Form 10-K Slinger Bag Inc. For: Apr 30

History
of our Company 

Lazex
Inc. (the “Company” or “Slinger”), was fashioned on July 12, 2015 as a Nevada company. From its inception till
September 13, 2019, the Company was within the enterprise of offering journey consulting and tour information
providers. On September 16, 2019, Slinger Bag Americas Inc. (“Slinger Bag Americas”) acquired
20,000,000 shares of the Company’s frequent inventory from its then shareholders. On September 16, 2019, the Company acquired
100% of the excellent shares of Slinger Bag Americas when the then proprietor of Slinger Bag Americas contributed her shares of Slinger
Bag Americas to the Company in alternate for 20,000,000 shares of the Company. The results of the foregoing transactions is that Slinger
Bag Americas turned a wholly-owned subsidiary of the Company. From September 16, 2019 and onward, the Company ceased its efficiency
of journey consulting and tour information providers and has switched its focus to the event of the applied sciences and merchandise owned by
Slinger Bag Americas and its associates.

On
February 10, 2020, Slinger Bag Americas acquired a 100% possession stake in Slinger Bag Ltd (“SBL”). SBL owns the mental
property rights pertaining to the Slinger Launcher (described extra absolutely under) and was accountable for the Kickstarter marketing campaign described
extra absolutely under.

On
February 25, 2020, the Company elevated the variety of approved shares of Common Stock from 75,000,000
to 300,000,000 and effected a 4-1 ahead break up of its excellent shares of frequent inventory. Approval of the Company’s stockholders
was not required to be obtained, as approved by Nevada Revised Statute Section 78.207, et seq. The ahead break up turned efficient on
February 25, 2020. As a results of the ahead inventory break up, every share of the Company’s frequent inventory excellent has been break up
into 4 shares of the Company’s frequent inventory. All references on this report back to numbers of shares replicate the Company’s
4-1 ahead break up.

Through
its possession of Slinger Bag Americas and SBL, Slinger is the proprietor of the Slinger Launcher and is targeted on the Ball Sport Market globally.
Slinger has developed and patented a extremely moveable and inexpensive ball launcher constructed into a straightforward to move wheeled trolley bag
(the “Slinger Launcher”). The Slinger Launcher permits anybody to easily and simply management the pace, frequency and elevation
of balls which can be launched for observe, coaching or health functions.

Slinger
has initially targeted all its energies on the Tennis market worldwide, however is within the early levels of creating ball launchers for different
ball sports activities.

For
the common tennis participant, the Slinger Launcher is rather more than a tennis ball launcher. It additionally capabilities as an entire tennis bag
with ample room for racquets, sneakers, towels, water bottles and different equipment and might cost cell phones and different gadgets.

Tennis
Ball machines have been round because the 1950’s once they have been launched by Renne Lacoste. Improvements to efficiency have been made
within the 1970’s when Prince began its tennis enterprise on the again of its first product – Little Prince – which was
a vacuum operated ball machine. In the 1990’s the primary battery operated machines got here to the market and since that point little or no,
if something, has modified within the construction of ball machines merchandise exterior of added computerization. Typically, the machines being marketed
by conventional ball machine manufacturers are massive, cumbersome and awkward to function. They are additionally very costly – usually effectively above
U.S. $1,000. Up till in the present day 99% of all tennis ball machines have offered to tennis services, with just a few being offered on to tennis
enjoying shoppers.

According
to the Tennis Industry Association (www.tia.org) the one largest problem dealing with tennis participation is the truth that 34% of lapsed
gamers cited a “lack of a enjoying associate” as the explanation for them stopping enjoying tennis. The Slinger Launcher goes a protracted
approach to fixing this challenge.

The
international tennis market is regarded by trade consultants, governing organizations, Tennis manufacturers and tennis-specific market analysis corporations
as having 100 million energetic gamers globally, with as many shoppers once more being avid followers of the game. Of this 100 million tennis
participant market, 20 million gamers are considered frequent or avid gamers – gamers who play repeatedly – not less than 1 time per 30 days.
These avid gamers drive the overall tennis trade and account for 80% of all tennis revenues worldwide.

It
is that this avid participant market that Slinger is targeted on penetrating with its Slinger Launcher and related tennis equipment.

Slinger
intends to disrupt this conventional tennis market by creating a brand new ball machine class – known as Slinger Launcher – and
advertising moveable and inexpensive Slinger Launchers on to avid, common tennis gamers. Constructed inside a wheeled trolley tennis
bag, a Slinger Launcher weighs round 15kgs / 34lbs when empty. If saved with 72 balls inside the burden will increase to 19kgs / 42lbs.
It can simply be saved in a automobile trunk, wheeled to the courtroom and arrange inside minutes to make use of. The Slinger Launcher is powered by a 6.6Ah
Lithium battery that may last as long as 3.5 hours of play relying on the settings getting used and on frequency of use. Slinger Launcher’s
comfort as a tennis bag mixed with its ease of operation and total efficiency as a tennis ball launcher is the premise that the
Company will goal direct gross sales to those avid gamers.

While
the preliminary model focus is clearly on tennis, Slinger is creating comparable launchers to deal with different types of tennis across the globe
which can be both quickly gaining new individuals or are already well-established sports activities in their very own proper. These embrace, however usually are not
restricted to, Pickleball (USA), Soft Tennis (Japan), Squash (International Markets) and Paddle Tennis (International markets) all of which
are at present in both growth or testing and deliberate for introduction in calendar 2022.

On
December 3, 2020, Slinger signed an unique settlement with Flixsense Pty Limited d/b/a Gameface for the event of a tennis particular
synthetic intelligence (AI) utility. Slinger intends to introduce a market disrupting tennis app for gamers of all ages and skills.
This app will present a variety of analytics and different providers and embrace observe and tennis health drills and actions, teaching
suggestions and recommendation and a full suite of AI analytics. Slinger will provide some providers freed from cost and can construct a tiered subscription
mannequin for others. The app is anticipated to be able to launch to the market later in calendar 2021. 

In
future years, the Company plans to enter new ball sport markets corresponding to baseball, softball, cricket, badminton and others.

Slinger’s
manufacturing capability was initially roughly 2,000 models per 30 days, however with enhancements and efficiencies within the manufacturing
processes throughout all vendor companions, the month-to-month manufacturing capability rose to over 3,000 within the final fiscal quarter and present capability
is now over 5,000 models per 30 days, which is able to help Slinger’s future gross sales targets. 

Slinger
delivers Slinger Launchers instantly from the ultimate meeting facility in Xiamen, China to prospects both by direct cargo from the
port in China, or to 3rd get together logistics services in Columbia SC (USA) to help our US enterprise, Belleville, Ontario, Canada, Rotterdam,
The Netherlands to help smaller distributors in Canada, Europe, Middle East, Africa, and lastly to Israel.

Additionally,
we ship full containers of our Slinger Triniti Tennis Balls from Wilson (our provider) in Thailand to the United States for onward distribution.

The
Company has contracted with unique distributors globally. These embrace Japan, UK, Ireland, Switzerland, Scandinavian markets (masking
Denmark, Sweden, Norway, Finland) Australia, New Zealand, Bulgaria, Czech Republic, Singapore, Morocco, Slovenia, Slovkian Republic,
Hungary, Croatia, Germany, Austria, France, Italy, Spain, Portugal, Netherlands, Belgium and Luxembourg, Russia, Middle East GCC markets,
Egypt, Bangladesh, Pakistan, Malaysia Czech and Slovak Republics, Greece, Panama, South Africa, Hong Kong, Macau and China
and we’re in varied levels of negotiation with different potential market distribution corporations throughout the globe.  Manufacturing
manufacturing stays at full capability – at present 5,000 models per 30 days and Slinger has merchandise leaving our manufacturing facility
in Xiamen, China on a weekly foundation en-route to our distribution facilities within the United States and Europe and to our key distributor companions. 

Our
principal government workplace is situated at 2709 N. Rolling Road, Suite 138, Windsor Mill, MD 21244, and our phone quantity is 443-407-7564.

Strategy

The
Company has a possibility to disrupt the normal tennis market globally. The Company expects to drive 80% of its international revenues
via its direct-to-consumer go-to-market technique, whether or not that be via its on-line e-commerce platform at www.slingerbag.com
or via related e-commerce platforms established and managed by its distribution community. The steadiness of revenues will likely be pushed
via partnerships with main wholesalers, federations and educating professional organizations and different transactions throughout varied markets.
The Company will function a third-party distributor construction in all markets except for the United States, the most important tennis
market globally, Canada and its founder’s house market of Israel. Distributor companions may have unique territories and can
have a acknowledged background inside the tennis trade for his or her market in addition to having the monetary capability and repair infrastructure
to aggressively develop the Slinger model. Uniquely within the sports activities trade, all client orders obtained into Slingerbag.com from markets
exterior the United States will likely be routed again to our native distribution companions to satisfy and to service their native prospects. All
distributor companions will buy with superior orders, both primarily based on a vendor-direct FOB Asia direct ship or via 1 of our 3 international
3^rd get together distribution services on an obligation paid foundation and at premium price worth. Currently, the Company has signed a quantity
of unique distribution agreements in key markets and has on-going discussions with different key potential distributor companions
in different markets across the globe and is seeking to shut these distribution preparations within the coming months. 

The
United States market will stay a direct-to-consumer marketplace for Slinger. As the most important tennis market on the earth with 17.4 million
gamers of which 10.5 million are common / avid gamers, the United States is a key market each to determine the Slinger model and to
drive demonstrable progress. Recently the trade reported a major enhance in US tennis participation and total variety of tennis
play events, one thing that has been replicated in different key tennis markets across the globe. Direct-to-consumer gross sales will likely be supplemented
by a number of main tennis wholesalers who handle massive databases of coach, participant, faculty, highschool and membership shoppers. This market
will likely be serviced out of a third-party logistics facility in West Columbia, SC and operated by one in all Slinger’s most well-liked international
logistics companions, DSV, one of many world’s main suppliers of freight-forwarding, logistics and warehousing.

Brand
Marketing

As
a direct-to-consumer e-commerce model, all advertising exercise and promoting media will likely be centered round pushing shoppers to www.slingerbag.com
and changing them to purchases. Slinger has engaged a lot of main companies to help its international advertising efforts:

Brand
Nation is a world class influencer advertising company primarily based in London. Brand Nation will lead all influencer programming globally. Slinger
has seeded about 50% of its deliberate 1,000 international influencers up to now. Influencers focused are vast ranging and embrace main sports activities,
tennis, movie, TV, music and blogger celebrities all identified for the truth that they play tennis repeatedly and have a fan base in extra
of 10,000 followers. All influencer exercise is rolled again as much as the Slinger social media platforms as a way of producing vital
model consciousness and product curiosity.

Ad
Venture Media Group is a New York primarily based main PPC (pay-per-click) company whose work is grounded in refined scientific evaluation
of client information and client traits and they’re acknowledged globally as leaders in paid search and paid social media campaigns. Ad Venture
Media will lead all Slinger PPC exercise on a performance-based charge construction and is briefed to drive client engagement, via bespoke
promoting campaigns which can be aligned to our product profitability targets.

In
the United States market, now we have partnered with a company known as Team HQS who will handle an online marketing program throughout
USA primarily based educating professionals, gamers, juniors and occasions. These associates will likely be supplied with distinctive online marketing codes
to share with their social media followers and different such communities that they’re linked to and every will obtain an online marketing
charge primarily based on revenues generated by shoppers buying Slinger merchandise attributable to their distinctive code.

We
proceed to guage every help company on a month-to-month foundation and on the identical time are frequently exploring new avenues to develop our
attain to our core prospects.

Each
of our distributor companions world wide are establishing their Slinger distribution enterprise as Slinger itself would do if it was
establishing a Slinger subsidiary in every market. As such, every distributor may even undertake all types of Slinger model advertising packages
in addition to initiating new native ideas of their very own – all aimed toward reaching the avid/common tennis participant instantly and guaranteeing
that the Slinger model message is constant across the globe. Slinger has agreed a neighborhood advertising funds construction with every distributor
as a part of its distribution settlement. This advertising funds will likely be primarily funded by the distributor associate with a further contribution
coming from Slinger with the contribution being linked to the distributors buy targets. Each distributor will execute native grassroots
packages together with demonstration days, native educating professional partnerships, specialist tennis community communications, seeding of Slinger
product domestically as essential to native key market tennis influencers to additional enhance the depth of the influencer effort. Marketing
{dollars} may even be allotted to Google, Facebook, YouTube and different social media promoting spend and, the place applicable, authorised
and overseen by Ad Venture Media Group.

Distribution
Agreements

As
of the date of this report, Slinger Bag Americas has entered into unique distribution agreements for Slinger’s line of merchandise,
together with, however not restricted to, tennis ball launcher gadgets, tennis ball launcher equipment, sports activities baggage, tennis balls, tennis courtroom
equipment and different tennis associated merchandise within the following markets and with the next distributors: 

Brand
Endorsements

Slinger
has reached settlement with a number of globally acknowledged model ambassadors.

Tommy
Haas (former ATP #2 Player) has been appointed the Slinger Bag Chief Ambassador. In this position Tommy will help Slinger in constructing
out its international ambassador workforce targeted on figuring out ambassadors in our key international enterprise markets of Japan, Europe, Australia, China,
Brazil and India. Tommy may even be very energetic supporting and selling Slinger throughout the globe with private appearances at Slinger
occasions and by way of on-line coaching and drill movies.

Mike
& Bob Bryan (aka the Bryan Brothers – the foremost doubles workforce within the tennis world) have prolonged their ambassador agreements
and can proceed to characteristic prominently in our advertising actions and messaging.

Eugenie
Bouchard

Jensen
Brothers

Darren
Cahill

Patrick
Mouratoglou

Dustin Brown

The
Professional Tennis Registry (PTR) – a United States-based educating affiliation with roughly 40,000 members will grow to be a
non-exclusive strategic associate for Slinger with all their members capable of entry an affiliate member a part of our web site.

Peter
Burwash International (PBI) – a United States-based, extremely revered, international tennis providers firm arrange by Peter Burwash some
35 years in the past. PBI supplies tennis packages and different tennis providers to as many as 56 of the globes main inns and resorts. Slinger
Launchers will likely be accessible to make use of at every resort and the PBI workforce will likely be actively selling Slinger as a part of our online marketing
exercise.

PTCA
Central Europe – a European Coach group of main touring professional coaches and so they, like others, will undertake an affiliate
advertising strategy.

Tie
Break 10s – a worldwide group that owns and operates Tie Break 10 occasions each independently and in partnership with main international
tour occasions, e.g., Indian Wells. These occasions contain prime gamers enjoying ‘tie-break’ matches with the occasion absolutely accomplished
in a single night and with a major money prize for the winner. Slinger will likely be promoted at every of those occasions and will likely be accessible
for followers to check out in addition to the Slinger model identify being prominently used on Tie Break 10s social media.

Tennis
One App – a United States-based firm that has developed and efficiently marketed an all-inclusive tennis app for gamers throughout
the globe. Slinger has engaged with Tennis One to help its coaches nook phase – a weekly podcast collection and in doing so
advantages from the model publicity accessible via the attain of the shoppers utilizing the app frequently.

Functional
Tennis – an Ireland primarily based social media tennis weblog web site with in extra of 250,000 followers. Slinger is engaged with Functional
Tennis in a wide range of methods and is the presenting sponsor of its weekly Tennis Podcast.

Slinger
is at present in discussions with different organizations, occasions, outstanding coaches and gamers and has up to now seeded Slinger merchandise to
12 of the highest 20 ATP male gamers, 5 of the highest 20 WTA girls gamers, plus quite a few different top-class touring and educating professionals.

