Rezolve AI (RZLV) investor relations material

Deal rationale and strategic fit

• Acquisition of Reward Loyalty UK for $230 million in cash accelerates data and AI capabilities, embedding transaction intelligence and advanced loyalty at the payment layer.

• Strengthens position in AI-driven commerce by integrating customer engagement, transaction, and loyalty functions, directly aligning with the product roadmap.

• Reward's integration with major banks and retailers provides access to tens of millions of cardholders and enhances distribution channels.

• Combining Reward's transaction data with AI models increases precision and commercial impact, positioning the company as a full-stack commerce infrastructure provider.

• Strategic alignment and long-term growth potential were key factors in choosing this partnership over other suitors.

Financial terms and conditions

• The acquisition was completed for $230 million, paid entirely in cash, fully funded from existing resources.

• No equity issuance, seller paper, or external financing required; transaction is fully non-dilutive to shareholders.

• The company retains over $100 million in cash post-transaction, ensuring stability and flexibility.

• Reward adds $90 million in recurring, EBITDA-accretive revenue, bringing total to $300 million, with a target of $350 million+ for 2026 and $500 million ARR by end of 2026.

Synergies and expected cost savings

• Significant cross-sell and upsell opportunities exist between the two customer bases, leveraging AI, payments, and loyalty products.

• Expected to add $90 million of EBITDA-accretive revenue in fiscal year 2025, supporting profitable, self-financing growth.

• Embedded banking relationships and transaction intelligence enable end-to-end customer lifecycle management and improved conversion for retailers.

• Enables closed-loop engagement and monetization across everyday spending.

• Expansion into new markets, including the US, is facilitated by combined infrastructure and merchant connections.