What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2023-07-18 compared with 2017-08-04 · 84 added, 61 removed, 1 unchanged (99% of the section changed)

MARKET FOR EQUITY SECURITIES AND OTHER SHAREHOLDER MATTERS

MARKET INFORMATION

As of August 4, 2017, the 5,475,000 issued and outstanding shares of common stock were held by a total of 11 shareholders of record.

We have never paid or declared any dividends on our common stock and do not anticipate paying cash dividends in the foreseeable future.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS

We currently do not have any equity compensation plans.

MARKET FOR COMPANY’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

of April 30, 2022, our shares of common stock were quoted on the OTCQB by the OTC Markets Group Inc.

of the Financial Industry Regulatory

Authority, Inc.

(“FINRA”) under the symbol “SLBG” (since November 2019).

On April 7, 2022, the Company effected

a name change to Connexa Sports Technologies Inc.

and a ticker symbol change from “SLBG” to “CNXA”.

2022, the Company uplisted its shares of common stock to the Nasdaq Capital Market where its shares of common stock now trade.

Quarter Ended

April 30, 2022

January 31, 2022

October 31, 2021

July 31, 2021

April 30, 2021

On May 17, 2023, there were 235 holders of

record of our common stock, as reported by the Company’s transfer agent.

In computing the number of holders of record, each broker-dealer

and clearing corporation holding shares on behalf of its customers is counted as a single shareholder.

have never declared or paid any cash dividends on our common stock nor do we anticipate paying any in the foreseeable future.

we expect to retain any future earnings to finance our operations and expansion.

The payment of cash dividends in the future will be

at the discretion of our Board of Directors.

Compensation Plans

November 11, 2020, the Board of Directors of the Company approved the Slinger Bag Inc.

Global Share Incentive Plan (2020), or the 2020

Plan, which was approved by stockholders holding in the aggregate 19,994,700 shares of the Company’s common stock, or approximately

75.4% of the Company’s common stock outstanding on such date.

The 2020 Plan provides for the grant of awards which are incentive

stock options (“ISOs”), non-qualified stock options (“NQSOs”), unrestricted stock, restricted stock, restricted

stock units, performance stock and other equity-based and cash awards or any combination of the foregoing, to eligible key management

employees, non-employee directors, and non-employee consultants of the Company or any of its subsidiaries (each a “participant”)

(however, solely employees of the Company and its subsidiaries are eligible for incentive stock option awards).

Company has reserved a total of 1,500,000 shares for issuance under awards to be made under the 2020 Plan, all of which may, but need

not, be issued in connection with ISOs.

To the extent that an award lapses, expires, is canceled, is terminated unexercised or ceases

to be exercisable for any reason, or the rights of its holder terminate, any shares subject to such award shall again be available for

the grant of a new award.

The 2020 Plan shall continue in effect, unless sooner terminated, until the tenth (10th) anniversary of the

date on which it was adopted by the Board of Directors (except as to awards outstanding on that date).

The Board of Directors in its

discretion may terminate the 2020 Plan at any time with respect to any shares for which awards have not theretofore been granted;

however, that the 2020 Plan’s termination shall not materially and adversely impair the rights of a holder, without the consent

of the holder, with respect to any award previously granted.

new hires, non-employee directors and additional non-employee consultants are eligible to participate in the 2020 Plan as well.

of awards to be granted to officers, non-employee directors, employees and non-employee consultants cannot be determined at this time

as the grant of awards is dependent upon various factors such as hiring requirements and job performance.

Sales of Unregistered Securities;

Use of Proceeds from Registered Securities

May 1, 2021, the Company has issued an aggregate of 6,881,655 shares of its common stock consisting of:

June 16, 2022, we issued 4,389,469 shares of common stock to the investors who purchased on August 6, 2021 our 8% Senior Convertible

Note in an aggregate principal amount of $11,000,000.

June 27, 2022, we issued 25,000 shares of common stock to Gabriel Goldman for consulting services performed in the first quarter of calendar

2022 (Gabriel Goldman became a director of the Company on June 15, 2022).

August 25, 2022, we issued 30,000 shares of common stock to Midcity Capital Ltd (“Midcity”) pursuant to a cashless conversion

of warrants Midcity received from its warrant agreement with company dated March 2020.

On August 25, 2022, we issued 30,000 shares of common

stock to Midcity Capital Ltd (“Midcity”) pursuant to a cashless conversion of warrants Midcity received from its warrant agreement

with company dated March 2020.

On September 28, 2022, we issued 1,018,510 shares

of common stock and pre-funded warrants (the “Pre-Funded Warrants”) to purchase an aggregate of 11,802,002 shares of its common

stock, together with accompanying common stock warrants, at a combined purchase price of $0.39 per share of the common stock and associated

common stock warrant and $0.3899 per Pre-Funded Warrant and associated common stock warrants to Armistice Capital Master Fund Ltd.

Pre-Funded Warrants have an exercise price of $0.00001 per share of common stock and are exercisable until the Pre-Funded Warrants are

exercised in full.