Throughout
2020 Slinger sponsored a number of outstanding tennis occasions, e.g., Battle of the Brits and Tie Break 10s (all proven stay throughout the
globe).

Strategic
Brand Partnerships

Slinger
is actively engaged on securing a lot of extremely seen ground-breaking strategic partnerships throughout tennis. These partnerships will
present Slinger with co-branded merchandise to complement the core Slinger product providing and, on the identical time, are anticipated to drive
mutually useful advertising campaigns aimed toward reaching avid tennis gamers globally. Details of such companions introduced and energetic
in the present day embrace:

●
Wilson Sporting Goods: North America: Slinger has entered a strategic partnership with the worldwide chief in tennis, Wilson, for
the provision of co-branded Triniti Tennis Balls within the USA and Canada markets.

●
Professional Tennis Registry (PTR): The PTR is the world’s most prestigious educating professional group with greater than 40,000 members.
Slinger has partnered with PTR for the provision of Ball Launchers to their membership.

●
Peter Burwash International (PBI): A excessive profile group offering teaching and tennis providers to excessive stage, top quality inns,
resorts and tennis services throughout the globe. Slinger is the official provider of Ball Launchers to PBI, which will likely be used at every
location and PBI will provide an online marketing program selling gross sales to its record of worldwide shoppers.

●
DSV Logistics USA and OSL Logistics: DSV is likely one of the world’s main suppliers of warehousing, freight forwarding and logistics.
Slinger will use DSV warehousing providers within the US to optimize logistical actions. OSL are at present offering all freight forwarding
for the US markets and Europe in addition to 3^rd get together warehousing logistics in Rotterdam for Europe.

Competition

There
are at present no opponents with merchandise which can be just like the Slinger Launcher, primarily based on its portability, affordability and tennis
bag performance. There are, nonetheless, different corporations that make tennis ball machines, together with the next:

Raw
Materials

All
supplies used within the Slinger Launcher can be found off-the-shelf. The trolley bag is manufactured with 600D Polyester and has the CA65
certification for the US market. The launcher housing, Oscillator and Ball Collector tube elements are produced utilizing an injection mould
utilizing poly propylene combined with 30% glass fibers. The digital motors, PCB boards and remote-control elements are all normal off-the-shelf
gadgets.

Intellectual
Property

As
of the date of this report, the Company has utilized for worldwide design and utility patent safety for its fundamental 3 merchandise: Slinger
Launcher, Slinger Oscillator and Slinger Telescopic Ball Tube. Patents have been utilized for in all key markets together with the US, China,
Taiwan, India, Israel and EU markets and granted in China and Israel. Trademarks have been utilized for in all main markets across the
globe Trademark safety has been utilized for and/or obtained within the following international locations:

*Protection
is pending.

Slinger
is engaged in ongoing efforts to register extra logos throughout an increasing record of merchandise, providers and purposes, that are
in varied levels of the registration course of.

Slinger
Bag Inc. owns the rights to its Slingerbag.com area.

Seasonal
Business

We
count on to expertise reasonable fluctuations in mixture gross sales quantity in the course of the 12 months. We count on revenues within the first and fourth fiscal
quarters to exceed these within the second and third fiscal quarters. However, the combination of product gross sales might range significantly from time to
time on account of modifications in seasonal and geographic demand for tennis and different sports activities gear and in reference to the timing
of serious sporting occasions, corresponding to any Grand Slam tennis match and, over time, different sports activities competitions.

Costs
and Effects of Complying with Environmental Regulations

Set
forth under is an in depth chart of all Product Certifications held by Slinger for key international markets masking battery, distant management
(radio wave), and energy charger. In addition, inside the United States, Slinger complies with the required California 65 laws
in respect to the supplies used within the development of its trolley bag. 

Research
and Development

The
Company is concerned in further analysis and growth of transportable, inexpensive and player-enhancing ball launching machines
and related recreation enchancment merchandise for all ball sports activities. Following a profitable launch of its tennis ball launcher, Slinger is at present
subject testing its new pickleball, padel and comfortable tennis launchers, that are anticipated to be launched to the market in calendar 2022.
Slinger plans to introduce comparable transportable, versatile and inexpensive ball launchers for baseball, softball, cricket and different
excessive participation ball sports activities over the course of the following 3 years. In this connection, on September 10, 2020, Slinger entered into an
settlement with Igloo Design, which is identical firm that designed the Slinger Launcher for tennis, for a Slinger ball launcher for
baseball and softball. This growth commenced in the course of the three months ended October 31, 2020 and preliminary design concepts and additional
path have been offered.

Slinger
retains exterior consultants to offer analysis and product design providers and every marketing consultant has a selected experience (e.g.,
molding expertise, electronics, product design, bag design as examples). We are also working with a choose group of extremely certified
and resourceful third-party suppliers in Asia. We are frequently striving to determine product enhancements, new ideas and enhancements
to the manufacturing course of on an on-going each day foundation. In respect of any new mission, administration supplies detailed briefs, market information,
product price targets, aggressive evaluation, timelines and mission price objectives to both the product consultants or distributors and manages
them to agreed key efficiency indicators (“KPIs”). These KPI’s embrace however usually are not restricted to (i) manufacturing to
goal prices; (ii) agreed growth timelines; (iii) established high quality standards; and (iv) outlined efficiency standards.

We
additionally retain specialist trademark and patent attorneys and work with
these attorneys on the initiatives, as wanted.

Government
Regulation

Both
Slinger Launcher and Slinger Oscillator meet all of the United States authorities necessities for electrical, radio wave and battery requirements
in addition to having all needed and required certification to facilitate international advertising and gross sales of those merchandise.

Quality
Control

Quality
management is a essential operate inside Slinger. As a brand new model our enterprise enterprise success will likely be solely depending on the standard
and consistency of our merchandise. To guarantee the very best ranges of high quality management, Slinger has engaged a QC/Vendor Management associate
situated in Taiwan with places of work in Southern China. The QC associate, Stride-Innovation, has over 30 years of expertise working with ball
sport corporations corresponding to ours and is steeped in data, assets and expertise in working with Chinese distributors of sports activities gear.

In
partnership, collectively, now we have created and documented Slinger high quality tips, testing procedures and guarantee processes. We have
applied an agreed Quality Audit course of for all product elements being obtained and utilized by our product meeting vendor. All merchandise
undergo a rigorous, statistically legitimate QC testing approval course of earlier than being confirmed as accessible to be launched for cargo
to one in all our distribution facilities or to any of our distribution companions.

Slinger
gives a restricted guarantee with all purchases in accordance with native market statutory laws. This restricted guarantee might be additional
prolonged by the purchaser registering his/her distinctive product serial quantity at www.slingerbag.com/guarantee.

Vendors

Slinger
solely works with and thru extremely respected third-party suppliers. We are within the strategy of finalizing vendor agreements with every of
our key vendor companions and with our vendor administration associate. Our administration and our vendor administration associate, Stride-Innovation,
repeatedly go to the seller services and monitor manufacturing, worker circumstances and welfare and undertake high quality management testing.
We don’t make the most of or condone the usage of baby labor of any variety within the manufacturing of our merchandise. We make sure that our vendor companions
are offering high quality office circumstances, office well being and security, worker care and help packages that meet or exceed all statutory
necessities.

Employees

We
have eight individuals offering us providers on a full-time foundation – our chief government officer, chief monetary officer,
controller, chief advertising officer and chief working officer along with two individuals in international customer support and a
international advertising coordinator. Our chief enterprise integration officer, chief innovation officer and basic counsel are additionally employed
pursuant to service agreements, however usually are not offering us providers on a full-time foundation. As such, our whole variety of workers is
eleven, which consists of eight full-time and three part-time workers.

Advisory
Board

In
October 2020, we appointed our first three representatives to hitch the newly fashioned Slinger Advisory Board. George Mackin joined
the advisory board as a Media and Smart expertise professional having beforehand owned the Indian Wells Tennis occasion and Tennis.com media
and is at present Chairman of PlaySight Interactive Ltd. (PlaySight) having led PlaySight to a excessive stage of success inside the international
tennis trade, Rodney Rapson joined our Advisory Board as an skilled good expertise professional and Jeff Angus joined
so as to add help and expertise to our advertising workforce.

Going
Concern

The
monetary statements have been ready on a going concern foundation, which assumes the Company will be capable of notice its property and discharge
its liabilities within the regular course of enterprise for the foreseeable future. The Company has an accrued deficit of $28,823,273
as of April 30, 2021 and extra losses are anticipated within the growth of the enterprise. Accordingly, there’s substantial doubt
in regards to the Company’s capacity to proceed as a going concern. These monetary statements don’t embrace any changes associated to
the recoverability and classification of property or the quantities and classification of liabilities that may be needed ought to the Company
be unable to proceed as a going concern.

The
capacity to proceed as a going concern depends upon the Company producing worthwhile operations sooner or later and/or having the ability
to acquire the mandatory financing to fulfill its obligations and repay its liabilities arising from regular enterprise operations once they
grow to be due. Management intends to finance working prices over the following twelve months with current money available, loans from associated
events, and/or non-public placement of debt and/or frequent inventory. 

There
might be no assurance that ample funds required in the course of the subsequent 12 months or thereafter will likely be generated from operations or that funds
will likely be accessible from exterior sources corresponding to debt or fairness financings or different potential sources. The lack of further capital
ensuing from the lack to generate money move from operations or to boost capital from exterior sources would power the Company
to considerably curtail or stop operations and would, subsequently, have a fabric opposed impact on its enterprise. Furthermore, there
might be no assurance that any such required funds, if accessible, will likely be accessible on enticing phrases or that they won’t have a major
dilutive impact on the Company’s current stockholders.

The
Company intends to beat the circumstances that impression its capacity to stay a going concern via a mix of the graduation
of revenues, with interim money move deficiencies being addressed via further fairness and debt financing. The Company anticipates
elevating further funds via public or non-public financing, strategic relationships or different preparations within the close to future to help
its enterprise operations; nonetheless, the Company might not have commitments from third events for a ample quantity of further capital.
The Company can’t be sure that any such financing will likely be accessible on acceptable phrases, or in any respect, and its failure to boost capital
when wanted may restrict its capacity to proceed its operations. The Company’s capacity to acquire further funding will decide
its capacity to proceed as a going concern. Failure to safe further financing in a well timed method and on favorable phrases would have
a fabric opposed impact on the Company’s monetary efficiency, outcomes of operations and inventory worth and require it to curtail
or stop operations, dump its property, search safety from its collectors via chapter proceedings, or in any other case. Furthermore,
further fairness financing could also be dilutive to the holders of the Company’s frequent inventory, and debt financing, if accessible, might
contain restrictive covenants, and strategic relationships, if needed, to boost further funds, and should require that the Company
relinquish priceless rights.

You
ought to fastidiously contemplate the dangers described under and different info on this Annual Report on Form 10-K, together with the monetary
statements and associated notes that seem on the finish of this report, earlier than deciding to spend money on our securities. These dangers must be
thought of along with some other info included herein, together with along with forward-looking statements made herein.
If any of the next dangers truly happen, they might materially adversely have an effect on our enterprise, monetary situation and working
outcomes. Additional dangers and uncertainties that we don’t presently know or that we at present deem immaterial might also impair our enterprise,
monetary situation and working outcomes. The following dialogue of dangers just isn’t all-inclusive however is designed to focus on what
we imagine are the fabric components to think about when evaluating our enterprise and expectations. These components may trigger our future outcomes
to vary materially from our historic outcomes and from expectations mirrored in forward-looking statements.

Risks
Related to Our Business

Our
enterprise is delicate to client spending and basic financial circumstances.

Consumer
purchases of discretionary premium sporting good gadgets, which embrace all of our merchandise, could also be adversely affected by the present COVID-19
(“Coronavirus”) pandemic, in addition to financial circumstances corresponding to employment ranges, wage and wage ranges, traits in
client confidence and spending, reductions in client web price, rates of interest, inflation, the provision of client credit score and
taxation insurance policies affect on public spending confidence. Recent dramatic downturns within the power of worldwide inventory markets, currencies
and key economies have highlighted many if not all, of those dangers.

Consumer
purchases usually might decline throughout recessions, intervals of extended declines within the fairness markets or housing markets and intervals
when disposable revenue and perceptions of client wealth are decrease, and these dangers could also be exacerbated for us because of our deal with discretionary
premium sporting good gadgets. A downturn within the international economic system, or in a regional economic system by which now we have vital gross sales, may
have a fabric, opposed impact on client purchases of our merchandise, our outcomes of operations and our monetary place, and a downturn
adversely affecting our client base or vacationers may have a disproportionate impression on our enterprise.

There
continues to be a major and rising volatility and uncertainty within the international economic system as a result of Coronavirus pandemic affecting
all enterprise sectors and industries. In addition, the on-going uncertainty in Europe (together with issues that sure European international locations
might default in funds due on their nationwide debt and issues concerning the longer term viability of the European Union and the attainable
results of its unraveling) and any ensuing disruption may adversely impression our web gross sales in Europe and globally until and till
financial circumstances in that area enhance and the prospects of nationwide debt defaults in Europe decline. Further or future downturns
might adversely have an effect on site visitors at our on-line gross sales portals (which at present contains our personal web site www.slingerbag.com) and will
materially and adversely have an effect on our outcomes of operations, monetary place and progress technique.

Likewise,
the present deadlock in U.S.-China commerce relations has resulted in import duties for all Slinger merchandise into the U.S.
being elevated from the earlier normal of 5% to 30%. Our administration has taken the view that at the moment within the early years
of Slinger’s progress, gaining distribution and share outweighs the quick margin consideration and has determined to take
the added enhance in import tariffs as a margin loss.

Our
manufacturing takes place in China and, subsequently, is inclined to shutdowns and delays attributable to Coronavirus and different ailments and
epidemics. Additionally, we depend on impartial producers and suppliers.

As
on the date hereof, our sole manufacturing services are situated in southern China. Following the outbreak of the Coronavirus our manufacturing
facility was shut down for 3 months, which triggered vital delays in manufacturing and supply of our merchandise. However, there
could also be additional outbreaks of Coronavirus and different ailments and epidemics, which can trigger additional delays and shutdowns. This, in flip,
will negatively have an effect on our income and enhance our bills and prices.

We
don’t management our impartial producers and suppliers or their labor and different enterprise practices. Violations of labor, environmental
or different legal guidelines by an impartial producer or provider, or divergence of an impartial producer’s or provider’s labor
or different practices from these usually accepted as moral or applicable within the U.S., may disrupt the shipments of our merchandise or
draw destructive publicity for us, thereby diminishing the worth of our model, lowering demand for our merchandise and adversely affecting
our web revenue. Additionally, since we don’t manufacture our merchandise, we’re topic to dangers related to stock and product
quality-control.

Further,
now we have not traditionally entered into manufacturing contracts with our producers; as an alternative, now we have employed them on an advert hoc
foundation. Identifying an acceptable producer is an concerned course of that requires us to grow to be happy with the possible producer’s
high quality management, responsiveness and repair capabilities, monetary stability and labor practices. While now we have enterprise continuity
and contingency plans for various sourcing, we could also be unable, within the occasion of a major disruption in our sourcing, to find
various producers or suppliers of comparable high quality at an appropriate worth, or in any respect, which may end in product shortages
or decreases in product high quality, and adversely have an effect on our web gross sales, gross margin, web revenue, buyer relationships and our status.

We
rely upon the power of the Slinger® model.

