RYVYL Inc. announces a $13 million preferred stock repurchase and note repayment agreement, reducing debt obligations significantly.
Quiver AI Summary
RYVYL Inc. has announced a Preferred Stock Repurchase and Note Repayment Agreement aimed at repaying an 8% Senior Convertible Note and redeeming all Series B Convertible Preferred Stock shares. The agreement involves an initial payment of $13 million for the Preferred Stock and partial repayment of the Note, which will reduce its principal to $4 million. The maturity date for the remaining balance has been set to April 30, 2025. The company must make the first tranche payment by January 27, 2025, with an option to extend to February 3 for an additional fee. If RYVYL fails to repay the remaining balance by the due date, the original terms of the Note will be reinstated. The press release emphasizes that it is for informational purposes and does not constitute a securities offer.
Potential Positives
- The company is repaying and terminating an 8% Senior Convertible Note, reducing its outstanding debt burden.
- RYVYL is redeeming all shares of its Series B Convertible Preferred Stock, which could enhance common stock value and improve shareholder confidence.
- Following the first tranche payment, certain restrictive covenants will be waived, potentially allowing for greater operational flexibility.
- The company is maintaining control over the timing of the repayment, which allows for strategic financial management.
Potential Negatives
- The company is required to make a substantial payment of $13.0 million by January 27, 2025, potentially straining its financial resources.
- Failure to pay the remaining $4.0 million by the extended deadline of April 30, 2025, would restore original terms of the note, including accruing interest, which could lead to further financial complications.
- The mention of necessary compliance with various banking laws introduces significant regulatory risks that could impact payment processing capabilities and business operations.
FAQ
What recent financial agreement did RYVYL Inc. execute?
RYVYL Inc. executed a Preferred Stock Repurchase and Note Repayment Agreement, including a $13 million payment and a $4 million remaining balance on the Note.
What is the deadline for RYVYL's first tranche payment?
The first tranche payment of $13 million is due on or before January 27, 2025, with an optional extension to February 3, 2025.
What happens if RYVYL fails to pay the remaining balance?
If RYVYL fails to pay the remaining balance by April 30, 2025, the Note's previous terms will be restored, and interest will accrue again.
What impact does this agreement have on RYVYL's stock?
The agreement allows the Securityholder to convert the Note and Preferred Stock into common stock prior to the first tranche payment.
How has RYVYL Inc. evolved since its founding?
Founded in 2017 as GreenBox POS, RYVYL has developed comprehensive electronic payment solutions for diverse international markets.
Disclaimer: This is an AI-generated summary of a press release distributed by GlobeNewswire. The model used to summarize this release may make mistakes. See the full release here.
$RVYL Hedge Fund Activity
We have seen 5 institutional investors add shares of $RVYL stock to their portfolio, and 7 decrease their positions in their most recent quarter.
Here are some of the largest recent moves:
- RENAISSANCE TECHNOLOGIES LLC removed 16,742 shares (-40.4%) from their portfolio in Q3 2024, for an estimated $22,099
- XTX TOPCO LTD added 15,107 shares (+inf%) to their portfolio in Q3 2024, for an estimated $19,941
- CROSS STAFF INVESTMENTS INC removed 3,296 shares (-9.6%) from their portfolio in Q3 2024, for an estimated $4,350
- TOWER RESEARCH CAPITAL LLC (TRC) removed 3,080 shares (-100.0%) from their portfolio in Q3 2024, for an estimated $4,065
- WOLFF WIESE MAGANA LLC removed 2,830 shares (-35.7%) from their portfolio in Q4 2024, for an estimated $3,679
- NEW WAVE WEALTH ADVISORS LLC added 2,803 shares (+inf%) to their portfolio in Q4 2024, for an estimated $3,643
- GEODE CAPITAL MANAGEMENT, LLC added 2,051 shares (+5.2%) to their portfolio in Q3 2024, for an estimated $2,707
To track hedge funds' stock portfolios, check out Quiver Quantitative's institutional holdings dashboard.
