RedCloud (RCT) Registration filing summary

Company overview and business model

• Operates RedAI infrastructure, enabling FMCG trading and data aggregation across Nigeria, South Africa, Argentina, Brazil, Türkiye, and Saudi Arabia.

• Monetizes proprietary transactional and behavioral data, providing AI-driven recommendations and decision intelligence for supply chain participants.

• Revenue is primarily transaction-based, with new subscription models for mid-market distributors and joint venture licensing fees.

• RedAI platform integrates retailer apps, dashboards, and bulk trading programs, with a roadmap for advanced AI agents and enterprise features.

Financial performance and metrics

• 2025 revenue was approximately $48.5 million, a 4.4% year-on-year increase; TTV grew 31% to $3.2 billion.

• Processed 827,323 orders in 2025, with an average transaction-based revenue of 1.5% of TTV.

• Net losses were $46.2 million in 2025 and $50.7 million in 2024; accumulated deficit of $194.7 million as of December 31, 2025.

• Cash and cash equivalents at year-end 2025 were $479,000; used $37 million in cash for operating activities in 2025.

Use of proceeds and capital allocation

• May receive up to $30 million in gross proceeds from share sales to Tumim and Amiens under ELOC agreements.

• Proceeds will be used for general corporate purposes and working capital as determined by the board.

• As of the prospectus date, $1.39 million had been received from the sale of 2,100,107 ordinary shares.