We
count on to derive considerably all of our web gross sales from gross sales of Slinger branded merchandise. The status and integrity of the Slinger
model are important to the success of our enterprise. We imagine that our shoppers worth the standing and status of the Slinger model,
and the superior high quality, efficiency, performance and sturdiness that our model represents. Building, sustaining and enhancing the
standing and status of the Slinger model picture is essential to increasing our client base. Our continued success and progress
rely upon our capacity to guard and promote the Slinger model, which, in flip, relies on components corresponding to the standard, efficiency,
performance and sturdiness of our merchandise, our communication actions, together with promoting and public relations, and our administration
of the buyer expertise, together with direct interfaces via customer support and guarantee repairs. We might resolve to make substantial
investments in these areas with a view to keep and improve our model, and such investments might not be profitable.

Additionally,
with a view to develop our attain sooner or later, we might have to interact with third-party distributors. To the extent these third-party distributors
fail to adjust to our working tips, we might not be profitable in defending our model picture. Product defects, product recollects,
counterfeit merchandise and ineffective advertising are among the many potential threats to the power of our model and to guard our model’s
standing we might must make substantial expenditures to mitigate the impression of such threats.

Moreover,
if we fail to proceed to innovate to make sure that our merchandise are
deemed to attain superior ranges of operate, high quality and design, or to in any other case be sufficiently distinguishable from our opponents’
merchandise, or if we fail to handle the expansion of our on-line gross sales in a means that protects the high-end nature of our model, the worth
of the Slinger model could also be diluted, and we might not be capable of keep our premium place and pricing or gross sales volumes, which may
adversely have an effect on our monetary efficiency and enterprise. We imagine that sustaining and enhancing our model picture in new markets
the place now we have restricted model recognition is essential to increasing our client base. If we’re unable to keep up or improve our model
in new markets, then our progress technique may very well be adversely affected.

The
price of uncooked supplies, labor or freight may result in a rise in our price of gross sales and trigger our outcomes of operations to endure.

Increasing
prices for uncooked supplies, labor or freight may make our sourcing processes extra expensive and negatively have an effect on our gross margin and profitability.
Labor prices at our impartial producers’ websites have been growing and it’s unlikely that these will increase will abate. Wage
and worth inflation in our supply international locations may trigger unanticipated worth will increase, which can be vital. Such worth will increase
by our impartial producers may very well be fast within the absence of producing contracts. Energy prices have fluctuated dramatically
previously and should fluctuate sooner or later. Rising vitality prices might enhance our prices of transporting our merchandise for distribution
and the prices of merchandise that we supply from impartial suppliers. Further, a lot of our merchandise are product of supplies, corresponding to excessive
impression plastics, plastic-injected molded elements, and light-weight excessive tensile power metals, which can be both petroleum-based or require
vitality to assemble and transport. Costs for transportation of such supplies have been growing as the worth of petroleum will increase.
Our impartial suppliers and producers might try to cross these price will increase on to us, and {our relationships} with them could also be
harmed or misplaced if we refuse to pay such will increase, which may result in product shortages. If we pay such will increase, we might not be ready
to offset them via will increase in our pricing and different means, which may adversely have an effect on our capacity to keep up our focused gross
margins. If we try to cross the will increase on to shoppers, our gross sales could also be adversely affected.

Failure
to adequately defend our mental property and curb the sale of counterfeit merchandise may injure our model and negatively
have an effect on our gross sales.

Our
logos, copyrights, patents, designs and different mental property rights are essential to our success and our aggressive place.
We dedicate vital assets to the registration and safety of our logos and patents. In spite of our efforts, counterfeiting
and design copies should happen. If we’re unsuccessful in difficult the usurpation of those rights by third events, this
may adversely have an effect on our future gross sales, monetary situation and outcomes of operations. Our efforts to implement our mental property
rights can doubtlessly be met with defenses and counterclaims attacking the validity and enforceability of our mental property
rights. Unplanned will increase in authorized charges and different prices related to defending our mental property rights may end in
greater working bills. Additionally, authorized regimes exterior the U.S., significantly these in Asia, together with China, might not
all the time defend mental property rights to the identical diploma as U.S. legal guidelines, or the time required to implement our mental property
rights below these authorized regimes could also be prolonged and delay our restoration.

We
might grow to be topic to claims for remuneration or royalties for assigned service invention rights by our workers, which may consequence
in litigation and adversely have an effect on our enterprise.

A
good portion of our mental property has been developed by our workers, or exterior consultants in the middle of their employment
or retention with us. Under the Israeli Patent Law, 5727-1967, or the Patent Law, innovations conceived by an worker in the course of the scope
of his or her employment with an organization are considered “service innovations.” The Israeli Compensation and Royalties Committee,
or the Committee, a physique constituted below the Patent Law, has beforehand held, in sure circumstances, that workers could also be entitled to remuneration
for service innovations that they develop throughout their service for a corporation regardless of their specific waiver of such proper. Therefore, though
we enter into agreements with all of our workers pursuant to which they waive their proper to particular remuneration for service innovations
created within the scope of their employment or engagement and agree that any such innovations are owned solely by us, we might face claims
by workers demanding remuneration past their common wage and advantages.

We
face dangers related to working in worldwide markets.

We
function in a worldwide market and worldwide gross sales progress is a key factor of our progress technique. We are topic to dangers
related to our worldwide operations, together with, however not restricted to:

Any
of those dangers may have an opposed impression on our outcomes of operations, monetary place or progress technique. Furthermore, a few of
our worldwide operations are performed in elements of the world that have corruption to a point. Although now we have insurance policies
and procedures in place which can be designed to advertise authorized and regulatory compliance (together with with respect to the U.S. Foreign Corrupt
Practices Act and the United Kingdom Bribery Act 2010), our workers and wholesalers may take actions that violate relevant anti-corruption
legal guidelines or laws. Violations of those legal guidelines, or allegations of such violations, may have an opposed impression on our status, our
outcomes of operations or our monetary place.

Foreign
alternate actions might also negatively have an effect on the relative buying energy of international vacationers and end in declines in journey volumes
or their willingness to buy discretionary premium items, corresponding to our merchandise, whereas touring, which might adversely have an effect on our
web gross sales. We don’t at present use the spinoff markets to hedge international foreign money fluctuations.

Our
outcomes of operations are topic to seasonal and quarterly fluctuations, which may adversely have an effect on the market worth of our frequent
inventory.

Our
quarterly outcomes of operations might fluctuate considerably on account of a wide range of components, together with, however not restricted to:

The
progress of our enterprise relies on the profitable execution of our progress technique, together with our efforts to develop internationally by
rising our e-commerce enterprise.

Our
present progress technique relies on our capacity to proceed to develop geographically in a lot of worldwide areas together with Asia,
Europe, North America, China, Japan, South Korea, Middle East, India, South Africa and Australia. This progress technique is
contingent upon our capacity to repeatedly introduce our merchandise to new markets. The implementation of upper tariffs, quotas or different
restrictive commerce insurance policies in any worldwide areas by which we search to function may adversely have an effect on our capacity to start new
worldwide operations, which may have an opposed impression on our progress technique. Further, client demand conduct, in addition to tastes
and buying traits, might differ in varied international locations and, because of this, gross sales of our merchandise might not be, or might take time to grow to be,
profitable, and gross margins on these web gross sales might not be consistent with what we at present expertise. Our capacity to execute our worldwide
progress technique, particularly the place we’re not but established, relies on our capacity to grasp regional market demographics,
and we might not be ready to take action. If we’re unable to develop our enterprise internationally, our progress technique and our monetary
outcomes may very well be materially adversely affected.

If
we’re unable to reply successfully to modifications in market traits and client preferences, our market share, web gross sales and profitability
may very well be adversely affected.

The
success of our enterprise relies on our capacity to determine the important thing product and market traits and produce merchandise to market in a well timed
method that fulfill the present preferences of a broad vary of shoppers (both by enhancing current merchandise or by creating new
product choices). Consumer preferences differ throughout and inside completely different elements of the world, and shift over time in response to altering
aesthetics and financial circumstances. We imagine that our success in creating merchandise which can be modern and that meet our shoppers’
practical wants is a vital consider our picture as a premium model, and in our capacity to cost premium costs. We might not be ready
to anticipate or reply to modifications in client preferences, and, even when we do anticipate and reply to such modifications, we might not be
capable of carry to market in a well timed method enhanced or new merchandise that meet these altering preferences. If we fail to anticipate or
reply to modifications in client preferences or fail to carry merchandise to market in a well timed method that fulfill new preferences, our market
share and our web gross sales and profitability may very well be adversely affected.

We
could also be unable to enchantment to new shoppers whereas sustaining the loyalty of our core shoppers.

Part
of our progress technique is to introduce new shoppers, together with youthful shoppers, to the Slinger model. If we’re unable to draw
new shoppers, together with youthful shoppers, our enterprise and outcomes of operations could also be adversely affected as our core shoppers’
age will increase and ranges of journey and buying frequency lower. Initiatives and methods meant to place our model to enchantment
to new and youthful shoppers might not enchantment to our core shoppers and should diminish the enchantment of our model to our core shoppers, ensuing
in diminished core client loyalty. If we’re unable to efficiently enchantment to new and youthful shoppers whereas sustaining our model’s
premium picture with our core shoppers, then our web gross sales and our model picture could also be adversely affected.

Fluctuations
in our tax obligations and efficient tax price might have a destructive impact on our working outcomes.

We
could also be topic to revenue taxes in a number of jurisdictions. We document tax expense primarily based on our estimates of future funds, which embrace
reserves for unsure tax provisions in a number of tax jurisdictions. At anybody time, many tax years could also be topic to audit by varied
taxing jurisdictions. The outcomes of those audits and negotiations with taxing authorities might have an effect on the last word settlement of those
points. As a consequence, we count on that all year long there may very well be ongoing variability in our quarterly tax charges as occasions happen
and exposures are evaluated. Further, our efficient tax price in a given monetary interval could also be materially impacted by modifications in combine
and stage of earnings or by modifications to current accounting guidelines or laws. In addition, tax laws enacted sooner or later may
negatively impression our present or future tax construction and efficient tax charges.

Our
enterprise may endure if we’re unable to keep up our web site or handle our stock successfully.

We
make use of a distribution technique that’s closely dependent upon our web site and third-party distributors’ e-commerce web sites. The
effectiveness of our e-commerce technique relies on our capacity to handle our stock and our distribution processes successfully so
as to make sure that our merchandise can be found in ample portions and thereby forestall misplaced gross sales. If we’re not capable of keep
our e-commerce channels, or if we’re not capable of successfully handle our stock, we may expertise a decline in web gross sales, as effectively
as extra inventories for some merchandise and missed alternatives for different merchandise. In addition, the failure to ship our merchandise
to prospects in accordance with our supply schedules may injury our relationship with these prospects and result in destructive suggestions
being posted on e-commerce websites. Consequently, our web gross sales, profitability and the implementation of our progress technique may very well be adversely
affected.

We
plan to make use of money offered by working actions to fund our increasing enterprise and execute our progress technique and should require further
capital, which might not be accessible to us.

We
count on our enterprise to depend on web money offered by our future working actions as our main supply of liquidity. To help our
enterprise and execute our progress technique as deliberate, we might want to generate vital quantities of money from operations with a view to
buy stock, pay personnel, spend money on analysis and growth, and pay for the elevated prices related to working as a
public firm. If our enterprise doesn’t generate money move from working actions ample to fund these actions, and if ample
funds usually are not in any other case accessible to us, we might want to search further capital, via debt or fairness financings, to fund our progress.
Conditions within the credit score markets (corresponding to availability of finance and fluctuations in rates of interest) might make it tough for us to
receive such financing on enticing phrases and even in any respect. Additional debt financing that we might undertake, could also be costly and would possibly
impose on us covenants that limit our operations and strategic initiatives, together with limitations on our capacity to incur liens or
further debt, pay dividends, repurchase our capital inventory, make investments and have interaction in merger, consolidation and asset sale transactions.
Equity financings could also be on phrases which can be dilutive or doubtlessly dilutive to our shareholders, and the costs at which new buyers
could be keen to buy our fairness securities could also be decrease than the worth per share of our frequent inventory. The holders of latest securities
might also have rights, preferences or privileges which can be senior to these of current holders of frequent inventory. If new sources of financing
are required, however are unattractive, inadequate or unavailable, then we will likely be required to switch our progress and working plans primarily based
on accessible funding, if any, which might inhibit our progress and will hurt our enterprise.

Our
prolonged provide chain requires lengthy lead instances and depends closely on producers in Asia.

We
rely closely on producers in Asia, which requires lengthy lead instances to get items to markets. The lengthy lead instances would require
us to hold further stock to keep away from out-of-stock eventualities. In the occasion of a decline in demand for our merchandise, because of basic financial
circumstances or different components, we could also be compelled to liquidate this further stock at decrease margins or at a loss. In addition, as
a results of these lengthy lead instances, design selections are required to be made a number of months or as early as a 12 months and a half earlier than the
items are delivered. Consumers’ tastes can change between the time a product is designed and the time it takes to get to market.
If the designs usually are not common with shoppers, it may additionally end in the necessity to liquidate the inventories at decrease margins
or at a loss, which might adversely have an effect on our outcomes of operations.

We
rely upon current members of administration and key workers to implement key parts in our technique for progress, and the failure to retain
them or to draw appropriately certified new personnel may have an effect on our capacity to implement our progress technique efficiently.

The
profitable implementation of our progress technique relies upon partially on our capacity to retain our skilled administration workforce and key workers
and on our capacity to draw appropriately certified new personnel. For occasion, our chief government officer has in depth expertise
operating branded sporting items in addition to retail-oriented companies. The lack of any key member of our administration workforce or different key
workers may hinder or delay our capacity to implement our progress technique successfully. Further, if we’re unable to draw appropriately
certified new personnel as we develop over the following few years, we might not be profitable in implementing our progress technique. In both
occasion, our profitability and monetary efficiency may very well be adversely affected.

Under
relevant employment legal guidelines, we might not be capable of implement covenants to not compete.

We
usually enter into non-competition agreements as a part of our employment agreements with our workers. These agreements usually prohibit
our workers, in the event that they stop working for us, from competing instantly with us or working for our opponents or shoppers for a restricted
interval. We could also be unable to implement these agreements below the legal guidelines of the jurisdictions by which our workers work and it could be tough
for us to limit our opponents from benefitting from the experience our former workers or consultants developed whereas working for
us.

For
instance, some labor courts have required employers searching for to implement non-compete undertakings of a former worker to reveal that
the aggressive actions of the previous worker will hurt one in all a restricted variety of materials pursuits of the employer, which
have been acknowledged by the courts as justification for the enforcement of non-compete undertakings, such because the safety of an organization’s
commerce secrets and techniques or different mental property.

We
don’t make use of conventional promoting channels, and if we fail to adequately market our model via product introductions and different
technique of promotion, our enterprise may very well be adversely affected.

Our
advertising technique relies on our capacity to advertise our model’s message through the use of internet advertising and social media to advertise
new product introductions in a cheap method and presumably every now and then the usage of newspapers and magazines. We don’t make use of
conventional promoting channels corresponding to billboards, tv and radio. If our advertising efforts usually are not profitable at attracting
new shoppers and growing buying frequency by our current shoppers, there could also be no cost-effective advertising channels accessible
to us for the promotion of our model. If we enhance our spending on promoting, or provoke spending on conventional promoting, our
bills will rise, and our promoting efforts might not be profitable. In addition, if we’re unable to efficiently and cost-effectively
make use of promoting channels to advertise our model to new shoppers and new markets, our progress technique could also be adversely affected.

