR THE NINE-MONTH PERIODS ENDED JANUARY 31, 2025 AND 2024

	Shares		Amount		Capital			(Deficit)			Interest		Total
					Additional			Retained			Non-
	Common Stock				Paid-In			Earnings/			Controlling
	Shares		Amount		Capital			(Deficit)			Interest		Total

Balance – May 1, 2023		10,000	$	1,282	$	2,884,615		$	422,599		$	-	$	3,308,496

Net income for the period		-		-		-			837,947			-		837,947

Balance – January 31, 2024		10,000	$	1,282	$	2,884,615		$	1,260,546		$	-	$	4,146,443

Balance – November 1, 2023		10,000	$	1,282	$	2,884,615		$	981,129		$	-	$	3,867,026

Net income for the period		-		-		-			279,417			-		279,417

Balance – January 31, 2024		10,000	$	1,282	$	2,884,615		$	1,260,546		$	-	$	4,146,443

Balance – May 1, 2024		10,000	$	1,282	$	19,095,000		$	3,433,350		$	-	$	22,524,199

Reverse merger adjustment		14,553,026		13,281		(18,714	)		5,433			-		-
Stock-based compensation		-		-		62,500			-			-		62,500
Net income for the period		-		-		-			3,480,898			567,617		4,048,515

Balance – January 31, 2025		14,563,026	$	14,563	$	19,138,786		$	6,919,681		$	567,617	$	26,640,647

Balance – November 1, 2024		10,000	$	1,282	$	19,095,000		$	7,325,457		$	-	$	26,421,739
Balance		10,000	$	1,282	$	19,095,000		$	7,325,457		$	-	$	26,421,739

Reverse merger adjustment		14,553,026		13,281		(18,714	)		5,433			-		-
Stock-based compensation		-		-		62,500			-			-		62,500
Net income/(loss) for the period		-		-		-			(411,209	)		567,617		156,408

Balance – January 31, 2025		14,563,026	$	14,563	$	19,138,786		$	6,919,681		$	567,617	$	26,640,647
Balance		14,563,026	$	14,563	$	19,138,786		$	6,919,681		$	567,617	$	26,640,647

The accompanying notes are an integral part of these financial statements.

F-3

CONNEXA SPORTS TECHNOLOGIES INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (IN US$) (UNAUDITED)

NINE-MONTH PERIODS ENDED JANUARY 31, 2025 AND 2024

	2025		2024
Cash Flow from Operating Activities
Net income	$	4,048,515	$	837,947
Adjustments to reconcile net (loss)/income to net cash provided by/(used in) operating activities
Depreciation, amortization and impairment expense		2,232,693		432,692
Change in fair value of derivative liability		4
Shares

SEC Form 10-Q filed by Connexa Sports Technologies Inc.