YAAS · Youxin Technology Ltd

Youxin Technology Ltd completed a strategic acquisition of a 51% controlling interest in Celnet Technology Co., Ltd. on October 29, 2025, for a cash consideration of US$736,461. Celnet BJ specializes in customer relationship management (CRM) system consulting and cloud computing solutions, serving over 500 enterprise clients across China. The transaction is accounted for using the acquisition method, resulting in the recognition of significant pro forma goodwill of US$1,967,495, suggesting the purchase price exceeded the fair value of identifiable net assets. The pro forma condensed combined balance sheet reflects a total asset base of US$14.0 million and a shift to a stockholders' equity position of US$9.0 million, largely bolstered by Youxin's existing capital structure, despite Celnet's historical shareholders' deficit. Celnet BJ demonstrated a strong financial turnaround in the fiscal year ended September 30, 2025, reporting a net income of US$309,221 compared to a net loss of US$204,250 in the prior year. Revenue grew to approximately US$2.83 million from US$2.10 million, driven by increased demand for its digital transformation services. The pro forma combined statement of operations illustrates the scale of the combined entity, with total revenues of US$3.37 million for the fiscal year. However, the pro forma net loss remains significant at US$9.3 million, primarily driven by substantial non-cash charges related to warrant liabilities and issuance costs within Youxin's historical results. The filing also notes the engagement of GGF CPA LTD as the new auditor for Celnet BJ in 2026, replacing the prior auditor associated with the consent filed in Exhibit 23.1.