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YYAI on Nasdaq

AIRWA INC.

AIRWA INC. is an American computer programming, data processing services company based in Smyrna.1 Its shares trade on Nasdaq under the symbol YYAI.1

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Last updated Oct 21, 2026.

Overview

$25.8MRevenue, fiscal 20262
-$17.6MNet income, fiscal 20262

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  • TickerYYAI on Nasdaq1
  • IndustryServices-Computer Programming, Data Processing, Etc.1
  • HeadquartersSmyrna, Delaware1
  • Incorporated inDE3
  • Business address74 E. Glenwood Ave. #320, Smyrna, De 199773
  • Filer categoryNon-accelerated filer, Smaller reporting company3
  • Legal formCorporation

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Match Group), where the market is mature, technology is well integrated in people’s lives, and penetration rates are high.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2026

12.9%Gross margin2
-23.7%Operating margin2
-68.0%Net margin2
101.3%Revenue growth, 20262
-10.3%Return on equity2

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Advertising brought in 46% of the revenue AIRWA INC. broke down this way in fiscal 2026.

  1. Advertising$12.0M246%
  2. Royalty$7.2M228%down 43% from 2025
  3. AI Services$6.6M226%
Products and services by year
Products and services20252026
Advertising$12.0M
Royalty$12.8M$7.2M
AI Services$6.6M

Regions

Singapore brought in 53% of the revenue AIRWA INC. broke down this way in fiscal 2026.

  1. Singapore$13.7M253%
  2. Hong Kong$4.7M218%down 11% from 2025
  3. United States$2.0M28%down 53% from 2025
  4. United Kingdom$1.5M26%down 53% from 2025
  5. MY$1.3M25%
  6. VN$888.3K23%
  7. Brazil$780.0K23%
  8. Taiwan$651.7K23%
  9. PH$180.0K21%
Regions by year
Regions20252026
Singapore$13.7M
Hong Kong$5.3M$4.7M
United States$4.3M$2.0M
United Kingdom$3.2M$1.5M
MY$1.3M
VN$888.3K
Brazil$780.0K
Taiwan$651.7K
PH$180.0K

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue87¢$22.5M
  • Other costs9¢$2.3M
  • Income tax4¢$1.1M

Out of $25.8M in revenue.2 The company lost money this year.

Financial statements

Revenue678910112$25.8M in 2026
0$10.0M$20.0M$30.0M2019: $0$020192020: $686.2K$686.2K20202021: $10.8M$10.8M2021+1475%2022: $16.1M$16.1M2022+49%2023: $9.9M$9.9M2023−38%2024: $5.2M$5.2M2024−48%2025: $12.8M$12.8M2025+147%2026: $25.8M$25.8M2026+101%
Gross profit78910112$3.3M in 2026
-$5.0M0$5.0M$10.0M2020: -$684.7K-$684.7K20202021: $3.1M$3.1M20212022: $4.2M$4.2M2022+35%2023: $2.8M$2.8M2023−34%2024: $4.0M$4.0M2024+45%2025: $9.8M$9.8M2025+145%2026: $3.3M$3.3M2026−66%
Operating income1278910112-$6.1M in 2026+21544% since 2019
-$60.0M-$40.0M-$20.0M0$20.0M2019: -$28.3K-$28.3K20192020: -$6.9M-$6.9M2020+24352%2021: -$3.7M-$3.7M2021−46%2022: -$46.7M-$46.7M2022+1153%2023: -$22.0M-$22.0M2023−53%2024: $3.9M$3.9M20242025: $6.6M$6.6M2025+71%2026: -$6.1M-$6.1M2026
Net income1278910112-$17.6M in 2026+61975% since 2019
-$80.0M-$60.0M-$40.0M-$20.0M0$20.0M2019: -$28.3K-$28.3K20192020: -$9.2M-$9.2M2020+32520%2021: -$18.6M-$18.6M2021+102%2022: -$51.8M-$51.8M2022+178%2023: -$71.2M-$71.2M2023+37%2024: $2.6M$2.6M20242025: $3.5M$3.5M2025+33%2026: -$17.6M-$17.6M2026

