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 October 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

AiRWA, 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)

(646) 453-0678

(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.

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 December 19, 2025, was 18,981,535

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION

This report contains forward-looking statements within the meaning of Section 21E 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 flows, 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” 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:

	●	volatility related to the Company’s relatively low public float;

	●	the effects of prior acquisitions and divestitures on current and future business operations;

	●	strategic and operational uncertainties;

	●	risks associated with potential litigation, financing transactions, or acquisitions;

	●	macroeconomic, competitive, legal, regulatory, tax, and geopolitical factors; 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 report, the terms “Connexa,” “Company,” “we,” “us,” and “our” refer to AiRWA, Inc., unless otherwise indicated.

TABLE OF CONTENTS

	Page

PART I - FINANCIAL INFORMATION:	F-1

Item 1. 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	7

Item 4. Controls and Procedures	7

PART II - OTHER INFORMATION:	8

Item 1. Legal Proceedings	8

Item 1A. Risk Factors	8

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	8

Item 6. Exhibits	8

SIGNATURES	9

PART I

ITEM 1. FINANCIAL STATEMENTS

AiRWA, INC.

CONSOLIDATED BALANCE SHEETS

(Amounts in U.S. dollars, except for numbers of shares or as otherwise noted)

	As of			As of
	October 31, 2025			April 30, 2025
	(unaudited)			(audited)
ASSETS
Current Assets:
Cash and cash equivalents	$	105,508,149		$	54,744
Investment		1,540,385			1,382,857
Accounts receivable		12,188,719			15,388,701
Amount due from related party		2,670,000			2,827,528
Deposits		25,313,776			-
Prepayments		5,885,200			-
Other receivables		10,003,838			2,742,329

Total Current Assets		163,110,067			22,396,159

Non-Current Asset:
Intangible assets, net		9,021,174			10,509,635

Total Non-Current Asset		9,021,174			10,509,635

TOTAL ASSETS	$	172,131,241		$	32,905,794

LIABILITIES AND SHAREHOLDERS’ EQUITY

LIABILITIES
Current Liabilities:
Accrued expenses	$	2,140,275		$	2,428,131
Other payable		10,959			-
Amount due to related party		784,091			775,406
Income taxes payable		3,810,051			3,283,634

Total Current Liabilities		6,745,376			6,487,171

Total Liabilities		6,745,376			6,487,171

Commitments and Contingencies		-			-

SHAREHOLDERS’ EQUITY
Common stock, par value $0.001, 1,000,000,000 shares authorized as of both October 31, 2025 and April 30, 2025; and 18,981,535 and 291,261* shares issued and outstanding as of October 31, 2025 and April 30, 2025, respectively		949,066			14,563
Additional paid-in capital		191,380,857			19,138,786
(Accumulated deficit)/Retained earnings		(26,944,058	)		6,123,114

Total AiRWA, Inc. shareholders’ equity		165,385,865			25,276,463
Non-controlling interest		-			1,142,160

Total Shareholders’ Equity		165,385,865			26,418,623

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	172,131,241		$	32,905,794

*	Adjusted to reflect the Reverse Stock Split described in Note 13.

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

F-1

AiRWA, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME/(LOSS)

FOR THE SIX-MONTH AND THREE-MONTH PERIODS ENDED OCTOBER 31, 2025 AND 2024

(Amounts in U.S. dollars, except for numbers of shares or as otherwise noted)


	For the Six-Month Period Ended						For the Three-Month Period Ended
	October 31,			October 31,			October 31,			October 31,
	2025			2024			2025			2024
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
REVENUE	$	6,000,000		$	6,545,454			3,000,000			3,272,727

COST OF REVENUE		1,488,462			1,488,462			744,231			744,231

GROSS PROFIT		4,511,538			5,056,992			2,255,769			2,528,496

OPERATING EXPENSES
Selling and marketing expenses		450,000			-			450,000			-
General and administrative expenses		2,515,471			288,002			1,751,085			199,482

Total Operating Expenses		2,965,471			288,002			2,201,085			199,482

OPERATING INCOME		1,546,067			4,768,990			54,684			2,329,014
NON-OPERATING INCOME
Gain/(loss) on financial assets at fair value through profit or loss		157,528			178,066			(924,230	)		(390,231	)
Interest Income		19,507			32,684			793			16,342
Total Non-Operating Income/(Loss)		177,035			210,750			(923,437	)		(373,889	)

NON-OPERATING EXPENSE
Share guarantee (income)/expense		(157,528	)		(178,066	)		924,230			390,231

