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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
October
10, 2024 |
Date
of Report (Date of earliest event reported) |
CONNEXA
SPORTS TECHNOLOGIES INC. |
(Exact
name of registrant as specified in its charter) |
Delaware |
|
1-41423 |
|
61-1789640 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
2709
N. Rolling Road, Suite 138 |
Windsor
Mill, MD |
21244 |
(Address
of principal executive offices, including Zip Code) |
(443)
407-7564 |
(Registrant’s
telephone number, including area code) |
N/A |
(Former
name or former address, if changed since last report.) |
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 |
|
CNXA |
|
Nasdaq
Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item
8.01 Other Events
On
October 10, 2024, Connexa Sports Technologies Inc. (the “Company”) issued a press release to announce the entry of
Yuanyu Enterprise Management Co., Limited, the Company’s 20%-owned subsidiary, into an exclusive license agreement for its innovative
matchmaking technology covering Hong Kong, Japan, Korea, and Southeast Asia.
The
information contained in this Item 8.01 and Exhibit 99.1, attached hereto, shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended and shall not be deemed incorporated by reference in any filing with the Securities
and Exchange Commission under the Securities Exchange Act of 1934, as amended or the Securities Act of 1933, as amended whether made
before or after the date hereof and irrespective of any general incorporation language in any filings.
Item
9.01 Financial Statements and Exhibits.
The
following exhibits are furnished with this Form 8-K:
Portions
of this report may constitute “forward-looking statements” as defined by federal law. Although the Company believes any such
statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Additional
information about issues that could lead to material changes in the Company’s performance is contained in the Company’s filings
with the SEC.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
Connexa
Sports Technologies Inc. |
|
|
|
Dated:
October 10, 2024 |
By: |
/s/
Mike Ballardie |
|
|
Mike
Ballardie |
|
|
Chief
Executive Officer |
Exhibit
99.1
Yuanyu
Enters $4 Billion Matchmaking Market,
Signs $30 Million Licensing Agreement
| ● | Yuanyu
enters into exclusive license agreement covering Hong Kong, Japan, Korea, and Southeast Asia. |
| ● | Agreement
is expected to generate in excess of $30 million in license income for YYEM through the end
of December 2026. |
| ● | The
global online dating market is estimated to be $4 billion currently, with nearly 140 million
users by 2029.1 |
Windsor
Mills, MD October 10, 2024 — Connexa Sports Technologies Inc. (Nasdaq:YYAI) the 20% owner of Yuanyu Enterprise Management
Co., Limited (YYEM), a Hong Kong-based entity focused on the global Love & Marriage sector, today announced that it has entered into
an exclusive license agreement with Guofu Enterprise Management Co., Limited, a Hong Kong-based entity, covering Hong Kong, Japan, South
Korea, and Southeast Asia (in particular, Brunei, Cambodia, Indonesia, Laos, Malaysia, Myanmar, the Philippines, Singapore, Thailand,
and Vietnam). Building on an earlier term sheet, this agreement calls for minimum royalty payments to YYEM of more than $30 million through
2026.
“This
license agreement is part of a series of similar agreements designed to globalize YYEM’s business and clearly establish it as a
leader in the emerging Love & Marriage sector through its patented AI-led matchmaking process. An agreement was also signed earlier
this week covering the UK and the major markets of Europe. This latest agreement enables YYEM to capitalize on the substantial opportunities
in the online dating and matchmaking market in East and Southeast Asia,” commented Mike Ballardie, CEO of Connexa.
1
https://www.statista.com/outlook/emo/dating-services/matchmaking/worldwide
“The
Asia market for dating and matchmaking services is relatively underdeveloped in comparison with the United States, with significant potential
for growth. The U.S. online dating market has risen to approximately $1.4 billion in 2023.2 Match and Bumble, focusing primarily
on dating in their home market in the United States, rose to valuations of approximately $9.8 billion and $1.9 billion, respectively,
by the end of 2023.3 Having come to understand this emerging business sector and the scope of YYEM’s global growth opportunity
within the matchmaking market as well as the online dating market, I am in no doubt that YYEM will be able to capitalize on these opportunities
and provide Connexa shareholders a chance to share in YYEM’s future success,” concluded Ballardie.
“Connexa’s
20% ownership stake in YYEM, which will increase to 70% subject to approval by Nasdaq, is part of management’s effort to secure
meaningful enhancements in shareholder value. YYEM’s expansion across East and Southeast Asia, a market with great upside potential
reaffirms the strategic direction taken by Connexa’s management and board earlier this year in concluding an agreement to acquire
YYEM, a company with both a strong balance sheet and exciting growth prospects, which together will drive added value for our shareholders,”
commented Ballardie.
YYEM
operates in the emerging Love & Marriage market sector, where it owns significant proprietary intellectual property unique to
this business sector, covering its licensees’ online presence and underpinning their matchmaker operations. It owns six
technologies related to the metaverse and five AI matchmaking patents, which together enable access to both Augmented Reality (AR)
and Extended Reality (XR), enhancing its future revenue growth potential. YYEM’s AI technology can also integrate with
existing Big Data models and other larger AI models, such as Huawei Pangu 3, a feature designed to operationalize its AI and hone
its technologies to create
significant business value by helping its licensees deliver effective matchmaking services and helping their clients find successful
life partnerships.