Every line of the income statement as filed: the last 2 fiscal years, latest first.2

Period ending2026-04-302025-04-30
REVENUE$25.8M$12.8M
COST OF REVENUE$22.5M$3.0M
GROSS PROFIT$3.3M$9.8M
Selling and marketing expenses$746.2K
General and administrative expenses$8.7M$3.3M
Total Operating Expenses$9.5M$3.3M
OPERATING (LOSS)/INCOME-$6.1M$6.6M
Overprovision of prior year income tax$3.3M
Shares guarantee income$427.8K$330.5K
Interest income$72.7K$65.4K
Total Non-Operating Income$3.8M$395.8K
Amortization of intangible assets-$4.5M
Impairment of intangible assets-$7.5M
Loss on write-off of investment-$955.0K
Impairment loss amount due from a director-$2.6M
Impairment loss other receivables-$300.0K
Loss on investments at fair value, net-$427.8K-$330.5K
Total Non-Operating Expense-$16.3M-$330.5K
NET (LOSS)/INCOME FROM OPERATIONS BEFORE INCOME TAX EXPENSE-$18.6M$6.6M
Income tax benefit/(expense)$1.1M-$2.0M
NET (LOSS)/INCOME-$17.6M$4.6M
NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST-$1.1M
NET (LOSS)/INCOME ATTRIBUTABLE TO CONTROLLING INTEREST-$17.6M$3.5M
Net (loss)/income per share - basic-$752.73$10,842.51
Net (loss)/income per share - diluted-$752.73$10,842.51
Weighted average common shares outstanding - basic23.3K shares322 shares
Weighted average common shares outstanding - diluted23.3K shares322 shares

Compare AIRWA INC. with another company

Corporate structure

AIRWA INC. sits at the top of its group. 4 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of AIRWA INC.

  • Mario Stifano Filed SCHEDULE 13D on AIRWA INC., latest Aug 7, 2026
  • Hongyu Zhou Filed SCHEDULE 13D on AIRWA INC., latest Jan 23, 2026 (3 filings since Nov 17, 2025)
  • Michael Anthony Belfiore Filed SCHEDULE 13D/A on AIRWA INC., latest Oct 30, 2025 (4 filings since Oct 20, 2025)
  • Singh Varun Singh Amar Filed SCHEDULE 13G on AIRWA INC., latest Oct 27, 2025
  • Prosperity Age Ltd Filed SC 13G on AIRWA INC., latest Sep 9, 2024
  • Winz Technology Co., Ltd Filed SC 13G on AIRWA INC., latest Sep 9, 2024
  • Xingtan Enterprise Management Co., Ltd Filed SC 13G on AIRWA INC., latest Sep 9, 2024
  • ARMISTICE CAPITAL, LLC Filed SC 13G/A on AIRWA INC., latest Feb 14, 2024 (2 filings since Feb 14, 2023)
  • Sapir LLC Filed SC 13D on AIRWA INC., latest Nov 29, 2023
  • Hyperscale Data, Inc. Filed SC 13D/A on AIRWA INC., latest Oct 7, 2022 (5 filings since Jul 8, 2022)
  • AIRWA INC. Smyrna, Delaware
    • Hongkong Best Life Trade Co., Limited Subsidiary · Hong Kong
    • Rafael AI Sdn. Bhd. Subsidiary · Malaysia
    • Yuanyu Enterprise Management Co., Limited Subsidiary · Hong Kong

