RedCloud (RCT) Registration filing summary

Company overview and business model

• Operates RedAI infrastructure, facilitating FMCG trading across Nigeria, South Africa, Argentina, Brazil, and joint ventures in Türkiye and Saudi Arabia.

• RedAI aggregates transactional and behavioral data, providing AI-powered recommendations and decision intelligence for supply chain participants.

• Revenue is generated primarily from transaction-based fees (1–5% of TTV), with a shift toward subscription and licensing models for AI-driven products.

• As of December 31, 2025, network included 996 sellers, 7,910 brands, 210,000 products, and 65,512 retailers.

• Expansion plans target additional high-growth consumer markets beyond current geographies.

Financial performance and metrics

• 2025 revenue was approximately $48.5 million, a 4.4% year-on-year increase.

• Total transaction value (TTV) for 2025 reached $3.2 billion, up 31% year-on-year.

• Cumulative trades across RedAI from January 2023 to December 2025 totaled $6.9 billion.

• Average transaction-based revenue in 2025 was about 1.5% of TTV.

• Strategic capital reallocation from Argentina to higher-return opportunities, including JV licensing.

Use of proceeds and capital allocation

• Net proceeds will be used for working capital, general corporate purposes, and other uses deemed in the best interest of the company by the board.

• Specific allocations for each offering will be detailed in the relevant prospectus supplement.