High Roller Technologies (ROLR) Registration Filing summary

Company overview and business model

• Operates a global online iCasino platform offering over 4,400 games from 70+ providers, targeting high-value players with a focus on VIP experiences and rapid onboarding.

• Multi-brand strategy with HighRoller.com as the flagship and Fruta.com launched in 2024, aiming to launch at least one new brand annually.

• Revenue generated through house edge on games, with a focus on regulated and pre-regulated markets in Europe, Americas, and Asia-Pacific.

• Utilizes proprietary frontend and CMS, third-party PAM, and leverages affiliate marketing via Spike Up Media for lead generation.

• Holds active Curacao and Estonian licenses, with plans to enter North American regulated markets using IPO proceeds.

Financial performance and metrics

• 2023 revenue: $29.7M (up 60% from $18.5M in 2022); H1 2024 revenue: $12.3M (down 17% YoY due to market exit).

• Net loss: $2.8M in 2023 (improved from $3.1M in 2022); H1 2024 net loss: $3.4M.

• Cash and equivalents as of June 30, 2024: $1.4M; pro forma post-IPO: $12.1M.

• Accumulated deficit: $24.6M; negative working capital of $7.4M as of June 30, 2024.

• Substantial doubt about ability to continue as a going concern; dependent on successful capital raise.

Use of proceeds and capital allocation

• Estimated net proceeds of $8.1M–$9.5M (if over-allotment exercised) at $8.00/share.

• Planned allocation: $3M for marketing, $3.5M for expansion into regulated markets, $1M for new brand launches, remainder for working capital.

• Proceeds to support entry into North America, platform development, and potential acquisitions.