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.

• RedAI collects and monetizes transactional and behavioral data, providing AI-powered recommendations for supply chain optimization.

• Revenue is generated primarily from transaction-based fees (1–5% of TTV) paid by brands and distributors; retailers do not pay transaction fees.

• Expanding product suite to include subscription-based intelligence tools and enterprise licensing for international joint ventures.

• Focused on high-growth consumer markets and plans further geographic expansion.

Financial performance and metrics

• 2025 revenue was approximately $48.5 million, up 4.4% year-on-year; 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 of $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 were $479,000 at year-end 2025; used $37 million in cash for operating activities in 2025.

• Reports from auditors include a going concern warning due to uncertainty in meeting operating and capital expenses.

Use of proceeds and capital allocation

• May receive up to $30 million in gross proceeds from equity line agreements with Tumim Stone Capital and Amiens Technology Investments.

• Proceeds will be used for general corporate and working capital purposes or 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.