The shares of common stock and Pre-Funded Warrants were sold in the offering together with common stock warrants to

purchase 12,820,512 shares of common stock at an exercise price of $0.39 per share and a term of five years following the initial exercise

date (the “5-Year Warrants”) and warrants to purchase 25,641,024 shares of common stock at an exercise price of $0.43 per

share and a term of seven and one half years (the “7.5-Year Warrants”) following the initial exercise date (collectively,

the “September Warrants”.

6, 2023, the Company issued warrants to purchase 9,049,774 shares of the Company’s common stock (the “January Warrants”).

The January Warrants have an exercise price per share equal $0.221.

The company used the net proceeds it received from

its registered offering on June 14, 2022 (i.e., $4,195,000) for the following purposes (dollars in thousands):

Use of Net Proceeds

Working Capital

Repayment of Midcity Capital loan (1)

Payment to Mr.

more information, see “Management’s Discussion and Analysis of Results of Operations and Financial

Condition—Description of Indebtedness—Loan Agreements .”

more information, see “ Management’s Discussion and Analysis of Results of Operations and Financial

Condition—Overview—Gameface Acquisition.”

Purchases of Equity Securities

SELECTED FINANCIAL DATA

Not Applicable.

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULT OF OPERATIONS

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this annual report.

The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs.

Our actual results could differ materially from those discussed in the forward looking statements.

Factors that could cause or contribute to such differences include, but are not limited to those discussed below and elsewhere in this Annual Report.

Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

RESULTS OF OPERATIONS

Our financial statements have been prepared assuming that we will continue as a going concern and, accordingly, do not include adjustments relating to the recoverability and realization of assets and classification of liabilities that might be necessary should we be unable to continue in operation.

We expect we will require additional capital to meet our long term operating requirements.

We expect to raise additional capital through, among other things, the sale of equity or debt securities.

Our net income for the fiscal year ended April 30, 2017 was $3,792 compared to a net loss of $814 during the period from Inception (July 12, 2015) to April 30, 2016.

During fiscal year ended April 30, 2017 we have generated $14,700 in revenue.

For the period from Inception (July 12, 2015) to April 30, 2016, we have not generated any revenue.

During the fiscal year ended April 30, 2017, we incurred expenses of $10,908 compared to $814 incurred during the period from Inception (July 12, 2015) to April 30, 2016.

LIQUIDITY AND CAPITAL RESOURCES

As of April 30, 2017 our total assets were $19,365 compared to $5,100 in total assets at April 30, 2016.

As of April 30, 2017, our total liabilities were $6,987 compared to $914 in total liabilities at April 30, 2016.

Stockholders equity increased from $4,186 as of April 30, 2016 to $12,378 as of April 30, 2017.

The weighted average number of shares outstanding was 5,004,054 for the year ended April 30, 2017 compared to 34,013 for the period from Inception (July 12, 2015) to April 30, 2016.

Cash Flows from Operating Activities

For the year ended April 30, 2017, net cash flows provided by operating activities was $9,270.

Net cash flows used in operating activities was $814 for the period from inception (July 12, 2015) to April 30, 2016.

Cash Flows from Investing Activities

We used $3,000 in investing activities for the year ended April 30, 2017.

Cash Flows from Financing Activities

We have financed our operations primarily from either advancements from the Companys chief executive officer or the issuance of equity and debt instruments.

For the year ended April 30, 2017, net cash flows from financing activities was $4,600 received from proceeds from issuance of common stock and loans from a director.

For the period from inception (July 12, 2015) to April 30, 2016, net cash flows from financing activities was $5,914 received from proceeds from issuance of common stock and advance from director.

PLAN OF OPERATION AND FUNDING

We expect that working capital requirements will continue to be funded through a combination of our existing funds and further issuances of securities.

Our working capital requirements are expected to increase in line with the growth of our business.

Existing working capital, further advances and debt instruments, and anticipated cash flow are expected to be adequate to fund our operations over the next six months.

We have no lines of credit or other bank financing arrangements.

Generally, we have financed operations to date through the proceeds of the private placement of equity and debt instruments.

In connection with our business plan, management anticipates additional increases in operating expenses and capital expenditures relating to:

(i) developmental expenses associated with a start-up business and (ii) marketing expenses.

We intend to finance these expenses with further issuances of securities, and debt issuances.

Thereafter, we expect we will need to raise additional capital and generate revenues to meet long-term operating requirements.

Additional issuances of equity or convertible debt securities will result in dilution to our current shareholders.

Further, such securities might have rights, preferences or privileges senior to our common stock.

Additional financing may not be available upon acceptable terms, or at all.

If adequate funds are not available or are not available on acceptable terms, we may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict our business operations.

MATERIAL COMMITMENTS

As of the date of this Annual Report, we do not have any material commitments.

PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intend to purchase any significant equipment during the next twelve months.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this Annual Report, we do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

GOING CONCERN

The independent auditors' report accompanying our April 30, 2017 and April 30, 2016 financial statements contains an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern.

The financial statements have been prepared "assuming that we will continue as a going concern,"

which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

applicable to smaller reporting companies.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K/A

Item 5. Market for Registrant’s Common Equity