Failure
to guard confidential info of our shoppers and our community towards safety breaches or failure to adjust to privateness and
safety legal guidelines and laws may injury our status, model and enterprise.

A
vital problem to e-commerce and communications, together with the operation of our web site, is the safe transmission of confidential
info over public networks. Our failure to stop safety breaches may injury our status and model and considerably hurt
our enterprise and outcomes of operations. On our web site, a majority of the gross sales are billed to our shoppers’ bank card accounts
instantly, orders are shipped to a client’s handle, and shoppers go online utilizing their e-mail handle. In such transactions, sustaining
full safety for the transmission of confidential info on our web site, corresponding to shoppers’ bank card numbers and expiration
dates, private info and billing addresses, is crucial to sustaining client confidence. In addition, we maintain sure non-public
details about our shoppers, corresponding to their names, addresses, cellphone numbers and searching and buying information. We depend on encryption
and authentication expertise licensed from third events to impact the safe transmission of confidential info, together with credit score
card numbers. Advances in pc capabilities, new discoveries within the subject of cryptography or different developments might end in a compromise
or breach of the expertise utilized by us to guard client transaction information. In addition, any get together who is ready to illicitly receive a
consumer’s password may doubtlessly entry the consumer’s transaction information or private info. We might not be capable of forestall
third events, corresponding to hackers or legal organizations, from stealing info offered by our shoppers to us via our web site.
In addition, our third-party retailers and supply service suppliers might violate their confidentiality obligations and disclose info
about our shoppers. Any compromise of our safety or materials violation of a non-disclosure obligation may injury our status
and model and expose us to a danger of loss or litigation and attainable legal responsibility, which may considerably hurt our enterprise and
outcomes of operations. In addition, anybody who is ready to circumvent our safety measures may misappropriate proprietary info
or trigger interruptions in our operations.

For
so long as we’re an “rising progress firm,” we is not going to be required to adjust to sure reporting necessities that
apply to different publicly reporting corporations. We can’t predict whether or not the diminished disclosure necessities relevant to rising progress
corporations will make our frequent shares much less enticing to buyers.

We
are an “rising progress firm,” as outlined within the JOBS Act. For so long as we proceed to be an rising progress firm,
we might select to make the most of sure exemptions from reporting necessities relevant to different publicly reporting corporations that
usually are not rising progress corporations. These embrace: (i) not being required to adjust to the auditor attestation necessities for the
evaluation of our inside controls over monetary reporting offered by Section 404 of the Sarbanes-Oxley Act of 2002, or the
Sarbanes-Oxley Act, (ii) not being required to adjust to any necessities adopted by the PCAOB requiring obligatory audit agency rotation
or a complement to the auditor’s report by which the auditor could be required to offer further details about the audit
and the monetary statements of the issuer, (iii) not being required to adjust to any new audit guidelines adopted by the PCAOB after April
5, 2012 until the SEC determines in any other case, (iv) not being required to offer sure disclosure concerning government compensation required
of bigger publicly reporting corporations, and (v) not being required to carry a non-binding advisory vote on government compensation or search
shareholder approval of any golden parachute funds not beforehand authorised. We may very well be an rising progress firm for as much as 5
years from the top of our present fiscal 12 months, though, if the market worth of our frequent shares that’s held by non-affiliates
exceeds $700 million as of any October 31 earlier than the top of that five-year interval, we’d stop to be an rising progress firm
as of the next April 30. We can’t predict if buyers will discover our frequent shares much less enticing if we select to
depend on these exemptions. If some buyers discover our frequent shares much less enticing on account of any selections to scale back future
disclosure, there could also be a much less energetic buying and selling marketplace for our shares and our share worth could also be extra unstable. Further, on account of
these scaled regulatory necessities, our disclosure could also be extra restricted than that of different publicly reporting corporations and you could
not have the identical protections afforded to shareholders of such corporations.

Our
product growth firm and chief advertising officer are situated in Israel and, subsequently, our enterprise, monetary situation and outcomes
of operation could also be adversely affected by political, financial and navy instability in Israel.

We
function our Slinger enterprise in Israel below Slinger Bag Ltd. We have additionally engaged an Israeli product growth firm to help in
the event of our present and future merchandise and our chief advertising officer resides in Israel. Accordingly, political, financial
and navy circumstances in Israel instantly have an effect on our enterprise.

Political,
financial and navy circumstances in Israel might instantly have an effect on our enterprise. Since the institution of the State of Israel in 1948,
a lot of armed conflicts have taken place between Israel and its neighboring international locations, Hamas and Hezbollah. In addition, a number of
international locations, principally within the Middle East, limit doing enterprise with Israel, and extra international locations might impose restrictions on doing
enterprise with Israel and Israeli corporations whether or not on account of hostilities within the area or in any other case. Any hostilities involving Israel,
terrorist actions, political instability or violence within the area or the interruption or curtailment of commerce or transport between
Israel and its buying and selling companions may adversely have an effect on our operations and outcomes of operations and adversely have an effect on the market worth
of our shares.

Our
business insurance coverage doesn’t cowl losses that will happen on account of an occasion related to the safety state of affairs within the Middle
East. Although the Israeli authorities is at present dedicated to masking the reinstatement worth of direct damages which can be attributable to
terrorist assaults or acts of battle, there might be no assurance that this authorities protection will likely be maintained, or if maintained, will
be ample to compensate us absolutely for damages incurred. Any losses or damages incurred by us may have a fabric opposed impact
on our enterprise, monetary situation and outcomes of operations.

Further,
our operations may very well be disrupted by the obligations of our workers to carry out navy service. Our chief advertising officer is topic
to the duty to carry out reserve navy obligation. In response to elevated pressure and hostilities within the area, there have been,
at instances, call-ups of navy reservists, and it’s attainable that there will likely be further call-ups sooner or later. Our operations may
be disrupted by the absence of those workers because of navy service. Such disruption may hurt our enterprise and working outcomes.

Popular
uprisings in varied international locations within the Middle East and North Africa are affecting the political stability of these international locations. Such instability
might result in deterioration within the political and commerce relationships that exist between the State of Israel and these international locations. Furthermore,
a number of international locations, principally within the Middle East, limit doing enterprise with Israel and firms with an Israeli presence, and extra
international locations might impose restrictions on doing enterprise with Israel and Israeli corporations if hostilities within the area proceed or intensify.
Such restrictions might critically restrict our capacity to promote our merchandise to prospects in these international locations.

Risks
Related to Ownership of Our Shares

There
is at present restricted liquidity of shares of our frequent inventory.

Shares
of our frequent inventory don’t commerce frequently. Failure to develop or keep a buying and selling market may negatively have an effect on its worth
and make it tough or not possible so that you can promote your shares. Even if a marketplace for frequent inventory does develop, the market worth of
frequent inventory could also be extremely unstable. In addition to the uncertainties referring to future working efficiency and the profitability
of operations, components corresponding to variations in interim monetary outcomes or varied, as but unpredictable, components, a lot of that are past
our management, might have a destructive impact available on the market worth of our frequent inventory. The liquidity of the shares of our frequent inventory might
even be affected adversely by a reverse inventory break up given the diminished variety of shares that will likely be excellent following a reverse inventory
break up, particularly if the market worth of our frequent inventory doesn’t enhance on account of the reverse inventory break up.

Our
inventory worth could also be unstable, or might decline no matter our working efficiency, and you possibly can lose all or a part of your funding
because of this.

You
ought to contemplate an funding in our frequent shares to be dangerous, and you must spend money on our frequent shares provided that you
can stand up to a major loss and vast fluctuation out there worth of your funding. The market worth of our frequent shares
may very well be topic to vital fluctuations in response to the components described on this part and different components, a lot of that are
past our management. Among the components that would have an effect on our inventory worth are:

In
addition, the securities markets have skilled vital worth and quantity fluctuations which have affected and proceed to have an effect on
market worth of fairness securities of many corporations. These fluctuations have usually been unrelated or disproportionate to the working
efficiency of specific corporations. These broad market fluctuations, in addition to basic financial, systemic, political and market circumstances,
corresponding to recessions, lack of investor confidence, rate of interest modifications, or worldwide foreign money fluctuations, might negatively have an effect on
the market worth of our shares.

If
any of the foregoing happens, it may trigger our inventory worth to fall and should expose us to securities class motion litigation that, even
if unsuccessful, may very well be expensive to defend and a distraction to administration.

The
buying and selling marketplace for our frequent shares will likely be influenced by the analysis and stories that fairness analysis analysts publish about
us and our enterprise. The worth of our frequent shares may decline if a number of securities analysts downgrade our frequent
shares or if these analysts challenge a promote suggestion or different unfavorable commentary or stop publishing stories about us or our enterprise.
If a number of of the analysts who elect to cowl us downgrade our frequent shares, our share worth may decline quickly. If one
or extra of those analysts stop protection of us, we may lose visibility out there, which in flip may trigger our frequent share
worth and buying and selling quantity to say no.

We
don’t intend to pay dividends on our frequent shares.

We
intend to retain all of our earnings, if any, for the foreseeable future to finance the operation and enlargement of our enterprise and do
not anticipate paying money dividends. Any future willpower to pay dividends will likely be on the discretion of our board of administrators,
topic to compliance with relevant regulation and any contractual provisions, and can rely upon, amongst different components, our outcomes of operations,
monetary situation, capital necessities and different components that our board of administrators deems related. As a consequence, you must count on
to obtain a return in your funding in our frequent shares provided that the market worth of the frequent shares will increase, which
might by no means happen.

Future
gross sales, or the notion of future gross sales, of our frequent inventory might depress the worth of our frequent inventory.

As
of July 31, 2021, we have 29,979,573 excellent frequent shares.
Of these shares, 6,562,001 shares are within the public float or are eligible for re-sale below Rule 144.  All remaining frequent
shares excellent are “restricted securities” inside the which means of Rule 144. Additional gross sales of our frequent shares within the
public market after the date hereof, or the notion that these gross sales may happen, may trigger the market worth of our frequent shares
to say no.

Risks
referring to our enterprise

Our
merchandise face intense competitors.

Slinger
is a client merchandise firm and the relative reputation of tennis and varied sports activities and health actions and altering design traits
have an effect on the demand for our merchandise. The athletic gear trade is very aggressive each within the U.S. and worldwide. We compete
internationally with a major variety of athletic and sports activities gear corporations and enormous corporations having diversified strains of
athletic and sports activities gear. We additionally compete with different corporations for the manufacturing capability of impartial producers that
produce our merchandise. Our on-line digital e-commerce operations compete with model wholesalers or specialist retailers.

Product
choices, applied sciences, advertising expenditures (together with expenditures for promoting and endorsements), pricing, prices of manufacturing,
customer support, digital commerce platforms and social media presence are areas of intense competitors. This, along with fast modifications
in expertise and client preferences within the markets for athletic and sports activities gear, represent vital danger components in our operations.
In addition, the aggressive nature of retail together with shifts within the methods by which shoppers are buying, and the rising development of digital
commerce, constitutes a danger issue implicating our on-line and wholesale operations. If we don’t adequately and well timed anticipate and
reply to our opponents, our prices might enhance or the buyer demand for our merchandise might decline considerably.

We
depend on technical innovation and high-quality merchandise to compete out there for our merchandise.

Research
and growth performs a key position in technical innovation. We rely on specialists within the fields of engineering, industrial design, sustainability
and associated fields, in addition to different consultants to develop and take a look at cutting-edge efficiency merchandise. While we try to supply merchandise
that assist to reinforce participant efficiency, if we fail to introduce technical innovation in our merchandise, client demand for our merchandise
may decline, and if we expertise issues with the standard of our merchandise, we might incur substantial expense to treatment the issues.

Failure
to proceed to acquire or keep high-quality endorsers of our merchandise may hurt our enterprise.

We
set up relationships with skilled athletes, in addition to different public figures corresponding to educating professionals and influencers, to develop,
consider and promote our merchandise, in addition to set up product authenticity with shoppers. However, as competitors in our trade
has elevated, the prices related to establishing and retaining such sponsorships and different relationships have elevated. If we’re
unable to keep up our present associations with skilled athletes, or different public figures, or to take action at an affordable price, we
may lose the excessive visibility or on-field authenticity related to our merchandise, and we could also be required to switch and considerably
enhance our advertising investments. As a consequence, our manufacturers, web revenues, bills and profitability may very well be harmed. Furthermore, if
sure endorsers have been to cease utilizing our merchandise opposite to their endorsement agreements, our enterprise may very well be adversely affected.
In addition, actions taken by athletes or different endorsers, related to our merchandise that hurt the reputations of these athletes or
endorsers, may additionally critically hurt our model picture with shoppers and, because of this, may have an opposed impact on our gross sales and monetary
situation. In addition, poor efficiency by our endorsers, a failure to proceed to appropriately determine future athletes, public figures
or sports activities organizations, to make use of and endorse our merchandise or a failure to enter into cost-effective endorsement preparations with outstanding
athletes, public figures, and sports activities organizations may adversely have an effect on our model, gross sales and profitability.

Our
enterprise could also be affected by seasonality, which may end in fluctuations in our working outcomes.

We
count on to expertise reasonable fluctuations in mixture gross sales quantity in the course of the 12 months. We count on revenues within the first and fourth fiscal
quarters to exceed these within the second and third fiscal quarters. However, the combination of product gross sales might range significantly from time to
time on account of modifications in seasonal and geographic demand for tennis and different sports activities gear and in reference to the timing
of serious sporting occasions, corresponding to any Grand Slam tennis match and, over time, different sports activities competitions. In addition, our
prospects might cancel orders, change supply schedules or change the combination of merchandise ordered with minimal discover. As a consequence, we might
not be capable of precisely predict our quarterly gross sales. Accordingly, our outcomes of operations are more likely to fluctuate considerably from
interval to interval. This seasonality, together with different components which can be past our management, together with basic financial circumstances, modifications
in client preferences, climate circumstances, availability of import quotas, transportation disruptions and foreign money alternate price fluctuations,
may adversely have an effect on our enterprise and trigger our outcomes of operations to fluctuate. Our working margins are additionally delicate to a quantity
of further components which can be past our management, together with manufacturing and transportation prices, shifts in product gross sales combine and
geographic gross sales traits, all of which we count on to proceed. Results of operations in any interval shouldn’t be thought of indicative
of the outcomes to be anticipated for any future interval.

We
could also be adversely affected by the monetary well being of our prospects.

We
prolong credit score to our tennis wholesale and tennis specialist retail prospects primarily based on an evaluation of a buyer’s monetary situation,
usually with out requiring collateral. To help within the scheduling of manufacturing and the transport of our merchandise, we provide our distributor
companions the chance to put orders three months forward of supply below our direct ship ordering program. These advance orders
could also be canceled below sure circumstances, and the chance of cancellation might enhance when coping with financially unstable distribution
companions battling financial uncertainty. In the previous, some sports activities prospects have skilled monetary difficulties as much as and together with
bankruptcies. Such future occasions would have an opposed impact on our gross sales, our capacity to gather on receivables and our monetary situation.
When the retail economic system weakens or as client conduct shifts, retailers could also be extra cautious with orders. A slowing or altering economic system
in our key markets may adversely have an effect on the monetary well being of our prospects, which in flip may have an opposed impact on our outcomes
of operations and monetary situation. In addition, product gross sales are dependent partially on top quality merchandising and an interesting
retail atmosphere to draw shoppers, which requires persevering with investments by retailers. Retailers that have monetary difficulties
might fail to make such investments or delay them, leading to decrease gross sales and orders for our merchandise.

Failure
to precisely forecast client demand may result in extra inventories or stock shortages, which may end in decreased working
margins, diminished money flows and hurt to our enterprise.