2 https://www.statista.com/statistics/1358059/global-revenue-largest-online-dating-markets/#:~:text=Online%20dating%20services%20in%20the,and%20198%20million%20USD%2C%20respectively.
3
See annual report on Form 10-K, for the year ended December 31,
2023, for Match.com: https://www.sec.gov/ix?doc=/Archives/edgar/data/891103/000089110324000014/mtch-20231231.htm; and for Bumble: https://www.sec.gov/ix?doc=/Archives/edgar/data/1830043/000095017024022104/bmbl-20231231.htm;
and the historical share prices on Nasdaq.com (using ticker symbols MTCH and BMBL, respectively).
YYEM
has already proven its business model, with one licensee partner integrating YYEM’s technology with their operations across a network
of retail stores, the number of which is expected to grow substantially over the coming two years.
Hongyu
Zhou, Chairman of YYEM, commented, “I am delighted to have concluded this licensing agreement with our Hong Kong-based partner
covering so many key markets in East and Southeast Asia. Along with the recently signed license agreement covering the UK and Europe,
this is a key part of my vision to establish YYEM as a global leader in matching single adults for marriage and lifelong partnerships,
the world over, through a unique AI-led matchmaker business model that combines online activities with retail store operations. Our existing
license partner has already proven how successful this business model can be for our licensees, and we will now work closely with our
new Asian and European licensees to help ensure the success of their matchmaking operations. It is a very exciting time for YYEM as we
expand our business footprint globally, driving revenue growth that we believe will, in turn, deliver significant value improvements
for current and future YYAI shareholders.”
About
Connexa Sports Technologies:
Connexa
Sports is a leading connected sports company delivering products, technologies, and Sport-as-a-Service across a range of sport verticals.
Connexa’s mission is to reinvent sports through technological innovation driven by an unwavering focus on today’s sports
consumer.
CNXA
Contact Information:
investors@connexasports.com
www.connexasports.com
About
Yuanyu Enterprise Management Co., Limited
Yuanyu
Enterprise Management Co., Limited (YYEM) operates across the rapidly emerging love & marriage sector. YYEM owns numerous patents,
technologies and algorithms that drive its big data and matchmaking analyses, deriving its current revenues from royalties. YYEM has
multiple term sheets in place for license agreements in distinct regions around the world.
YYEM
Contact Information:
info@yuanyuenterprise.com
www.yuanyuenterprise.com
Forward-Looking
Statements
This
press release contains forward-looking statements. Statements that are not historical facts, including statements about beliefs or
expectations, are forward-looking statements. These statements are based on plans, estimates, expectations and projections at the
time the statements are made, and readers should not place undue reliance on them. In some cases, readers can identify
forward-looking statements by the use of forward-looking terms such as “may,” “will,” “should,”
“expect,” “opportunity,” “intend,” “plan,” “anticipate,”
“believe,” “estimate,” “predict,” “potential,” or “continue,” or the
negative of these terms or other comparable terms. Forward-looking statements involve inherent risks and uncertainties and readers
are cautioned that a number of important factors could cause actual results to differ materially from those contained in any
such forward-looking statements. Factors that could cause actual results to differ materially from those described in this press
release include, among others:
| ● | uncertainties
as to Nasdaq approval, the change of control and the share exchange agreement, including
the risk that one or more of the transactions may involve unexpected costs, liabilities or
delays; |
| ● | the
risks associated with the company’s relatively low public float, which may result in
the company’s common stock experiencing significant price volatility; |
| ● | the
possibility that competing transaction proposals may be made; |
| ● | the
effects that the announcement, pendency or consummation of the proposed acquisition of YYEM
and the spin-off of the Slinger Bag business may have on the Company and its current or future
business and on the price of the common stock; |
| ● | the
possibility that various closing conditions for acquisition of YYEM and the spin-off of the
Slinger Bag business may not be satisfied or waived, or any other required consents or approvals
may not be obtained within the expected timeframe, on the expected terms, or at all; |
| ● | the
effects that a termination or suspension of the acquisition of YYEM and the spin-off of the
Slinger Bag business may have on the company, including the risk that the price of the common
stock may decline significantly if the acquisition of YYEM and the spin-off of the Slinger
Bag business is not completed; |
| ● | uncertainties
regarding the company’s focus, strategic plans and other management actions; |
| ● | the
risks associated with potential litigation related to the transactions contemplated by the
acquisition of YYEM and the spin-off of the Slinger Bag business or related to any possible
subsequent financing transactions or acquisitions or investments; |
| ● | uncertainties
regarding general economic, business, competitive, legal, regulatory, tax and geopolitical
conditions; |
| ● | and
other factors, including those set forth in the Company’s filings with the U.S. Securities
and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended
April 30, 2024 and subsequent Quarterly Reports on Form 10-Q. |
Forward-looking
statements included in this report speak only as of the date each statement is made. Neither the company nor any person undertakes any
obligation to update any of these statements in light of new information or future events, except to the extent required by applicable
law.
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