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What AIRWA INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Accumulated depreciation$1.4M2 Apr 30, 2026$2.2K12 Apr 30, 2019+63368.1%
Property and equipment, net$1.3M2 Apr 30, 2026$14.8K10 Apr 30, 2023+8673.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$12.8M2 Apr 30, 2026$54.7K2 Apr 30, 2025+23245.4%
Marketable securities, current$1.4M2 Apr 30, 2025$1.7M11 Apr 30, 2024−19.3%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$58.3M2 Apr 30, 2026$6.8M9 Apr 30, 2022+760.0%
Finite-lived intangibles, gross$91.3M2 Apr 30, 2026$14.9M11 Apr 30, 2025+513.2%
Accumulated amortization$12.9M2 Apr 30, 2026$4.4M2 Apr 30, 2025+193.9%
Finite-lived intangibles, net$91.3M2 Apr 30, 2026$10.5M2 Apr 30, 2025+768.5%
Customer relationships, net$42.0M2 Apr 30, 2026

Properties, in its own words

As of the date of this report, we do not own any properties. Our principal office is located at 28/F, The Galaxy, 313 Castle Peak Road, Kwai Chung, New Territories, Hong Kong. The lease on that office will expire on June 14, 2027. Rafael AI is based at B-3-12, Ioi Boulevard, Bandar Puchong Jaya, Puchong, Selangor, Malaysia. Best Life’s registered office is at 8/F, Block C, Fou Wah Industrial Building, 10-16 Pun Shan Street, Tsuen Wan, Kowloon, Hong Kong, and its current warehouse facility is located at B28, 3/F, Block B, Cambridge Plaza, 188 San Wan Road, Sheung Shui, New Territories, Hong Kong.

Item 2 of the 10-K filed Sep 21, 2026.5

Leadership

Who has led AIRWA INC., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Mike Ballardie2022–2023
  2. Yonah Kalfa2023
  3. Thomas Joseph Tarala2024

Chief financial officer

  1. Jason Paul Seifert2022
  2. Guibao Ji2026–now
2025
Board members and other officers (9)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive OfficerPaul John McKeown named Feb 23, 202226
  • No cash was received. The issuer exchanged its shares for shares of Flixsense in acquiring the entire share capital of Flixsense.Thomas John Dye named Feb 23, 202226
  • DirectorChenlong Liu named Jul 15, 202527

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Hongkong Best Life Trade Co., Limited Hong Kong4
  • Rafael AI Sdn. Bhd. Malaysia4
  • Yuanyu Enterprise Management Co., Limited Hong Kong4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Connexa Sports Technologies Inc.Sep 23, 2021 to Oct 6, 20253
  • Slinger Bag Inc.Dec 10, 2019 to May 2, 20223
  • LAZEX INC.Nov 7, 2016 to Sep 19, 20193

Timeline

  1. Oct 14, 20268-K Financial statements and exhibits28
  2. Aug 28, 20268-K Listing notice or transfer; Regulation FD disclosure29
  3. Aug 19, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure30
  4. Jul 30, 20268-K Completed an acquisition or sale; Regulation FD disclosure31
  5. Jul 27, 20268-K Entered a material agreement; Completed an acquisition or sale; Regulation FD disclosure32
  6. Jul 16, 20268-K Executive or director change33
  7. Jun 8, 20268-K Executive or director change34
  8. May 19, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure35
  9. Apr 22, 20268-K Shareholder vote36
  10. Apr 20, 20268-K Financial statements and exhibits37
  11. Feb 5, 20268-K Entered a material agreement; Completed an acquisition or sale38
  12. Jan 15, 20268-K Entered a material agreement; Unregistered sale of shares39
  13. Dec 10, 2024New chief executive Thomas Joseph Tarala becomes CEO16
  14. Sep 12, 2023New chief executive Yonah Kalfa becomes CEO17
  15. Jun 15, 2022New chief executive Mike Ballardie becomes CEO18

Filings

258 filings to the SEC since October 2021: 8 annual reports, 17 quarterly reports, 89 major events, 35 insider forms, 20 large holders, 2 private raises, 87 other. The latest 20:

  1. Oct 14, 20268-K/A EDGAR
  2. Sep 22, 202610-Q EDGAR
  3. Sep 21, 202610-K EDGAR
  4. Sep 17, 20263 EDGAR
  5. Sep 17, 20263 EDGAR
  6. Sep 17, 20263 EDGAR
  7. Sep 14, 2026NT 10-Q EDGAR
  8. Aug 28, 20268-K EDGAR
  9. Aug 19, 20268-K EDGAR
  10. Aug 14, 20264 PRIMARY DOCUMENT EDGAR
  11. Aug 11, 20264 PRIMARY DOCUMENT EDGAR
  12. Aug 11, 20263 PRIMARY DOCUMENT EDGAR
  13. Aug 7, 2026SCHEDULE 13D EDGAR
  14. Aug 6, 20263 PRIMARY DOCUMENT EDGAR
  15. Aug 6, 20264 PRIMARY DOCUMENT EDGAR
  16. Jul 30, 2026NT 10-K EDGAR
  17. Jul 30, 20268-K EDGAR
  18. Jul 27, 20268-K EDGAR
  19. Jul 16, 20268-K EDGAR
  20. Jun 8, 20268-K EDGAR

The 258 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

24 open-market trades by officers, directors and large owners since October 2021: 18 buys and 6 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 11, 2026HRT FINANCIAL LP10% ownerSale885,977$0.08$70.9KForm 4
Aug 10, 2026HRT FINANCIAL LP10% ownerSale421,879$0.08$33.8KForm 4
Aug 7, 2026HRT FINANCIAL LP10% ownerBuy75,985$0.08$6.1KForm 4
Aug 4, 2026HRT FINANCIAL LP10% ownerSale414,525$0.02$8.3KForm 4
Apr 10, 2026Zhou HongyuDirectorBuy10,000$0.91$9.1KForm 4
Jan 21, 2026Zhou HongyuDirectorBuy4,215,000$1.37$5.8MForm 4
Jan 12, 2026Zhou HongyuDirectorBuy744,496$1.41$1.0MForm 4
Jan 11, 2026Zhou HongyuDirectorBuy365,426$1.23$449.5KForm 4
Jan 8, 2026Zhou HongyuDirectorBuy139,097$1.21$168.3KForm 4
Jan 7, 2026Zhou HongyuDirectorBuy50,000$1.03$51.5KForm 4
Jan 6, 2026Zhou HongyuDirectorBuy123,088$1.02$125.5KForm 4
Jan 5, 2026Zhou HongyuDirectorBuy16,830$1.00$16.8KForm 4
Oct 27, 2025Belfiore Michael AnthonyBuy6,133$2.91$17.8KForm 4
Oct 10, 2025Belfiore Michael AnthonyBuy20,190$0.19$3.8KForm 4
Oct 8, 2025Belfiore Michael AnthonyBuy3,192,905$0.32$1.0MForm 4
Sep 8, 2022BitNile Holdings, Inc.10% ownerSale5,000$0.79$4.0KForm 4
Sep 7, 2022BitNile Holdings, Inc.10% ownerSale70,100$0.88$61.7KForm 4
Aug 25, 2022BitNile Holdings, Inc.10% ownerSale39,990$1.00$40.0KForm 4
Aug 4, 2022BitNile Holdings, Inc.10% ownerBuy19,000$1.11$21.1KForm 4
Aug 3, 2022BitNile Holdings, Inc.10% ownerBuy1,000$1.16$1.2KForm 4

All 24 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Thomas Tarala60$1.3M50
2025Mike Ballardie$600.0K$900.0K50
2025Yonah Kalfa$340.1K$425.1K50
2025Judah Honickman$178.0K$222.5K50
2025Guibao Ji62$111.1K50
2024Mike Ballardie$324.7K$1.1M50
2024Yonah Kalfa$441.0K50
2024Judah Honickman$190.2K$341.3K50

