Surgepays (SURG) Registration filing summary

Company overview and business model

• Wireless and point-of-sale technology platform serving underserved and value-conscious consumers through retail distribution and digital acquisition channels.

• More than 9,000 independent convenience-store and similar retail locations support service activations, prepaid top-ups and financial transactions; ProgramBenefits.com adds direct digital acquisition.

• Revenue streams include subsidized and prepaid wireless, wholesale wireless enablement, POS transaction processing and in-store digital advertising; shared infrastructure supports cross-selling and customer retention.

• GrowthLine opened to partner brands in October 2026, providing carrier access, billing, customer care, compliance and other operating services; it supports over 200,000 subscribers, with six companies signed or under agreement to join.

Financial performance and metrics

• Public float valued at $9.27 million, based on 62,062,796 shares outstanding, including 8,507,619 affiliate-held shares, and a $0.1731 share price on September 11, 2026.

• Sold 26,226,877 common shares for $10,374,900 gross proceeds under Form S-3 public-float provisions during the 12 months through November 3, 2026.

• Common stock last traded at $0.1647 on Nasdaq on October 30, 2026; TAAD LLP’s audit report on FY2025 financial statements included a going-concern uncertainty paragraph.

Use of proceeds and capital allocation

• Net proceeds from each sale are intended for purposes described in the applicable prospectus supplement.

• Available discretionary cash flow is intended to be retained for business growth, development and expansion; no cash dividends are anticipated in the foreseeable future.