Roze Ai (RZAI) Registration filing summary

Company overview and business model

• Operates as a holding company in Canada with primary operations in South Korea, specializing in AI-driven disaster prevention technology for fire detection and safety using its proprietary DAP (Disaster AI Platform).

• DAP integrates IoT sensors, digital twin technology, and AI for real-time fire risk monitoring, forecasting, and response, targeting B2G and B2B markets.

• Product line includes wireless fire detectors, control panels, alert systems, and a developing SoC (System on Chip) for enhanced edge computing and energy efficiency.

• Business model is project-based, focusing on large-scale installations for government, military, and industrial clients, with plans to expand into subscription-based services and international markets.

• Holds a portfolio of patents in Korea, the US, and under the PCT, and aims to leverage proprietary technology for global expansion.

Financial performance and metrics

• Total revenue grew from $4.65M in 2021 to $8.23M in 2024, but declined to $2.30M in 2025 due to project delays and macroeconomic factors.

• Net loss increased to $6.03M in 2025 from $1.44M in 2024, with an accumulated deficit of $16.75M as of December 31, 2025.

• Cash and cash equivalents were $1.08M at year-end 2025; company expects to require additional funding to sustain operations through 2026.

• R&D expenses rose to $2.39M in 2025, reflecting increased development activity.

• Auditor's report includes a going concern warning due to recurring losses and liquidity needs.

Use of proceeds and capital allocation

• No proceeds will be received from the resale of shares by registered shareholders in the direct listing.

• $7M raised in a private placement of Class C Preferred Shares prior to listing, with proceeds allocated to R&D, operations, and working capital.

• Significant capital is earmarked for SoC development and manufacturing, with $8M planned for R&D and $1M for production preparation.