Total Non-Operating Expense/(Income)		(157,528	)		(178,066	)		924,230			390,231

NET INCOME FROM OPERATIONS BEFORE INCOME TAX EXPENSE		1,565,574			4,801,674			55,477			2,345,356

Income tax expense		(526,417	)		(876,883	)		(277,251	)		(471,590	)

NET INCOME/(LOSS)	$	1,039,157		$	3,924,791			(221,774	)		1,873,766
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTEREST		-			-			378,279			-

NET INCOME ATTRIBUTABLE TO CONTROLLING INTEREST	$	1,039,157			3,924,791			156,505			1,873,766
Net income/(loss) per share – basic	$	0.25			13.48			(0.05	)		6.43

Net income/(loss) per share – diluted		0.25			13,48			(0.05	)		6.43

Weighted average common shares outstanding – basic		4,163,758			291,260			4,163,758			291,260

Weighted average common shares outstanding – diluted		4,163,758			291,260			4,163,758			291,260

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

F-2

AiRWA, INC.

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

FOR THE SIX-MONTH PERIODS ENDED OCTOBER 31, 2025 AND 2024

(Amounts in U.S. dollars, except for numbers of shares or as otherwise noted)


	Shares			Amount		Additional Paid-In Capital			Accumulated Other Comprehensive Income			Accumulated Deficit/ (Retained Earnings			AiRWA, Inc. Shareholders’ Equity			Non- Controlling Interest			Total Shareholders’ Equity

Balance as of - May 1, 2024		1,828,541		$	1,828	$	176,801,473			183,541		$	(167,387,028	)		9,599,814		$	-		$	9,599,814

Stock issued for:
Service		214,128			214		2,501,602			-			-			2,501,816			-			2,501,816
Acquisition/Contingent Consideration		10			-		-			-			-			-			-			-
Exercise of warrants		505,680			506		1,617,670			-			-			1,618,176			-			1,618,176
Fractional adjustment in reverse split		110,790			111		(111	)		-			-			-			-			-
Change in comprehensive income		-			-		-			(60,733	)					(60,733	)		-			(60,733	)
Net loss for the period		-			-		-			-			(4,220,745	)		(4,220,745	)		-			(4,220,745	)

Balance as of - July 31, 2024		2,659,149		$	2,659	$	180,920,634			122,808		$	(171,607,773	)		9,438,328		$	-		$	9,438,328

Stock issued for:
Exercise of warrants		3,776,305			3,776		(2,955	)		-						821			-			821
Change in comprehensive income		-			-		-			(32,224	)		-			(32,224	)		-			(32,224	)
Net loss for the period		-			-		-			-			(1,366,144	)		(1,366,144	)		-			(1,366,144	)
Balance as of -October 31, 2024		6,435,454			6,435		180,917,679			90,584			(172,973,917	)		8,040,781			-			8,040,781

Balance as of - May 1, 2025		14,563,019		$	14,563	$	19,138,786			-		$	6,123,114			25,276,463		$	1,142,160		$	26,418,623
Balance		14,563,019		$	14,563	$	19,138,786			-		$	6,123,114			25,276,463		$	1,142,160		$	26,418,623
Net income for the period		-			-		-			-			882,652			882,652			378,279			1,260,931
Net income (loss) for the period					-		-			-			882,652			882,652			378,279			1,260,931
Balance as of - July 31, 2025		14,563,019		$	14,563	$	19,138,786			-			7,005,766			26,159,115			1,520,439			27,679,554
Balance		14,563,019		$	14,563	$	19,138,786			-			7005,766			26,159,115			1,520,439			27,679,554
Stock issued for:
Private Placement		20,000,000			20,000		4,580,000			-			-			4,600,000			-			4,600,000
At-the-market transaction		914,503,196			914,503		167,662,071			-			-			168,576,574			-			168,576,574
Fractional adjustment in reverse split		(930,084,680	)		-		-			-			-			-			-			-
Increase of shareholdings of a subsidiary		-			-		-			-			(34,106,329	)		(34,106,329	)		(1,520,439	)		(35,626,768	)
Net income for the period		-			-		-			-			156,505			156,505			-			156,505

Balance as of - October 31, 2025		18,981,535		$	949,066	$	191,380,857			-		$	(26,944,058	)		165,385,865		$	-		$	165,385,865
Balance		18,981,535		$	949,066	$	191,380,857			-		$	(26,944,058	)		165,385,865		$	-		$	165,385,865

