Business Context and Reporting Period
This Form 8-K is filed by Connexa Sports Technologies Inc. (trading symbol: CNXA) on October 30, 2024. The report addresses a material change in the company's independent registered public accounting firm. The company is incorporated in Delaware and its principal executive offices are located in Baltimore, MD.
Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on the change of auditors.
Material Changes
- Dismissal of Auditor: The Board of Directors and Audit Committee dismissed Olayinka Oyebola & Co (OOC) as the independent registered public accounting firm, effective immediately.
- Engagement of New Auditor: The company engaged Bush & Associates CPA (B&A) as the new independent registered public accounting firm for the fiscal year ending April 30, 2025.
- Reason for Change: The dismissal was necessitated by charges brought by the U.S. Securities and Exchange Commission (SEC) against OOC for allegedly aiding and abetting securities fraud. Management stated the risk of continuing with OOC was no longer tolerable.
- Audit History: OOC had audited the consolidated financial statements for the fiscal years ended April 30, 2023, and 2024. Their reports did not contain adverse opinions, disclaimers, or qualifications, other than an explanatory paragraph regarding the company's ability to continue as a going concern.
- Disagreements: There were no disagreements with OOC regarding accounting principles, practices, financial statement disclosures, or auditing scope during their engagement.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, outlook, or management commentary on future operations. The primary risk disclosed is the regulatory action against the former auditor, which prompted the immediate change in accounting firm to mitigate risk to the company.
Key Facts for Investor Verification
- Verify the specific nature of the SEC charges against the former auditor, Olayinka Oyebola & Co.
- Confirm the status of the "going concern" explanatory paragraph noted in the 2023 and 2024 audit reports.
- Review the letter from OOC (Exhibit 16.1) to ensure they agree with the company's statements regarding the dismissal and lack of disagreements.
- Monitor future filings for the first financial statements audited by the new firm, Bush & Associates CPA.