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Jun 30, 2025Raised $4.6 million in a private offering of equity Form D: 15 investors so far Form D
  2. Feb 4, 2022Raised $5.9 million in a private offering of equity Form D: 7 investors so far Form D

SEC filer profile

How AIRWA INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARAIRWA INC.1
  • CIK0001674440
  • Employer ID (EIN)61-17896405
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsApril 301
  • Industry code (SIC)7370 Services-Computer Programming, Data Processing, Etc.1
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance1
  • Business address74 E. Glenwood Ave. #320, Smyrna, DE 199771
  • Phone(443) 407-75641
  • Shares outstanding4,581,917 shares as of Sep 18, 20265
  • Public float$42.5M as of Oct 31, 20265
  • AuditorEnrome LLP, Singapore PCAOB ID 69075
  • On EDGAR sinceNov 7, 20161
  • Filings332 in all: 8-K (108), 10-Q (28), CORRESP (20), 3 (16), 4 (16), UPLOAD (14), S-1/A (12), 10-K (10)1
    All 40 form types

    NT 10-Q (10), NT 10-K (9), EFFECT (8), 8-K/A (7), S-1 (7), 424B3 (6), SC 13G (5), 10-K/A (4), SC 13D/A (4), SCHEDULE 13D (4), SCHEDULE 13D/A (4), 10-Q/A (3), 424B5 (3), DEF 14A (3), PRE 14A (3), PRE 14C (3), S-3/A (3), 4/A (2), 5 (2), D (2), DEF 14C (2), DEFA14A (2), SC 13D (2), SC 13G/A (2), 424B4 (1), 8-A12B (1), CERT (1), DEFR14A (1), DEFR14C (1), S-3 (1), S-8 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Sep 21, 2026
    Quarterly report (10-Q) Sep 22, 2026
    Proxy statement (DEF 14A) Apr 6, 2026
    Latest 8-K (8-K) Aug 28, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.001 par valueYYAINasdaq

From the cover page of the 10-K filed Sep 21, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks AIRWA INC. names in Item 1A of its 10-K filed Sep 21, 2026: 73 risks under these headings, as written.5

