Acquisition

RTB Digital lands Nasdaq listing via reverse merger with Ryvyl

What's the deal? RTB DigitalDealroom has a profile for this one. Try Dealroom → has completed a reverse merger with Ryvyl Inc.Dealroom has a profile for this one. Try Dealroom →, converting the private operating company into a Nasdaq-listed business. Trading began on the Nasdaq Capital Market under the ticker RTB on May 13, 2026, a day after the merger closed. Deal terms were undisclosed.

How it's structured: A wholly owned Ryvyl subsidiary merged into RTB Digital, which survives as a subsidiary of Ryvyl. Ryvyl then renamed itself RTB Digital, Inc.

The consideration: Ryvyl issued 11,893,886 shares in exchange for RTB Digital's common stock, preferred stock, and assumed notes plus accrued interest. Immediately after the merger, 13,174,895 shares were issued and outstanding. A March 2026 convertible note converted into 179,732 shares at closing.

New leadership: The board expanded to seven members effective May 21, 2026, with James Heckman appointed chief executive officer and Alykhan Madhavji as chief financial officer. Steven Fletcher and Brett Moyer remain as directors.

The financials: For the three months to March 31, 2026, RTB Digital reported revenue of $553,000, up from $446,000 a year earlier. But operating expenses jumped to $3.84 million from $683,000, and net loss widened to $4.78 million from $591,000. Cash and equivalents fell to $497,000.

What could go wrong? Management disclosed substantial doubt about the company's ability to continue as a going concern. RTB Digital posted a net loss of $8.04 million for 2025 and carries an accumulated deficit of $18.57 million, and it expects further operating losses through December 31, 2026.

The signal: Reverse mergers remain a fast route to public markets for smaller operators seeking liquidity without a traditional IPO. For RTB Digital, the Nasdaq listing delivers a trading venue and a fresh capital structure — but the going-concern warning underscores how much rests on the business turning revenue growth into sustainable cash flow.

Read more: minichart.com.sg

Image credit: Generated with Gemini

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