To
meet anticipated demand for our merchandise, we buy merchandise from producers exterior of our direct ship ordering program and in
advance of buyer orders, which we maintain in stock and resell to prospects. There is a danger we could also be unable to promote extra merchandise
ordered from producers. Inventory ranges in extra of buyer demand might end in stock write-downs, and the sale of extra
stock at discounted costs may considerably impair our model picture and have an opposed impact on our working outcomes, monetary
situation and money flows. Conversely, if we underestimate client demand for our merchandise or if our producers fail to produce merchandise
we require on the time we’d like them, we might expertise stock shortages. Inventory shortages would possibly delay shipments to prospects, negatively
impression retailer, distributor and client relationships and diminish model loyalty. The issue in forecasting demand additionally makes it
tough to estimate our future outcomes of operations, monetary situation and money flows from interval to interval. A failure to precisely
predict the extent of demand for our merchandise may adversely have an effect on our web revenues and web revenue, and we’re unlikely to forecast
such results with any certainty upfront.

Consolidation
of outlets or focus of retail market share amongst a number of retailers might enhance and focus our credit score danger and impair our
capacity to promote merchandise.

The
sports activities gear retail markets in some international locations are dominated by a number of massive athletic gear retailers with many shops. These retailers
have previously elevated their market share by increasing via acquisitions and development of further shops. These conditions
focus our credit score danger with a comparatively small variety of retailers, and, if any of those retailers have been to expertise a scarcity
of liquidity or client conduct shifts away from conventional retail, it might enhance the chance that their excellent payables to
us might not be paid. In addition, growing market share focus amongst one or a number of retailers in a specific nation or area
will increase the chance that if any one in all them considerably reduces their purchases of our merchandise, we could also be unable to discover a ample
variety of different stores for our merchandise to maintain the identical stage of gross sales and revenues.

If
the technology-based programs that give our shoppers the power to buy with us on-line don’t operate successfully, our working outcomes,
in addition to our capacity to develop our digital commerce enterprise globally, may very well be materially adversely affected.

Many
of our shoppers store with us via our digital platforms. Increasingly, shoppers are utilizing mobile-based gadgets and purposes
to buy on-line with us and with our opponents and to do comparability buying. We are more and more utilizing social media and proprietary
cell purposes to work together with our shoppers and as a way to reinforce their buying expertise. Any failure on our half to offer
enticing, efficient, dependable, user-friendly digital commerce platforms that provide a large assortment of merchandise with fast supply
choices and that frequently meet the altering expectations of web shoppers may place us at a aggressive drawback, end in
the lack of digital commerce and different gross sales, hurt our status with shoppers, have a fabric opposed impression on the expansion of our
digital commerce enterprise globally and will have a fabric opposed impression on our enterprise and outcomes of operations. Risks particular
to our digital commerce enterprise additionally embrace legal responsibility for on-line content material. Our failure to efficiently reply to those dangers would possibly
adversely have an effect on gross sales in our digital commerce enterprise, in addition to injury our status and types. Many
components distinctive to e-commerce operations, a few of that are past our management, pose dangers and uncertainties. Risks embrace, however usually are not
restricted to bank card fraud or information mismanagement.

We
are topic to information safety and privateness dangers that would negatively have an effect on our outcomes, operations or status.

In
addition to our personal delicate and proprietary enterprise info, we deal with transactional and private details about our prospects
and customers of our digital experiences, which embrace on-line distribution channels and product engagement, adaptive merchandise and private
health purposes. Hackers and information thieves are more and more refined and function social engineering, corresponding to phishing, and large-scale,
advanced automated assaults that may evade detection for lengthy intervals of time. Any breach of our or our service suppliers’ community,
or different vendor programs, might consequence within the lack of confidential enterprise and monetary information, misappropriation of our shoppers’,
customers’ or workers’ private info or a disruption of our enterprise. Any of those outcomes may have a fabric opposed
impact on our enterprise, together with undesirable media consideration, impairment of our client and buyer relationships, injury to our status;
leading to misplaced gross sales and shoppers, fines, lawsuits, or vital authorized and remediation bills. We additionally might must expend vital
assets to guard towards, reply to and/or redress issues attributable to any breach. In addition, we should adjust to more and more
advanced and rigorous regulatory requirements enacted to guard enterprise and private information within the U.S., Europe and elsewhere.

Failure
of our contractors or our licensees’ contractors to adjust to native legal guidelines and different requirements may hurt our enterprise.

We
work with contractors exterior of the U.S. to fabricate our merchandise. We require the contractors that instantly manufacture our
merchandise and our licensees that make merchandise utilizing our mental property (together with, not directly, their contract producers) to
adjust to environmental, well being and security requirements for the good thing about employees. We additionally require these contractors to adjust to relevant
requirements for product security. Notwithstanding their contractual obligations, from time-to-time contractors might not adjust to
such requirements or relevant native regulation or our licensees might fail to implement such requirements or relevant native regulation on their contractors.
Significant or persevering with noncompliance with such requirements and legal guidelines by a number of contractors may hurt our status or end in
a product recall and, because of this, may have an opposed impact on our gross sales and monetary situation. Negative publicity concerning manufacturing
strategies, alleged practices or office or associated circumstances of any of our suppliers, producers or licensees may adversely have an effect on
our model picture and gross sales and power us to find various suppliers, producers or licenses.

Our
worldwide operations contain inherent dangers which may end in hurt to our enterprise.

All
of our gear is manufactured exterior of the U.S. with a big quantity of our merchandise being additionally offered exterior of the U.S.
Accordingly, we’re topic to the dangers usually related to international commerce and doing enterprise overseas, which embrace international
legal guidelines and laws, various client preferences throughout geographic areas, political unrest, disruptions or delays in cross-border
shipments and modifications in financial circumstances in international locations by which our merchandise are manufactured or the place we promote merchandise. This contains,
for instance, the uncertainty surrounding the impact of Brexit, together with modifications to the authorized and regulatory framework that apply to
the United Kingdom and its relationship with the European Union, in addition to new and proposed modifications affecting tax legal guidelines and commerce coverage
within the U.S. and elsewhere as additional described in different dangers on this part. The U.S. presidential administration has indicated
a deal with coverage reforms that discourage U.S. companies from outsourcing manufacturing and manufacturing actions to international jurisdictions,
together with via tariffs or penalties on items manufactured exterior the U.S., which can require us to alter the best way we conduct enterprise
and adversely have an effect on our outcomes of operations. The administration has additionally focused the precise practices of sure U.S. multinational
companies in public statements which, if directed at us, may hurt our status or in any other case negatively impression our enterprise.

We
may very well be topic to modifications in tax charges, adoption of latest tax legal guidelines, further tax liabilities or elevated volatility in our efficient
tax price.

We
are topic to the tax legal guidelines within the U.S. and quite a few international jurisdictions. Current financial and political circumstances make tax
legal guidelines and laws, or their interpretation and utility, in any jurisdiction topic to vital change. On December 22, 2017,
the U.S. enacted the Tax Cuts and Jobs Act (the “Tax Act”), which incorporates a lot of vital modifications to earlier U.S.
tax legal guidelines that impression us, together with provisions for a one-time transition tax on deemed repatriation of undistributed international earnings,
and a discount within the company tax price from 35% to 21% for tax years starting after December 31, 2017, amongst different modifications. The Tax
Act additionally transitions U.S. worldwide taxation from a worldwide system to a modified territorial system and contains base erosion prevention
measures on non-U.S. earnings, which has the impact of subjecting sure earnings of our international subsidiaries to U.S. taxation.

We
earn a considerable portion of our revenue in international international locations and are topic to the tax legal guidelines of these jurisdictions. There have been
proposals to reform international tax legal guidelines that would considerably impression how U.S. multinational companies are taxed on international earnings.
Although we can’t predict whether or not or in what kind these proposals will cross, a number of of the proposals thought of, if enacted into regulation,
may have an opposed impression on our revenue tax expense and money flows.

Portions
of our operations are topic to a diminished tax price or are freed from tax below varied tax holidays and rulings. We additionally make the most of tax rulings
and different agreements to acquire certainty in remedy of sure tax issues. These holidays and rulings expire in entire or partially from
time to time and could also be prolonged when sure circumstances are met or terminated if sure circumstances usually are not met. The impression of any modifications
in circumstances could be the lack of certainty in remedy thus doubtlessly impacting our efficient revenue tax price.

We
might also be topic to the examination of our tax returns by the U.S. Internal Revenue Service (“IRS”) and different tax
authorities. We repeatedly assess the chance of an opposed end result ensuing from these examinations to find out the adequacy of
our provision for revenue taxes. Although we imagine our tax provisions are satisfactory, the ultimate willpower of tax audits and any associated
disputes may very well be materially completely different from our historic revenue tax provisions and accruals. The outcomes of audits or associated disputes
may have an opposed impact on our monetary statements for the interval or intervals for which the relevant ultimate determinations are
made. For instance, we and our subsidiaries are additionally engaged in a lot of intercompany transactions throughout a number of tax jurisdictions.
Although we imagine now we have clearly mirrored the economics of those transactions and the right native switch pricing documentation
is in place, tax authorities might suggest and maintain changes that would end in modifications that will impression our mixture of earnings in
international locations with differing statutory tax charges.

Our
merchandise are topic to dangers related to abroad sourcing, manufacturing and financing.

The
principal supplies utilized in our merchandise (e.g., injection molded plastics, polyester, electrical motors, distant controls) can be found
in international locations the place our manufacturing takes place. Our merchandise are dependent upon the power of our unaffiliated contract producers
to find, practice, make use of and retain satisfactory personnel. Slinger contractors and suppliers purchase uncooked supplies and are topic to wage charges
which can be oftentimes regulated by the governments of the international locations by which our merchandise are manufactured.

There
may very well be a major disruption within the provide of uncooked supplies from present sources or, within the occasion of a disruption, our contract
producers may not be capable of find various suppliers of supplies of comparable high quality at an appropriate worth or in any respect.
Further, our unaffiliated contract producers have skilled and should proceed to expertise sooner or later, sudden will increase
in work wages, whether or not authorities mandated or in any other case and will increase in compliance prices because of governmental regulation regarding sure
metals used within the manufacturing of our merchandise. In addition, we can’t be sure that our unaffiliated producers will likely be ready
to fill our orders in a well timed method. If we expertise vital will increase in demand, or reductions within the availability of supplies,
or want to switch an current producer, there might be no assurance further provides of uncooked supplies or further manufacturing
capability will likely be accessible when required on phrases acceptable to us, or in any respect, or that any provider or producer would allocate ample
capability to us with a view to meet our necessities. In addition, even when we’re capable of develop current or discover new manufacturing or sources
of supplies, we might encounter delays in manufacturing and added prices on account of the time it takes to coach suppliers and producers
in our strategies, merchandise, high quality management requirements and labor, well being and security requirements. Any delays, interruption or elevated prices
in labor or wages, or the provision of supplies or manufacture of our merchandise may have an opposed impact on our capacity to fulfill retail
buyer and client demand for our merchandise and end in decrease revenues and web revenue each within the short- and long-term.

Because
impartial producers make all of our merchandise exterior of our principal gross sales markets, our merchandise should be transported by third
events over massive geographic distances. Delays within the cargo or supply of our merchandise as a result of availability of transportation,
work stoppages, port strikes, infrastructure congestion or different components, and prices and delays related to consolidating or transitioning
between producers, may adversely impression our monetary efficiency. In addition, manufacturing delays or sudden demand for our
merchandise might require us to make use of sooner, however costlier, transportation strategies corresponding to air freight, which may adversely have an effect on our
revenue margins. The price of oil is a major factor in manufacturing and transportation prices, so will increase within the worth of petroleum
merchandise can adversely have an effect on our revenue margins. Changes in U.S. commerce insurance policies, together with new and potential modifications to import tariffs
and current commerce insurance policies and agreements, may even have a major impression on our actions in international jurisdictions, and will
adversely have an effect on our outcomes of operations.

We
rely considerably on info expertise to function our enterprise, together with our provide chain and retail operations, and any failure,
inadequacy or interruption of that expertise may hurt our capacity to successfully function our enterprise.

We
are closely depending on info expertise programs and networks, together with the Internet and third-party providers (“Information
Technology Systems”), throughout our provide chain, together with product design, manufacturing, forecasting, ordering, manufacturing, transportation,
gross sales and distribution, in addition to for processing monetary info for exterior and inside reporting functions, retail operations
and different enterprise actions. Information Technology Systems are essential to a lot of our working actions and our enterprise processes
and so they could also be negatively impacted by any service interruption or shutdown. For instance, our capacity to successfully handle and keep
our stock and to ship merchandise to prospects on a well timed foundation relies upon considerably on the reliability of those Information Technology
Systems. We have applied Information Technology Systems in all the geographical areas by which we function. Our work to combine,
safe and improve these programs and associated processes in our international operations is ongoing and Slinger will proceed to spend money on these
efforts. The failure of those programs to function successfully, together with on account of safety breaches, viruses, hackers, malware,
pure disasters, vendor enterprise interruptions or different causes, or failure to correctly keep, defend, restore or improve programs,
or issues with transitioning to upgraded or substitute programs may trigger delays in product achievement and diminished effectivity of
our operations, may require vital capital investments to remediate the issue which might not be ample to cowl all eventualities,
and should have an opposed impact on our status, outcomes of operations and monetary situation.

We
additionally use Information Technology Systems to course of monetary info and outcomes of operations for inside reporting functions and
to adjust to regulatory monetary reporting, authorized and tax necessities. If Information Technology Systems endure extreme injury, disruption
or shutdown and our enterprise continuity plans, or these of our distributors, don’t successfully resolve the problems in a well timed method, we
may expertise delays in reporting our monetary outcomes, which may end in misplaced revenues and earnings, in addition to reputational
injury. Furthermore, we rely on Information Technology Systems and private information assortment for digital advertising, digital commerce,
client engagement and the advertising and use of our digital services. We additionally depend on our capacity to interact in digital
communications all through the world between and amongst our workers in addition to with different third events, together with prospects, suppliers,
distributors and shoppers. Any interruption in Information Technology Systems might impede our capacity to interact within the digital area and consequence
in misplaced revenues, injury to our status, and lack of customers.

Our
monetary outcomes could also be adversely affected if substantial investments in companies and operations fail to supply anticipated returns.

From
time to time, we might spend money on expertise, enterprise infrastructure, new companies, product providing and manufacturing innovation and
enlargement of current companies, corresponding to our digital commerce operations, which require substantial money investments and administration
consideration. We imagine cost-effective investments are important to enterprise progress and profitability; nonetheless, vital investments
are topic to typical dangers and uncertainties inherent in creating a brand new enterprise or increasing an current enterprise. The failure of
any vital funding to offer anticipated returns or profitability may have a fabric opposed impact on our monetary outcomes
and divert administration consideration from extra worthwhile enterprise operations.

We
are topic to a fancy array of legal guidelines and laws, which may have an opposed impact on our enterprise, monetary situation and outcomes
of operations.