  • Risks Related to Our Business, Operations, Industry, Legal, and Regulatory Requirements
  • AI Services Business
  • Our business depends on our ability to develop and successfully deploy artificial intelligence technologies, and our failure to do so could adversely affect our business, results of operations and financial condition.
  • The use of client data to train or customize AI models creates significant security, privacy, confidentiality, and data-rights risks.
  • Our efforts to provide secure, client-specific AI models may not prevent unintended disclosure or cross-client exposure of confidential information.
  • Our clients’ data may not be available to us on terms sufficient to operate and improve our AI solutions, and disputes concerning data ownership and usage rights could adversely affect our business.
  • AI-generated outputs may be inaccurate, biased, inappropriate, or otherwise defective, which could expose us to liability and harm our reputation.
  • The legal and regulatory environment governing AI, data privacy, and the use of data for AI training is rapidly evolving, and changes in laws and regulations could increase our costs, restrict our operations, or expose us to liability.
  • Our use of third-party AI models, cloud infrastructure, software, and other technologies exposes us to additional risks and dependencies.
  • Our AI models and other technologies may infringe or misappropriate the intellectual property or other rights of third parties, or we may be unable to adequately protect our own intellectual property.
  • Our highly competitive and rapidly changing market may make it difficult for us to maintain or increase our market share.
  • Our ability to attract and retain highly skilled personnel is critical to our success.
The other 63 risks
  • Our sales cycles may be lengthy and unpredictable, and our business may depend on our ability to demonstrate the value and security of our solutions to prospective clients.
  • Failure to successfully implement our solutions or meet contractual requirements could result in customer disputes, loss of customers, and liability.
  • Our business may be adversely affected by service interruptions, system failures or other disruptions to our operations.
  • We may be subject to significant contractual, indemnification, and other liabilities arising from our use of client data and the operation of our AI solutions.
  • Our international operations may expose us to additional legal, regulatory, operational, and economic risks.
  • Our financial results may fluctuate, and our growth may not continue at historical or anticipated rates.
  • If we fail to effectively manage our growth, our business and results of operations could be adversely affected.
  • Our compliance obligations may increase as the legal and regulatory environment surrounding AI, privacy, and cybersecurity develops.
  • Technology Licensing Business
  • We are dependent on third parties for a significant portion of our revenue through intellectual property licensing agreements, and we may not realize the expected benefits of such arrangements.
  • The love and marriage market sector, including matchmaking apps, is competitive, with low switching costs and a consistent stream of new services and entrants, and innovation by competitors may disrupt our business.
  • The limited operating history and geographic reach of YYEM’s brands and services make it difficult to evaluate our current business and future prospects.
  • If our licensees fail to add users, our revenue, financial results, and business may be significantly harmed.
  • Distribution and marketing of, and access to, the online services offered by us and our licensees may rely, in significant part, on a variety of third-party platforms, in particular, mobile app stores. If these third parties limit, prohibit, or otherwise interfere with features or services or change their policies in any material way, it could adversely affect our business, financial condition, and results of operations.
  • The success of our licensees’ services for end users will depend in part on our ability, or our licensees’ ability, to access, collect, and use personal data about users and subscribers.
  • Challenges properly managing the use of artificial intelligence could result in reputational harm, competitive harm, and legal liability.
  • Foreign currency exchange rate fluctuations may adversely affect our results of operations.
  • We depend on our key personnel.
  • We may not be able to protect our systems and infrastructure from cyberattacks and may be adversely affected by cyberattacks experienced by third parties.
  • We may fail to adequately protect our intellectual property rights or may be accused of infringing the intellectual property rights of third parties.
  • We intend to expand to various international markets, including markets in which we have limited experience, and as a result, we face additional risks in connection with those operations.
  • Advertising Business
  • Our business depends on our ability to maintain relationships with third-party advertising agencies and other intermediaries, and the loss or deterioration of those relationships could materially adversely affect our business.
  • Our limited role in the advertising process may make our business susceptible to being bypassed by advertisers and third-party intermediaries.
  • Our revenue depends on the advertising expenditure of advertisers that we introduce and on the compensation arrangements we maintain with third-party intermediaries.
  • The third-party intermediaries with which we work may lose or materially alter their relationships with Google, Meta, TikTok and other digital advertising platforms, which could indirectly adversely affect our business.
  • We may be unable to identify and establish relationships with a sufficient number of qualified third-party intermediaries.
  • We face competition from advertising agencies, digital marketing companies, and other providers that may be able to perform the intermediary function themselves or eliminate the need for our services.
  • We may have limited ability to monitor transactions resulting from our introductions and to enforce our rights to receive compensation.
  • Our reputation and business could be harmed by the conduct or performance of third-party advertising agencies and other intermediaries with which we work.