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

F-3

AIRWA, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX-MONTH PERIODS ENDED OCTOBER 31, 2025 AND 2024

(Amounts in U.S. dollars, except for numbers of shares or as otherwise noted)


	For the Six-Month Period Ended
	October 31,			October 31,
	2025			2024
	(unaudited)			(unaudited)
CASH FLOW FROM OPERATING ACTIVITIES
Net income	$	1,039,157		$	3,924,791
Adjustments to reconcile net income to net cash used in operating activities
Amortization expense		1,488,462			1,488,462
Gain on financial assets at fair value through profit or loss		(157,528	)		(178,066	)

Changes in assets and liabilities, net of acquired amounts
Accounts receivable		3,199,982			(4,176,580	)
Other receivables		(6,510,001	)		(1,757,342	)
Prepayments and deposits		(31,198,976	)		-
Accounts payable and accrued expenses		(287,855	)		-
Income taxes payable		526,417			876,883
Other payables		10,596			-
Net cash (used in)/provided by operating activities		(31,889,746	)		178,148

CASH FLOW FROM INVESTING ACTIVITY
Payment to investment in subsidiary		(36,000,000	)		-
Net cash used in investing activity		(36,000,000	)		-

CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from private placement		4,600,000			-
Proceeds from ATM offering		168,576,574			-
Proceeds from exercise of warrants for cash		364			-
Amount due from related party		157,528			178,066
Amount due to related party		8,685			238,002
Net cash provided by financing activities		173,343,151			416,068

Effect of exchange rate fluctuations on cash and cash equivalents		-			-

NET INCREASE IN CASH		105,453,405			594,216

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD		54,744			39,351

CASH AND CASH EQUIVALENTS - END OF PERIOD	$	105,508,149		$	633,567

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

F-4

AiRWA, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Note 1. ORGANIZATION AND NATURE OF BUSINESS

SCHEDULE OF EQUITY METHOD INVESTMENTS

Entity

Date of

incorporation

Place of

incorporation

Percentage of

direct or

indirect

ownership

Principal activities

Subsidiary:

Yuanyu Enterprise Management Co., Limited

November 11, 2021

Hong Kong

100% owned by the Company

Technology licensing

Lazex Inc. (“Lazex”) was incorporated under the laws of the State of Nevada on October 12, 2015. From 2019 through 2021, Lazex acquired various entities related to the manufacture and distribution of the Slinger Bag Launcher, a portable tennis ball, padel tennis ball, and pickleball launcher. In 2019, Lazex changed its name to Slinger Bag Inc.; in 2022 Slinger Bag Inc. changed its name to Connexa Sports Technologies Inc.; and on September 30, 2025, Connexa Sports Technologies Inc. changed its name to AiRWA, Inc.

F-5

AiRWA, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Note 1. ORGANIZATION AND NATURE OF BUSINESS (cont.)

On March 18, 2024, the Company entered into a share purchase agreement (the “Purchase Agreement”) and a share exchange agreement (the “Exchange Agreement”) to acquire 70% of Yuanyu Enterprise Management Co., Limited (“YYEM”) from Mr. Hongyu Zhou, the sole shareholder of YYEM (the “YYEM Seller”) for a combined $56 million (the “Acquisition”). $16.5 million of this amount was paid in cash pursuant to the Purchase Agreement, and the balance was required to be paid in shares pursuant to the Exchange Agreement following approval by shareholders and by Nasdaq. The Exchange Agreement also called for an inducement payment to the Company of $5 million by YYEM.

Nasdaq approved the transaction on November 18, 2024, and the closing of the Acquisition took place on November 21. As a result of this transaction, a change of control was effected. The shareholders of YYEM became the owners of approximately 75.3% of the issued and outstanding shares of common stock, and five directors were appointed by the YYEM Seller to replace the prior directors who had resigned. Slinger Bag Americas Inc., the Company’s wholly owned subsidiary prior to the closing, was sold to a newly established Florida limited liability company called J&M Sports LLC (“J&M”), owned by several former directors and officers of the Company, as required by the Exchange Agreement. In receiving substantially all of the then-existing assets of the Company at the closing, J&M also became responsible for all past and future liabilities related to the Slinger Bag business.

The transactions were accounted for as a “reverse acquisition” since they occurred immediately following the consummation of the transaction through which the shareholders and management of YYEM gained effective control of the combined company. The management of the Company is drawn predominantly from YYEM.

SEC Form 10-Q filed by AiRWA Inc.