As
a worldwide enterprise, we’re topic to and should adjust to in depth legal guidelines and laws within the U.S. and different jurisdictions by which
now we have operations and distribution channels. If we or our workers, brokers, suppliers, and different companions fail to adjust to any of
these legal guidelines or laws, such failure may topic us to fines, sanctions or different penalties that would negatively have an effect on our status,
enterprise, monetary situation and outcomes of operations. We could also be concerned in varied forms of claims, lawsuits, regulatory proceedings
and authorities investigations referring to our enterprise, our merchandise and the actions of our workers and representatives, together with
contractual and employment relationships, product legal responsibility, antitrust, trademark rights and a wide range of different issues. It just isn’t attainable
to foretell with certainty the result of any such authorized or regulatory proceedings or investigations, and we may sooner or later incur
judgments, fines or penalties, or enter into settlements of lawsuits and claims that would have a fabric opposed impact on our enterprise,
monetary situation and outcomes of operations and negatively impression our status. The international nature of our enterprise means authorized and
compliance dangers, corresponding to anti-bribery, anti-corruption, fraud, commerce, environmental, competitors, privateness and different regulatory issues,
will live on and extra authorized proceedings and different contingencies will come up every now and then, which may adversely have an effect on
us. In addition, the adoption of latest legal guidelines or laws, or modifications within the interpretation of current legal guidelines or laws, might consequence
in vital unanticipated authorized and reputational dangers. Any present or future authorized or regulatory proceedings may divert administration’s
consideration from our operations and end in substantial authorized charges.

The
sale of numerous shares of frequent inventory by our principal shareholder may depress the market worth of our frequent inventory.

As
of July 31, 2021, Yonah Kalfa beneficially owned roughly 67% of our frequent inventory excellent. The shares might
grow to be accessible for resale, topic to the necessities of the U.S. securities legal guidelines. The sale or prospect of a sale of a considerable
variety of these shares may have an opposed impact available on the market worth of our frequent inventory.

If
we fail to stay present on our reporting necessities, we may very well be faraway from the OTC Bulletin Board, which might restrict the power
of broker-dealers to promote our securities within the secondary market.

Companies
buying and selling on the Over the Counter (OTC) Bulletin Board should be reporting issuers below Section 12 of the Securities Exchange Act of 1934,
as amended, and should be present of their stories below Section 13, with a view to keep worth citation privileges on the OTC Bulletin
Board. As a consequence, the market liquidity for our securities may very well be severely adversely affected by limiting the power of broker-dealers
to promote our securities and the power of shareholders to promote their securities within the secondary market. In addition, we could also be
unable to get relisted on the OTC Bulletin Board, which can have an opposed materials impact on the Company.

Our
frequent inventory is taken into account a “penny inventory,” any funding in our shares is taken into account to be a high-risk funding and
is topic to restrictions on marketability.

Our
frequent inventory is taken into account a “penny inventory” as a result of it’s quoted on the OTCQB and it trades for lower than $5.00 per share.
The OTCQB is usually considered a much less environment friendly buying and selling market than the NASDAQ Capital or Global Markets or the New York Stock Exchange.
The SEC has guidelines that regulate broker-dealer practices in reference to transactions in “penny shares.” Penny shares usually
are fairness securities with a worth of lower than $5.00 per share (aside from securities registered on sure nationwide securities exchanges
or quoted on the NASDAQ system, offered that present worth and quantity info with respect to transactions in such securities is
offered by the alternate or system). The penny inventory guidelines require a broker-dealer, previous to a transaction in a penny inventory not in any other case
exempt from these guidelines, to ship a standardized danger disclosure doc ready by the SEC, which specifies details about penny
shares and the character and significance of dangers of the penny inventory market. The broker-dealer additionally should present the client with bid
and provide quotations for the penny inventory, the compensation of the broker-dealer and any salesperson within the transaction, and month-to-month account
statements indicating the market worth of every penny inventory held within the buyer’s account. In addition, the penny inventory guidelines require
that, previous to effecting a transaction in a penny inventory not in any other case exempt from these guidelines, the broker-dealer should make a particular
written willpower that the penny inventory is an acceptable funding for the purchaser and obtain the purchaser’s written settlement
to the transaction. These disclosure necessities might have the impact of lowering the buying and selling exercise within the secondary marketplace for our
frequent inventory. Since our frequent inventory is topic to the laws relevant to penny shares, the market liquidity for our frequent inventory
may very well be adversely affected as a result of the laws on penny shares may restrict the power of broker-dealers to promote our frequent inventory
and thus your capacity to promote our frequent inventory within the secondary market sooner or later. We can present no assurance that our frequent inventory
will likely be quoted or listed on the OTCQB, NASDAQ or any alternate, even when eligible sooner or later.

Not relevant
to smaller reporting corporations.

As
of the date of this report, we don’t personal any properties. The Company does lease some workplace area below short-term leases
with phrases below a 12 months.

We
know of no pending proceedings to which any director, member of senior administration, or affiliate is both a celebration opposed to us or has
a fabric curiosity opposed to us.

None
of our government officers or administrators have (i) been concerned in any chapter proceedings inside the final 5 years, (ii) been convicted
in or has pending any legal proceedings (aside from site visitors violations and different minor offenses), (iii) been topic to any order,
judgment or decree enjoining, barring, suspending or in any other case limiting involvement in any sort of enterprise, securities or banking exercise
or (iv) been discovered to have violated any Federal, state or provincial securities or commodities regulation and such discovering has not been reversed,
suspended or vacated. 

Not
relevant.

Market
Information

Our
shares of frequent inventory have been quoted on the OTCQB by the OTC Markets Group Inc. of the Financial Industry Regulatory Authority, Inc.
(“FINRA”) below the image “LAZX” since May 2019 and “SLBG” since November 2019.

On
July 30, 2021, the inventory closed at $3.20.

Holders
of Record

On
July 31, 2021, there have been 118 holders of document of our frequent inventory, as reported by the Company’s switch agent.
In computing the variety of holders of document, every broker-dealer and clearing company holding shares on behalf of its prospects is
counted as a single shareholder.

Dividends

We
have by no means declared or paid any money dividends on our frequent inventory nor can we anticipate paying any within the foreseeable future. Furthermore,
we count on to retain any future earnings to finance our operations and enlargement. The cost of money dividends sooner or later will likely be
on the discretion of our Board of Directors.

Equity
Compensation Plans

On
November 11, 2020, the Board of Directors of the Company authorised the Slinger Bag Inc. Global Share Incentive Plan (2020), or the 2020
Plan, which was authorised by stockholders holding within the mixture 19,994,700 shares of the Company’s frequent inventory, or roughly
75.4% of the Company’s frequent inventory excellent on such date. The 2020 Plan supplies for the grant of awards that are incentive
inventory choices (“ISOs”), non-qualified inventory choices (“NQSOs”), unrestricted inventory, restricted inventory, restricted
inventory models, efficiency inventory and different equity-based and money awards or any mixture of the foregoing, to eligible key administration
workers, non-employee administrators, and non-employee consultants of the Company or any of its subsidiaries (every a “participant”)
(nonetheless, solely workers of the Company and its subsidiaries are eligible for incentive inventory possibility awards).

The
Company has reserved a complete of 15,000,000 shares for issuance below awards to be made below the 2020 Plan, all of which can, however want
not, be issued in reference to ISOs. To the extent that an award lapses, expires, is canceled, is terminated unexercised or ceases
to be exercisable for any purpose, or the rights of its holder terminate, any shares topic to such award shall once more be accessible for
the grant of a brand new award. The 2020 Plan shall proceed in impact, until sooner terminated, till the tenth (tenth) anniversary
of the date on which it was adopted by the Board of Directors (besides as to awards excellent on that date). The Board of Directors
in its discretion might terminate the 2020 Plan at any time with respect to any shares for which awards haven’t theretofore been
granted; offered, nonetheless, that the 2020 Plan’s termination shall not materially and adversely impair the rights of a holder,
with out the consent of the holder, with respect to any award beforehand granted.

Future
new hires, non-employee administrators and extra non-employee consultants are eligible to take part within the 2020 Plan as effectively. The quantity
of awards to be granted to officers, non-employee administrators, workers and non-employee consultants can’t be decided at the moment
because the grant of awards depends upon varied components corresponding to hiring necessities and job efficiency. 

Recent
Sales of Unregistered Securities; Use of Proceeds from Registered Securities

On
April 11, 2021, the Company issued 272,332 shares of its frequent inventory for the conversion and full satisfaction of the Company’s
obligations of a $1,000,000 promissory observe.

On
April 11, 2021 and on April 13, 2021, the Company issued 18,750 and 5,000 shares of its frequent inventory to 2 distributors as compensation for
advertising and advisory providers.

On
May 26, 2021, the Company issued 1,636,843 shares of its frequent inventory for the conversion and full satisfaction of the Company’s
$6,220,0000 in notes payable to its associated get together lender.

On
June 23, 2021, the Company issued 540,000 shares of its frequent inventory in satisfaction of the primary tranche associated to the Company’s
buy of Foundation Sports Systems, LLC.

During
the three months ended July 31, 2021, the Company issued 68,965 shares of its frequent inventory to 1 vendor and two workers as compensation
for advertising and different providers rendered.

During
the three months ended July 31, 2021, the Company granted an mixture whole of 90,937 shares of its frequent inventory to 6 model ambassadors
as compensation for providers. 

Issuer
Purchases of Equity Securities

None.

Not relevant
to smaller reporting corporations.

Overview

Lazex
Inc. (“Lazex”) was integrated below the legal guidelines of the State of Nevada on July 12, 2015. On August 23, 2019, the bulk
proprietor of Lazex entered right into a Stock Purchase Agreement with Slinger Bag Americas Inc., a Delaware company (“Slinger Bag Americas”),
which was 100% owned by Slinger Bag Ltd. (“SBL”), an Israeli firm. In reference to the Stock Purchase Agreement,
Slinger Bag Americas acquired 20,000,000 shares of frequent inventory of Lazex for $332,239. On September 16, 2019, SBL transferred its possession
of Slinger Bag Americas to Lazex in alternate for the 20,000,000 shares of Lazex acquired on August 23, 2019. As a results of these transactions,
Lazex owned 100% of Slinger Bag Americas and the only shareholder of SBL owned 20,000,000 shares of frequent inventory (roughly 82%)
of Lazex. Effective September 13, 2019, Lazex modified its identify to Slinger Bag Inc.

On
October 31, 2019, Slinger Bag Americas acquired management of Slinger Bag Canada, Inc., (“Slinger Bag Canada”) a Canadian firm
integrated on November 3, 2017. There have been no property, liabilities or historic operational exercise of Slinger Bag Canada.

On
February 10, 2020, Slinger Bag Americas turned the 100% proprietor of SBL, together with SBL’s wholly owned subsidiary Slinger Bag International
(UK) Limited (“Slinger Bag UK”), which was fashioned on April 3, 2019. On February 10, 2021, Zehava Tepler, the
proprietor of SBL, contributed Slinger Bag UK to Slinger Bag Americas for no consideration.

The
operations of Slinger Bag Inc., Slinger Bag Americas, Slinger Bag Canada, Slinger Bag UK and SBL are collectively referred to
because the “Company.”

The
Company operates within the sporting and athletic items enterprise. The Company is the proprietor of the Slinger Launcher, which is a conveyable tennis
ball launcher, in addition to different related tennis equipment.

Effective
February 25, 2020, the Company elevated the variety of approved shares of frequent inventory from 75,000,000 to 300,000,000 by way of a four-to-one
ahead break up of its excellent shares of frequent inventory. All share and per share info contained on this report have been retroactively
adjusted to replicate the impression of the inventory break up.

Critical
Accounting Policies and Estimates

Basis
of Presentation

The
consolidated monetary statements of the Company are introduced in accordance with accounting ideas usually accepted within the United
States of America (“GAAP”). As a results of the transactions described above, the accompanying consolidated monetary statements
embrace the mixed outcomes of Slinger Bag Inc., Slinger Bag Americas, Slinger Bag Canada, Slinger Bag UK and SBL for the years
ended April 30, 2021 and 2020. The contribution of the web property of SBL is mirrored as an fairness contribution at historic
price on May 1, 2019, the start of the earliest interval by which the entities have been below frequent management. There was no historic exercise
in Slinger Bag Americas or Slinger Bag Canada previous to May 1, 2019. All intercompany accounts and transactions have been eradicated in
consolidation.

Use
of Estimates

The
preparation of consolidated monetary statements in conformity with GAAP requires administration to make estimates and assumptions that have an effect on
the quantities reported within the monetary statements and accompanying notes. Accordingly, precise outcomes may differ from
these estimates.

Valuation
of Inventory

Inventory
is valued on the decrease of the associated fee (decided principally on a first-in, first-out foundation) or web realizable worth. The Company’s
valuation of stock contains stock reserves for stock that will likely be offered under price and the impression of stock shrink. Inventory
reserves are primarily based on historic info and assumptions about future demand and stock shrink traits. It is feasible that modifications
to stock reserve estimates may very well be required in future intervals because of modifications in market circumstances.

Revenue
Recognition

The
Company acknowledges income in accordance with Accounting Standards Codification (“ASC”) 606,
the core precept of which is that an entity ought to acknowledge income to depict the switch of promised items or providers to prospects
in an quantity that displays the consideration to which the entity expects to be entitled to obtain in alternate for these items or providers.
The Company acknowledges income for its efficiency obligation related to its contracts with prospects at a time limit as soon as merchandise
are shipped. Amounts collected from prospects upfront of transport merchandise ordered are mirrored as deferred income
on the accompanying consolidated steadiness sheets. The Company’s normal phrases are non-cancelable and don’t present for the
right-of-return, aside from for faulty merchandise coated below the Company’s normal guarantee. The Company has not traditionally
skilled any vital returns or guarantee points.

Fair
Value of Financial Instruments

Fair
worth of monetary and non-financial property and liabilities is outlined as an exit worth, representing the quantity that might be obtained
to promote an asset or paid to switch a legal responsibility in an orderly transaction between market individuals. The three-tier hierarchy for
inputs utilized in measuring honest worth, which prioritizes the inputs used within the methodologies of measuring honest worth for property and liabilities,
is as follows:

Level
1 — Quoted costs in energetic markets for an identical property or liabilities

Level
2 — Observable inputs aside from quoted costs in energetic markets for an identical property and liabilities

Level
3 — Unobservable pricing inputs out there

Financial
property and monetary liabilities are categorised of their entirety primarily based on the bottom stage of enter that’s vital to the honest
worth measurements. Our evaluation of the importance of a specific enter to the honest worth measurements requires judgment and should
have an effect on the valuation of the property and liabilities being measured and their categorization inside the honest worth hierarchy.

The
Company’s monetary devices consist of money and money equivalents, accounts receivable, and accounts payable. The carrying
quantity of those monetary devices approximates honest worth because of their short-term maturity. The Company’s spinoff liabilities
have been calculated utilizing Level 2 assumptions.

Income
Taxes

Income
taxes are accounted for in accordance with the provisions of ASC 740, Accounting for Income Taxes. Deferred tax property and liabilities
are acknowledged for the longer term tax penalties attributable to variations between the monetary assertion carrying quantities of current
property and liabilities and their respective tax bases. Deferred tax property and liabilities are measured utilizing enacted tax charges anticipated
to use to taxable revenue within the years by which these momentary variations are anticipated to be recovered or settled. The impact on deferred
tax property and liabilities of a change in tax charges is acknowledged in revenue within the interval that features the enactment date. Valuation
allowances are established, when needed, to scale back deferred tax property to the quantities which can be extra doubtless than to not be realized.

Long-Lived
Assets

In
accordance with ASC 360-10, the Company evaluates long-lived property for impairment at any time when occasions or modifications in circumstances point out
that their web ebook worth might not be recoverable. When such components and circumstances exist, the Company compares the projected undiscounted
future money flows related to the associated asset or group of property over their estimated helpful lives towards their respective carrying
quantity. If these web undiscounted money flows don’t exceed the carrying quantity, impairment, if any, relies on the surplus of
the carrying quantity over the honest worth, primarily based on market worth or discounted anticipated money flows of these property and is recorded within the
interval by which the willpower is made. There was no impairment of long-lived property recognized in the course of the 12 months ended April 30, 2021
or 2020.