  • Changes in the policies, technology, and business practices of digital advertising platforms could indirectly adversely affect our business.
  • International Trading Business
  • Our business is substantially dependent on global trade, and declines or disruptions in international commerce could materially adversely affect our business.
  • Changes in tariffs, trade restrictions, and trade policies could materially adversely affect our business, and We may be unable to accurately predict changes in tariffs and other trade policies.
  • Our business is exposed to geopolitical risks and international political instability.
  • We depend on suppliers and manufacturers, and disruptions affecting our suppliers could adversely affect our business.
  • We may be exposed to supplier quality and product-compliance risks.
  • Changes in supplier relationships could adversely affect our margins.
  • Our business depends on our ability to maintain and expand our relationships with the online platforms, retail stores, and other distribution channels that we use.
  • We may be unable to accurately forecast demand, resulting in excess or insufficient inventory.
  • Inventory losses, theft, or damage could adversely affect us.
  • Inventory requires substantial working capital.
  • Disruptions to transportation and logistics, or increases in related costs, could adversely affect our business.
  • Fluctuations in foreign currency exchange rates, or currency controls, could adversely affect our results.
  • Failure to comply with government regulations, including customs laws, export-control laws, and economic sanctions, could result in significant liability.
  • We are subject to anti-corruption laws in overseas jurisdictions.
  • Our business may require substantial working capital.
  • We depend on key personnel with specialized international trading expertise.
  • We face significant competition.
  • We may face product liability claims or contractual disputes
  • General Business-Related Risks
  • We are subject to litigation, and adverse outcomes in such litigation could have an adverse effect on our financial condition.
  • Our operations are subject to volatile global economic conditions, particularly those that adversely impact consumer confidence and spending behavior.
  • Our financial results may be adversely affected if substantial investments in businesses and operations fail to produce the expected returns.
  • We may need additional capital in the future to finance our planned growth, which we may not be able to raise or which may only be available on terms unfavorable to us or our stockholders, and this may result in our inability to fund our working capital requirements and harm our operating results.
  • Our internal controls may be inadequate, which could cause our financial reporting to be unreliable and lead to misinformation being disseminated to the public.
  • If we fail to maintain effective internal controls over financial reporting, then the price of the Common Stock may be adversely affected.
  • The costs of being a public company could result in us being unable to continue as a going concern.
  • Fluctuations in our tax obligations and effective tax rate may have a negative effect on our operating results.
  • We could be subject to changes in tax rates, adoption of new tax laws, additional tax liabilities, or increased volatility in our effective tax rate.
  • For as long as we are a “smaller reporting company,” we will not be required to comply with certain reporting requirements that apply to other publicly reporting companies. We cannot predict whether the reduced disclosure requirements applicable to smaller reporting companies will make our Common Stock less attractive to investors.
  • Risks Related to Doing Business in Hong Kong
  • A joint statement by the SEC and the PCAOB, rule changes by Nasdaq, the HFCAA and AHFCAA, and the Consolidated Appropriations Act all call for additional and more stringent criteria to be applied to emerging market companies upon assessing the qualification of their auditors, especially non-U.S. auditors who are not inspected by the PCAOB. These developments could add uncertainty to our continued listing.
  • The Chinese government, in general, could exercise significant oversight and discretion over the conduct of our business and has made statements indicating an intent to exert more oversight and control over offerings that are conducted overseas and over foreign investment in China-based issuers.
  • Greater oversight by the CAC over data security, particularly for companies seeking to list on a foreign exchange, could adversely impact our business and our offering.
  • In the future, YYEM may be subject to PRC laws and regulations, including those regarding corporate structure, overseas listings, data- and cybersecurity, and anti-monopoly concerns, which could result in a material negative impact on its operations and the value of the securities we are registering for sale.
  • We are subject to risks relating to economic, political, legal, and social conditions in Hong Kong.
  • The Law of the PRC on Safeguarding National Security in the Hong Kong Special Administrative Region (the “Hong Kong National Security Law”) could impact YYEM’s operations in Hong Kong.

Legal proceedings

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As of the date of issuance, there were no pending or threatened legal proceedings that could reasonably be expected to have a material effect on the results of the Company’s operations. There are also no proceedings in which any of the Company’s directors, officers, or affiliates is an adverse party to the Company or has a material interest adverse to the Company’s interest.

None of our executive officers or directors has (i) been involved in any bankruptcy proceedings within the last five years, (ii) been convicted in or has pending any criminal proceedings (other than traffic violations and other minor offenses), (iii) been subject to any order, judgment, or decree enjoining, barring, suspending, or otherwise limiting involvement in any type of business, securities, or banking activity, or (iv) been found to have violated any Federal, state, or provincial securities or commodities law where such finding has not been reversed, suspended, or vacated.

The opening of Item 3, Legal Proceedings.5

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