Rezolve AI (RZLV) Registration Filing summary

Company overview and business model

• Operates a mobile commerce engagement platform powered by AI and machine learning, enabling retailers and brands to connect with consumers across devices and locations.

• Platform leverages device features (camera, microphone, location, connectivity) for seamless transactions, information requests, and donations.

• Commercialization of the platform is expected by end of Q4 2025, with initial focus on Europe and the U.S., and expansion to South America and Asia.

• Revenue growth anticipated in 2026 through partnerships with major technology companies.

Financial performance and metrics

• As of June 30, 2025, cash and cash equivalents were $9.86 million; pro forma cash after recent private placements and the offering would be $386.6 million.

• Net tangible book value as of June 30, 2025 was $67.6 million, or $(0.26) per share; after the offering, adjusted net tangible book value would be $71.3 million, or $0.23 per share.

• Immediate dilution to new investors is estimated at $2.75 per share if shares are sold at $2.98.

Use of proceeds and capital allocation

• Net proceeds from the offering will be used for general corporate purposes, including acquisitions, strategic investments, working capital, operating expenses, and capital expenditures.

• Management has broad discretion over the use of proceeds.