Full Release
SAN DIEGO, CA, Jan. 24, 2025 (GLOBE NEWSWIRE) -- RYVYL Inc. (NASDAQ: RVYL) ("RYVYL" or the "Company"), a leading innovator of payment transaction solutions leveraging electronic payment technology for diverse international markets, has executed a Preferred Stock Repurchase and Note Repayment Agreement for the full repayment and termination of an 8% Senior Convertible Note (the "Note) and the redemption of all shares of the Company's Series B Convertible Preferred Stock (the "Preferred Stock"). The Definitive Agreement provides for:
- A first tranche payment of $13.0 million for the redemption of all of the shares of Preferred Stock held by the Securityholder, and payment of a portion of the outstanding balance of the Note so that the remaining outstanding principal balance will be $4.0 million.
- Advancing the maturity date for the remaining balance of $4.0 million due under the Note, following payment of the first tranche, to April 30, 2025.
The Company is required to pay the first tranche payment of $13.0 million on or before January 27, 2025. The first tranche due date may be extended to February 3, 2025, at the sole option of the Company, in consideration for RYVYL’s payment of an additional $50,000.
- Upon payment of the first tranche payment and execution of the Preferred Stock Repurchase and Note Repayment Agreement, certain restrictive covenants contained in the transaction documents pursuant to which the Note and the shares of Preferred Stock were issued will be waived and no additional interest will accrue and be payable, as long as the Company pays the remaining $4.0 million principal balance of the Note ($4,050,000, if the date of the first tranche payment date is extended) on or before April 30, 2025. If the Company fails to pay the remaining balance by such date, the Note will be restored to its terms prior to the first tranche payment, and interest will again accrue and be payable.
- Prior to payment of the first tranche payment, the Securityholder shall retain the ability, subject to certain market limitations, to convert the Note and the Preferred Stock into common stock.
This communication is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security and does not constitute an offer, solicitation or sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About RYVYL
RYVYL Inc. (NASDAQ: RVYL) was born from a passion for empowering a new way to conduct business-to-business, consumer-to-business, and peer-to-peer payment transactions around the globe. By leveraging electronic payment technology for diverse international markets, RYVYL is a leading innovator of payment transaction solutions reinventing the future of financial transactions. Since its founding as GreenBox POS in 2017 in San Diego, RYVYL has developed applications enabling an end-to-end suite of turnkey financial products with enhanced security and data privacy, world-class identity theft protection, and rapid speed to settlement. As a result, the platform can log immense volumes of immutable transactional records at the speed of the internet for first-tier partners, merchants, and consumers around the globe. www.ryvyl.com
Cautionary Note Regarding Forward-Looking Statements
This press release includes information that constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on the Company's current beliefs, assumptions, and expectations regarding future events, which in turn are based on information currently available to the Company. Such forward-looking statements include statements regarding timely payment of the first and second tranches, the benefit to stockholders from the repayment of the note and repurchase of the preferred shares, and the timing and expectation of revenues from the license described herein and are charactered by future or conditional words such as "may," "will," "expect," "intend," "anticipate," "believe," "estimate" and "continue" or similar words. You should read statements that contain these words carefully because they discuss future expectations and plans, which contain projections of future results of operations or financial condition or state other forward-looking information. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. A variety of factors could cause actual events and results to differ materially from those expressed in or contemplated by the forward-looking statements, including the risk that the licensee understands and complies with various banking laws and regulations that may impact the licensee's ability to process transactions. For example, federal money laundering statutes and Bank Secrecy Act regulations discourage financial institutions from working with operators of certain industries - particularly industries with heightened cash reporting obligations and restrictions - as a result of which, banks may refuse to process certain payments and/or require onerous reporting obligations by payment processors to avoid compliance risk. These and other risk factors affecting the Company are discussed in detail in the Company's periodic filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether because of the latest information, future events or otherwise, except to the extent required by applicable laws.
IR Contact:
David Barnard, Alliance Advisors Investor Relations, 415-433-3777,
[email protected]