Valuation
of Warrants

The
Company grants warrants to key workers and executives as compensation on a discretionary foundation. The Company additionally grants warrants in
reference to sure observe payable agreements and different key preparations. The Company is required to estimate the honest worth
of share-based awards on the measurement date and acknowledge as expense that worth of the portion of the award that’s in the end anticipated
to vest over the requisite service interval.

Recent
Accounting Pronouncements

In
December 2019, the FASB issued Accounting Standards Update (ASU), 2019-12, Simplifying the Accounting for Income Taxes, which
amends ASC 740, Income Taxes (ASC 740). This replace is meant to simplify accounting for revenue taxes by eradicating sure exceptions
to the overall ideas in ASC 740 and amending current steerage to enhance constant utility of ASC 740. This replace is efficient
for fiscal years starting after December 15, 2021. The steerage on this replace has varied parts, a few of that are utilized on a
potential foundation and others on a retrospective foundation with earlier utility permitted. The Company is at present evaluating the impact
of this ASU on the Company’s monetary statements and associated disclosures.

Results
of Operations for the Years Ended April 30, 2021 and 2020

The
following are the outcomes of our operations for the 12 months ended April 30, 2021 as in comparison with April 30, 2020:

Net
gross sales

Our
web gross sales throughout the 12 months ended April 30, 2021 have been $10,804,214,
which consisted partially of shipped orders associated to our Kickstarter and Indiegogo crowdfunding campaigns initiated in fiscal 12 months
2019, in addition to new orders positioned and fulfilled to shoppers by way of our on-line market and to our worldwide distributors. Our web
gross sales in the course of the 12 months ended April 30, 2020 have been $686,179 and have been totally associated to our crowdfunding campaigns. As of April 30,
2021 and April 30, 2020, we had deferred income of $99,531 and $179,366, respectively, representing models that haven’t
been shipped at 12 months finish.

Cost
of gross sales

Our
price of gross sales in the course of the 12 months ended April 30, 2021 have been $7,680,290, which represents the prices of models shipped in the course of the interval, and
resulted in a gross revenue of $3,123,924, or 29%. During the primary quarter of the present 12 months, we skilled a gross loss as the majority
of our gross sales in that interval associated to the cargo of preliminary crowdfunding orders. The loss on these shipments was because of (1) discounted
pricing on the preliminary crowdfunding orders, (2) as achievement was later than initially scheduled we fulfilled orders with the “deluxe”
model of launcher (together with all options), in addition to tennis balls, each of which elevated prices, and (3) because of sanctions by the
U.S. towards Chinese sourced merchandise, the import obligation was raised on all launchers introduced into the U.S. growing our price of gross sales.
As a consequence, our price of gross sales exceeded preliminary gross sales values raised in our crowdfunding campaigns. As of the start of the third quarter,
considerably all the preliminary crowdfunding orders had been fulfilled. Sales generated over the past two fiscal quarters represented
new orders positioned and fulfilled in the course of the present 12 months by shoppers and distributors, which resulted in a optimistic gross revenue. Currently,
our price of gross sales is being negatively impacted by the massive enhance in container prices out of Asia. Our price of gross sales in the course of the 12 months
ended April 30, 2020 have been $1,370,897, and resulted in a gross lack of $684,718 for the explanations said above referring to our crowdfunding
orders.

Selling
and advertising bills

During
the 12 months ended April 30, 2021, we incurred promoting and advertising bills of $1,761,154 in contrast with $563,003 in the course of the 12 months ended
April 30, 2020. This enhance is essentially pushed by a rise in social media promoting, sponsorships, and different investments in our
public relations presence with a view to drive gross sales and construct model consciousness.

General
and administrative bills

General
and administrative bills consist primarily of compensation, together with share-based compensation, and different employee-related prices,
in addition to authorized charges and charges for skilled providers. During the 12 months ended April 30, 2021, we incurred basic and administrative
bills of $4,749,922 in contrast with $5,291,075 in the course of the 12 months ended April 30, 2020. The lower usually and administrative bills
is essentially because of a one-time warrant grant to key workers and officers of the Company within the prior 12 months that resulted in an expense
of $3,741,746, which was partially offset within the present 12 months by a rise in compensation expense because of elevated headcount as a
results of the continued progress of the enterprise.

Research
and growth prices

During
the 12 months ended April 30, 2021, we incurred analysis and growth prices of $339,385 in contrast with $179,982 in the course of the 12 months ended April
30, 2020. This enhance is especially pushed by our funding in a brand new platform and app that can combine synthetic intelligence (AI)
expertise to supply extra worth to our prospects.

Transaction
prices

During
the 12 months ended April 30, 2020, we incurred transaction prices related to finishing the Stock Purchase Agreement with Slinger Bag
Americas, in addition to further skilled charges related to being a publicly traded firm.

Other
bills

During
the years ended April 30, 2021 and April 30, 2020, we had different bills totaling $14,868,223 and $2,310,523, respectively.
The enhance in different bills for the 12 months ended April 30, 2021 as in comparison with April 30, 2020 was primarily because of will increase in loss
on extinguishment of debt of $3,030,495 and induced conversion lack of $51,412 because of debt extinguishment transactions in the course of the 12 months,
will increase in associated get together curiosity expense as a result of enhance in associated get together observe payable balances in the course of the 12 months, and the rise
in curiosity expense as a result of $12,501,178 cost associated to the warrants and make-whole provision that have been issued along with
a observe payable that was entered into in the course of the 12 months. These will increase have been partially offset by decreases in amortization of debt low cost
of $1,188,668 and the acquire on the change in honest worth of derivatives for the 12 months ended April 30, 2021 of $1,939,639.

Liquidity
and Capital Resources

Our
monetary statements have been ready on a going concern foundation, which assumes we can notice our property and discharge
our liabilities within the regular course of enterprise for the foreseeable future. We had an accrued deficit of $28,823,273 as of April
30, 2021, and extra losses are anticipated within the growth of the enterprise. Accordingly, there’s substantial doubt about our capacity
to proceed as a going concern. Our monetary statements don’t embrace any changes associated to the recoverability and classification
of property or the quantities and classification of liabilities that may be needed ought to we be unable to proceed as a going concern.

The
capacity to proceed as a going concern depends upon our producing worthwhile operations sooner or later and/or having the ability to receive
the mandatory financing to fulfill our obligations and repay our liabilities arising from regular enterprise operations once they grow to be due.
Management intends to finance working prices over the following twelve months with current money available, loans from associated events, and/or
non-public placement of debt and/or frequent inventory.

The
following is a abstract of our money flows from working, investing and financing actions for the years ended April 30, 2021
and 2020:

We
had money and money equivalents of $928,796 as of April 30, 2021, as in comparison with $79,847 as of April 30, 2020.

Net
money utilized in working actions was $4,517,457 in the course of the 12 months ended April 30, 2021, in contrast with $4,208,274 in the course of the
12 months ended April 30, 2020. Our money utilized in working actions in the course of the 12 months ended April 30, 2021 was primarily the results of our
web lack of $18,594,760 for the 12 months in addition to will increase in stock and accounts receivable 12 months over 12 months, which was partially offset
by non-cash bills of $14,892,030 and will increase in accounts payable and accrued bills, accrued payroll and bonuses and accrued curiosity
– associated get together in addition to a lower in pay as you go bills and different present property 12 months over 12 months. Our web money utilized in working
actions throughout 12 months ended April 30, 2020 was primarily the results of our web lack of $9,227,744 in the course of the 12 months in addition to will increase
in stock and pay as you go bills and different present property, which was partially offset by non-cash bills of $5,666,425 in addition to
will increase in accounts payable and accrued bills, accrued payroll and bonuses and accrued curiosity – associated get together.

Net
money utilized in investing actions was $30,000 for the 12 months ended April 30, 2021, in contrast with web money offered by
investing actions of $73,400 for the for 12 months ended April 30, 2020. Investing actions for the 12 months ended April 30, 2021
associated to the acquisition of the Slinger trademark, whereas investing actions for the 12 months ended April 30, 2020 have been the results of $73,400
in money we acquired from the contribution of the web property of Slinger Bag Limited.

Net
money offered by financing actions was $5,420,000 for the 12 months ended April 30, 2021, in contrast with $4,217,761 for the 12 months
ended April 30, 2020. Cash offered by financing actions for the 12 months ended April 30, 2021 consisted of proceeds of $3,300,000
from notes payable with a associated get together, proceeds of $3,120,000 from notes payable, and a compensation of notes payable with a associated
get together of $1,000,000. Cash offered by financing actions for the 12 months ended April 30, 2020 consisted of proceeds of
$2,100,000 from notes payable with a associated get together, $1,950,000 in proceeds from convertible notes payable, and proceeds of $500,000
from a observe payable, which was partially offset by a distribution to the bulk shareholder for $332,239.

Description
of Indebtedness

Notes
Payable – Related Party

On
October 1, 2019, the Company entered right into a mortgage settlement with a associated get together entity managed by the previous shareholder of
Slinger Bag Canada for borrowings of $500,000 bearing curiosity at 12% every year. All principal and accrued curiosity have been due on demand
below the unique settlement. On December 13, 2019, the Company entered into an Amended and Restated Loan Agreement making all
principal and accrued curiosity due on July 15, 2020, which was later amended to increase the due date to September 1, 2021.

On
December 3, 2019, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $500,000 bearing curiosity at
12% every year. All principal and accrued curiosity have been due on demand below the unique settlement. On December 13, 2019, the Company
entered into an Amended and Restated Loan Agreement growing the rate of interest earned from 12% to 24% every year and making all principal
and accrued curiosity due on July 15, 2020, which was later amended to increase the due date to September 1, 2021.

On
December 11, 2019, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $700,000 bearing curiosity
at 24% every year. All principal and accrued curiosity have been due on July 15, 2020. On July 8, 2020, the phrases of the debt have been amended
to increase the due date to January 8, 2021, which was later amended to increase the due date to September 1, 2021.

On
January 6, 2019, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $200,000 bearing curiosity at
24% every year. All principal and accrued curiosity have been due on January 8, 2021, which was later amended to increase the due date to September
1, 2021.

On
February 28, 2020, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $200,000 bearing curiosity
at 24% every year. All principal and accrued curiosity have been due on February 28, 2021, which was later amended to increase the due
date to September 1, 2021.

On
May 12, 2020 and July 3, 2020, the Company entered into mortgage agreements with the identical associated get together for borrowings of $1,000,000
and $500,000, respectively, bearing curiosity at 24% every year. All principal and accrued curiosity have been due on August
31, 2020 and July 3, 2021, respectively, which was later amended to increase the due dates to September 1, 2021.

On
July 8, 2020, the Company entered right into a Purchase Order Financing Agreement (“PO Financing Agreement”) whereby $1,900,000
of the overall $3,600,000 in excellent debt as a result of associated get together as of the date of the settlement was labeled as stock
financing (“PO Financing Amount”). The PO Financing Amount, together with any accrued curiosity, is due in full no later than
six months from the efficient date of the PO Financing Agreement, which was later amended to increase the due date to September 1, 2021.
The excellent steadiness of the PO Financing Amount bears curiosity at a price of two% per 30 days. The Company agreed to repay the PO Financing
Amount along with any accrued, however unpaid, curiosity thereon out of proceeds from the sale of its merchandise, licensing actions,
income to be generated from operations and/or quantities obtained by the Company from buyers, lenders, financiers, financing sources
or different individuals earlier than making funds of some other nature (together with dividends and distributions), aside from funds required
to finance the Company’s operations.

On
August 10, 2020, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $250,000 below
the PO Financing Agreement bearing curiosity at 24% every year. All principal and accrued curiosity have been due on August 10, 2021, which
was later amended to increase the due date to September 1, 2021.

On
September 7, 2020, the excellent debt from the present associated get together lender was amended to scale back the rate of interest to 9.5%
every year on all excellent loans, together with the PO Financing Agreement, efficient the date of the settlement. As consideration
for agreeing to scale back the rate of interest, the Company issued the associated get together warrants to buy 2,500,000 shares of the Company’s
frequent inventory at an train of $0.001 per share. The warrants vest instantly and have a contractual lifetime of 10 years.

On
September 8, 2020, the present associated get together lender agreed to increase the due date of all excellent loans to September 1, 2021.

On
September 15, 2020, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $250,000 bearing
curiosity at 9.5% every year and due in full on September 15, 2021. In reference to the mortgage, the Company issued warrants to the
associated get together lender to buy 125,000 shares of the Company’s frequent inventory at an train worth of $0.001 per share.
The warrants vest instantly and have a contractual lifetime of 10 years. The observe was discounted by $70,130 allotted from the valuation
of the warrants issued. The low cost recorded on the observe is being amortized via the maturity date, which amounted to $43,615
for the 12 months ended April 30, 2021. As of April 30, 2021, the remaining low cost was $26,515.

On
November 24, 2020, the Company entered right into a mortgage settlement with the identical associated get together for borrowings of $300,000 bearing
curiosity at 9.5% every year and due in full on November 24, 2021. In reference to the mortgage, the Company issued warrants to the
associated get together lender to buy 125,000 shares of the Company’s frequent inventory at an train worth of $0.001 per share.
The warrants vest instantly and have a contractual lifetime of 10 years. This observe was discounted by $88,201 allotted from the
valuation of the warrants issued. The low cost recorded on the observe is being amortized via the maturity date, which amounted to
$37,939 for the 12 months ended April 30, 2021. As of April 30, 2021, the remaining low cost was $50,262.

On
December 3, 2020, Mont-Saic Investments LLC (“Mont-Saic”) entered into an Assignment and Conveyance Agreement
with 2490585 Ontario Inc., the Company’s current associated get together lender (“2490585 Ontario”). In reference to the
settlement, Mont-Saic offered its full proper, title and curiosity in its excellent notes payable amounting to $1,820,000 to 2490585
Ontario, Inc., together with the 1,216,560 shares of frequent inventory beforehand issued to Mont-Saic in reference to the debt settlement
and the rights to obtain the remaining 6,921,299 shares issuable. Subsequent to this time limit, the excellent debt of $1,820,000
and all accrued curiosity is payable to 2490585 Ontario and future curiosity will accrue at a price of 9.5% every year in keeping with the
price being charged on their different excellent debt. The scheduled maturity date of the debt stays unchanged and is due June 1, 2021.
As of April 30, 2021, there stay 6,921,299 shares issuable associated to this observe.

On
April 1, 2021, 2490585 Ontario transferred 100% of its proper, title and curiosity in, to and below its mortgage agreements with the Company
within the mixture quantity of $6,220,000, its 1,216,560 shares of frequent inventory and proper to obtain a further 6,921,299 shares
of the Company’s frequent inventory to 2672237 Ontario Ltd. (“2672237 Ontario”), an affiliated Company of 2490585
Ontario.

Total
excellent borrowings from the associated get together lender as of April 30, 2021 and 2020 amounted to $6,220,000 and $2,100,000,
respectively. The excellent quantity is web of whole reductions of $76,777 for a web ebook worth of $6,143,223 as of April 30, 2021.

Interest
expense associated to this associated get together for the years ended April 30, 2021 and April 30, 2020 amounted to $608,668
and $171,918, respectively. Accrued curiosity because of this associated get together as of April 30, 2021 and April 30, 2020 amounted to $747,636
and $138,967, respectively.

Convertible
Notes Payable

On
June 1, 2019, the Company entered right into a convertible observe payable settlement with Mont-Saic which offered for borrowings
of $1,700,000 bearing curiosity at a price of 12.6% every year. All excellent quantities have been due on the maturity date 360 days after
the mortgage challenge date. The Company might repay as much as 50% of the excellent steadiness on the mortgage previous to the maturity date at their discretion.
The excellent principal and accrued curiosity are convertible into shares of the Company’s frequent inventory at any time on the possibility
of the debtholder at a conversion worth equal to 75% of the bottom closing worth of the frequent inventory as outlined within the settlement. Effective
June 1, 2020, the Company and Mont-Saic amended the phrases of the convertible observe payable settlement to take away the conversion
rights described above and to increase the maturity date to June 1, 2021. On June 30, 2020, the Company entered right into a mortgage settlement
with Mont-Saic to borrow a further $120,000, bearing curiosity at 12.6% every year and due in full on June 30, 2021.

On
December 3, 2020, Mont-Saic entered into an Assignment and Conveyance Agreement with the Company’s exiting associated get together lender
whereby Mont-Saic offered its full proper, title and curiosity in its excellent notes payable amounting to $1,820,000 to the Company’s
associated get together lender, together with the 1,216,560 shares of frequent inventory beforehand issued to Mont-Saic in reference to the debt settlement
and the rights to obtain the remaining 6,921,299 shares issuable.

On
November 20, 2019, the Company entered right into a convertible observe payable settlement for borrowings of $125,000 bearing curiosity at 12% per
annum. All excellent borrowings and accrued curiosity are due on November 20, 2020. The excellent principal and accrued curiosity are
convertible into shares of the Company’s frequent inventory at any time on the possibility of the debtholder at a conversion worth equal to
70% of the bottom closing worth of the frequent inventory as outlined within the settlement. On March 2, 2020, the holder of the excellent convertible
observe payable elected to transform the excellent principal of $125,000 and accrued curiosity of $4,274 into 369,354 shares of the Company’s
frequent inventory in accordance with the phrases within the settlement. The remaining steadiness excellent was $0 at April 30, 2020.

On
February 11, 2020, the Company entered right into a convertible observe payable settlement for borrowings of $125,000 bearing curiosity at 12% per
annum. All excellent borrowings and accrued curiosity are due on February 11, 2021. The excellent principal and accrued curiosity are
convertible into shares of the Company’s frequent inventory at any time on the possibility of the debtholder at a conversion worth equal to
70% of the bottom closing worth of the frequent inventory as outlined within the settlement. On September 4, 2020, the holder of this convertible
observe elected to transform the overall quantity of excellent principal and accrued curiosity steadiness into 300,000 shares of the Company’s
frequent inventory.

Total
excellent principal of convertible notes payable at April 30, 2021 and April 30, 2020 amounted to $0 and $1,825,000, respectively.
The excellent balances are netted with debt reductions at April 30, 2021 and 2020 of zero and $248,933, respectively.

Note
Payable

On
March 16, 2020, the Company entered right into a promissory observe payable whereby the Company borrowed $500,000 bearing curiosity at 12% per
annum. Interest on the observe is payable month-to-month and excellent principal on the observe is due in full on March 16, 2022. On December 15,
2020, the lender transformed 100% of the principal quantity of the observe into 500,000 shares of the Company’s frequent inventory. All accrued
curiosity had been paid via such date and, so, upon conversion, the observe was terminated.

On
December 24, 2020, the Company entered right into a promissory observe with a third-party to borrow $1,000,000. The promissory observe bore curiosity
at 2.25% and was due February 8, 2021. On February 2, 2021, the Company and the third-party entered into an modification to increase the promissory
observe to April 30, 2021. On April 11, 2021, the Company and the lender entered into an settlement whereby the lender transformed the promissory
observe into 272,332 shares of Company inventory, which have been issued to the lender at a 20% low cost from the closing worth of the inventory on the
day previous to the conversion.

On
April 15, 2021, the Company and its subsidiaries, Slinger
Bag Americas Inc., (“SBA”), Slinger Bag Canada, Inc., (“SBC”), Slinger Bag International (UK) Limited (“SB
UK”), and Slinger Bag Ltd., (“SBL” and, along with the Company, SBA, SBC, SB UK, SBL the “Borrower”)
issued a $2,000,000 secured time period promissory observe that bears curiosity on the price of 15% every year (the “Note”) to SB Invesco
LLC, a Wyoming restricted legal responsibility firm (the “Lender”). In reference to the Note, the Borrower and Lender entered into
the next agreements:

BLSA

Pursuant
to the BLSA, the Borrower granted to the Lender, as collateral safety for the cost and efficiency of all the obligations and
liabilities of any member of and all the Borrower in favor of the Lender (the “Obligations”), due or to grow to be due, current
or hereafter incurred, contracted or acquired, a primary precedence persevering with safety curiosity in all the property and private property
of the Borrower and its enterprise (the “Collateral”). Such safety curiosity is a primary precedence safety curiosity within the
Collateral.

Upon
the incidence of an Event of Default (as outlined within the BLSA), the Lender might (i) at any time thereafter, in its discretion switch
any securities or different property constituting Collateral into its personal identify or that of its nominee and obtain the revenue thereon and
maintain the identical as safety for all Obligations or apply it on all or any quantities due on the Obligations in such order as Lender might elect
in its sole discretion, (ii) enter the Borrower’s premises and take management of its enterprise and (iii) require every Borrower to
set up, at Borrower’s expense, a lock field account with such financial institution acceptable to Lender, into which Borrower shall promptly deposit
and direct their account debtors to instantly remit all funds on receivables and which such funds or deposits shall be the property
solely of the Lender.

IPSA

To
safe the immediate cost to the Lender of the Obligations of the Borrower, the Borrower pledged and granted to the Lender a unbroken
safety curiosity in and lien upon all of Borrower’s proper, title and curiosity in, to and below the next, whether or not presently
current or hereafter created or acquired (collectively, the “IP Collateral”):

a.
logos and trademark licenses to which the Borrower is a celebration;

b.
patents and patent licenses to which Borrower is a celebration;

c.
copyrights and copyright licenses to which Borrower is a celebration;

d.
mental property not coated by the foregoing;

e.
rights to sue third events for previous, current or future infringement, dilution, misappropriation, or different violation of rights in any
mental property, together with harm to the goodwill related to any trademark, and all causes of motion for a similar; and

f.
All proceeds of all or any of the foregoing, tort claims and all claims and different rights to cost together with (i) insurance coverage claims towards
third events for lack of, injury to, or destruction of, the foregoing IP Collateral and (ii) funds due or to grow to be due below copyright
licenses, patent licenses or trademark licenses and proceeds payable below, or unearned premiums with respect to, insurance policies of insurance coverage
in no matter kind concerning the foregoing Collateral.

SPA

Pursuant
to the SPA, SBI pledged, assigned and granted to the Lender and created a unbroken first precedence lien and safety curiosity in favor
of the Lender in and to all of its proper, title, and curiosity in and to the next, property (collectively, the “Security Collateral”)
to safe the due and immediate cost and efficiency of the Borrower’s Obligations:

(a)
100% of the shares in every of its subsidiaries SBA, SBC, SB UK and SBL; and

(b)
all proceeds and merchandise of the foregoing, all books and information referring to the foregoing, all supporting obligations associated thereto,
and all accessions to, substitutions, and replacements for, and earnings and merchandise of, every of the foregoing, and any and all proceeds
of any insurance coverage, indemnity, guarantee, or warranty payable to the Borrower every now and then with respect to any of the foregoing.

The
Borrower additionally agreed, every now and then, as could also be required by the Lender with respect to all Security Collateral, to take all actions
as could also be requested by the Lender to excellent the safety curiosity of the Lender within the Security Collateral and in order that management of such
Security Collateral is obtained and always held by the Lender.

The
Borrower additional approved the Lender at any time and every now and then to file in any related jurisdiction any financing statements
and amendments thereto that include the data required by Article 9 of the UCC of every relevant jurisdiction for the submitting of
any financing assertion or modification referring to the Security Collateral, with out the signature of the Borrower the place permitted by regulation.

ICA

Under
the ICA, till the obligations, liabilities and indebtedness of each nature of the Borrower every now and then owed to the Lender below
the Loan Agreements (the “First Lien Obligations”) have been paid in full, some other creditor’s safety curiosity in
and lien on the Collateral to safe the cost and efficiency of their obligations have been subordinated to the Lender’s safety
pursuits in and liens on the Collateral to safe the First Lien Obligations, whatever the order or time of attachment, or the
order, time, or method of perfection, or the order or time of submitting or recordation of any doc or instrument, or different methodology of
perfecting a lien.

WPA

Pursuant
to the WPA, SBI issued and offered to the Lender 2,000,000 warrants to buy frequent inventory of SBI and to Chessler Holdings, LLC 200,000
warrants to buy frequent inventory of SBI (collectively, the “Warrants”).

Warrants

Each
Warrant permits its holder to buy shares of SBI’s frequent inventory at an train worth of $0.025 per share, topic to the choice
to cashless train such warrants.

Each
warrant has different customary phrases present in like devices, together with, however not restricted to, occasions of default.

Future
quantities due as of April 30, 2021 are summarized as follows:

We
count on that working capital necessities will proceed to be funded via a mix of our current funds, money flows from operations
and additional issuances of debt and/or securities. Our working capital necessities are anticipated to extend consistent with the expansion
of our enterprise.

Existing
working capital, additional advances and debt devices, and anticipated money move are anticipated to be satisfactory to fund our operations
over the following twelve months. We haven’t any strains of credit score or different financial institution financing preparations. Generally, now we have financed operations
up to now via the proceeds of the non-public placement of fairness and debt devices. In reference to our marketing strategy, administration
anticipates further will increase in working bills and capital expenditures referring to (i) acquisition of stock; (ii) developmental
bills related to a start-up enterprise; and (iii) advertising bills. We intend to finance these bills with additional issuances
of securities and debt issuances. Thereafter, we count on we might want to elevate further capital and generate revenues to fulfill long-term
working necessities. Additional issuances of fairness or convertible debt securities will end in dilution to our present shareholders.
Further, such securities might need rights, preferences or privileges senior to our frequent inventory. Additional financing might not be accessible
upon acceptable phrases, or in any respect. If satisfactory funds usually are not accessible or not accessible on acceptable phrases, we might not be capable of take
benefit of potential new enterprise endeavors or alternatives, which may considerably and materially limit our enterprise operations.

Off-Balance
Sheet Arrangements

We
haven’t any off-balance sheet preparations.

Effect
of Inflation and Changes in Prices

We don’t
imagine that inflation and modifications in costs may have a fabric impact on our operations.

As
a smaller reporting firm, we’re not required to offer this info.

The
monetary statements and supplementary monetary info required by this Item 8 are set forth instantly under and are integrated
herein by reference.

SLINGER
BAG INC.

April
30, 2021

FORM
10-K

INDEX
TO CONSOLIDATED FINANCIAL STATEMENTS

Board
of Directors and Shareholders

Slinger
Bag Inc.

Opinion
on the Financial Statements

We
have audited the accompanying consolidated steadiness sheets of Slinger Bag Inc. as of April 30, 2021 and 2020, and the associated consolidated
statements of operations and complete loss, shareholders’ deficit, and money flows for every of the 2 years within the interval
ended April 30, 2021, and the associated notes (collectively known as the “monetary statements”). In our opinion, the
monetary statements current pretty, in all materials respects, the monetary place of Slinger Bag Inc. as of April 30, 2021 and 2020,
and the outcomes of its operations and its money flows for every of the 2 years within the interval ended April 30, 2021, in conformity with
accounting ideas usually accepted within the United States of America.

Going
Concern

The
accompanying monetary statements have been ready assuming that the entity will proceed as a going concern. As mentioned in Note
2 to the monetary statements, the entity has suffered recurring losses from operations and has a web capital deficiency that elevate substantial
doubt about its capacity to proceed as a going concern. Management’s plans in regard to those issues are additionally described in Note 2. The
monetary statements don’t embrace any changes that may consequence from the result of this uncertainty.

Basis
for Opinion

These
monetary statements are the accountability of the entity’s administration. Our accountability is to precise an opinion on these monetary
statements primarily based on our audits. We are a public accounting agency registered with the Public Company Accounting Oversight Board (United
States) (“PCAOB”) and are required to be impartial with respect to Slinger Bag Inc. in accordance with the U.S. federal
securities legal guidelines and the relevant guidelines and laws of the Securities and Exchange Commission and the PCAOB.

We
performed our audits in accordance with the requirements of the PCAOB. Those requirements require that we plan and carry out the audit to acquire
affordable assurance about whether or not the monetary statements are free of fabric misstatement, whether or not because of error or fraud. Slinger
Bag Inc. just isn’t required to have, nor have been we engaged to carry out, an audit of its inside management over monetary reporting. As half
of our audits we’re required to acquire an understanding of inside management over monetary reporting however not for the aim of expressing
an opinion on the effectiveness of the entity’s inside management over monetary reporting. Accordingly, we categorical no such opinion.

Our
audits included performing procedures to evaluate the dangers of fabric misstatement of the monetary statements, whether or not because of error
or fraud, and performing procedures that reply to these dangers. Such procedures included analyzing, on a take a look at foundation, proof concerning
the quantities and disclosures within the monetary statements. Our audits additionally included evaluating the accounting ideas used and vital
estimates made by administration, in addition to evaluating the general presentation of the monetary statements. We imagine that our audits
present an affordable foundation for our opinion.

Critical
Audit Matters

The
essential audit issues communicated under are issues arising from the present interval audit of the monetary statements that have been communicated
or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures which can be materials to the monetary
statements and (2) concerned our particularly difficult, subjective, or advanced judgments. The communication of essential audit issues
doesn’t alter in any means our opinion on the monetary statements, taken as a complete, and we’re not, by speaking the essential audit
issues under, offering separate opinions on the essential audit issues or on the accounts or disclosures to which they relate.

Inventory

The
Company developed, and now sells, a tennis ball launcher that’s constructed right into a bag (the “Slinger Launcher”). The Company makes use of
manufacturing corporations who ship its Slinger Launchers to 3rd get together warehouses world wide to allow the Company to distribute
its product internationally. As mentioned in Note 3 of the consolidated monetary statements the Company values their stock on the
decrease of price (decided principally on a first-in first-out foundation) or web realizable worth. Due to the quite a few warehouse places,
stock in transit, and the a number of elements that go into the Slinger Launcher auditing the stock steadiness was difficult and
required advanced auditor judgment.

In
order to audit the Company’s stock steadiness, we despatched confirmations to 3rd get together warehouses after they accomplished their inside
stock counts, reconciled and verified all stock in transit quantities by reviewing third get together help and transport information, and
we ensured all values assigned to elements and accomplished Slinger Launchers was correct by reviewing supply paperwork and invoices
from third get together producers.

Complex
Debt and Equity Transactions

During
the 12 months below audit the Company entered into a number of debt and/or fairness transactions and agreements that contained phrases and provisions
that have been unusual in observe. Due to the weird nature of the agreements, guaranteeing the accounting for the transactions have been difficult,
subjective, and required advanced auditor judgment, together with detailed evaluation and interpretation of accounting requirements.

In
order to audit these vital uncommon transactions, we reviewed Company evaluation and needed to carry out a major quantity of analysis
with a view to acquire consolation within the accounting for every.

/s/
Mac Accounting Group, LLP

We
have served because the Company’s auditor since 2019.

Midvale,
Utah

August
6, 2021

Slinger
Bag Inc.

See
accompanying notes to consolidated monetary statements

Slinger
Bag Inc.

See
accompanying notes to consolidated monetary statements

Slinger
Bag Inc.