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Share Name | Share Symbol | Market | Type |
---|---|---|---|
RYVYL Inc | NASDAQ:RVYL | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.0376 | -2.43% | 1.5124 | 1.50 | 1.58 | 1.56 | 1.4501 | 1.56 | 9,484 | 21:27:53 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction | (Commission | (IRS Employer |
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(Address of principal executive offices, including zip code) |
Registrant’s telephone number, including area code:
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
| | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. |
Results of Operations and Financial Condition. |
On October 26, 2023, RYVYL Inc., a Nevada corporation (the “Company”), issued a press release (“Preliminary Earnings Release”) announcing its preliminary financial and operating results for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. You are advised that financial information in the Preliminary Earnings Release for the quarter ended September 30, 2023 is still under review and may differ once reported in the Company’s unaudited financial statements for the quarter ended September 30, 2023 to be filed by the Company with its Quarterly Report on Form 10-Q.
The Preliminary Earnings Release contains certain statements and information that speak to the Company’s expectations or predictions of the future. These statements and information may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-looking statements are subject to risks and uncertainties, many of which are beyond the Company’s control, which could cause the Company’s actual results to differ materially from those expressed in or implied by these statements. Please see the Company’s disclosures regarding risk factors and forward-looking statements in its filings with the Securities and Exchange Commission (the “SEC”) (including its Current Reports on Form 8-K, Quarterly Reports on Form 10-Q, and most recent Annual Report on Form 10-K, as amended) for a discussion of the known material factors that could cause the Company’s actual results to differ materially from those indicated or implied by such forward-looking statements.
The information in this Item 2.02 and Exhibit 99.1 attached hereto will not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor will it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 7.01. |
Regulation FD Disclosure. |
The information set forth under “Item 2.02 Results of Operations and Financial Condition” of this Current Report on Form 8-K with respect to the reporting of certain preliminary financial information of the Company is incorporated into this Item 7.01 by reference.
Additionally, the Company anticipates holding a conference call and webcast at 4:30 p.m. Eastern Time on November 13, 2023 (“Earnings Call”) to discuss its third quarter 2023 results. The Company issued a press release on October 26, 2023, providing information on how to access the Earnings Call.
The information in this Item 7.01 will not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor will it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward-Looking Statements
This Current Report on Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Such forward-looking statements are characterized by future or conditional verbs 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. Such statements are only predictions and the Company’s actual results may differ materially from those anticipated in these forward-looking statements.
There may be events in the future that the Company is not able to accurately predict or control. Factors that may cause such differences include, but are not limited to, those discussed under risk factors in the Company’s Amendment No. 1 to the Annual Report on Form 10-K/A for the year ended December 31, 2022 and other filings filed with the SEC, including the uncertainties associated with the regulatory environment in which the Company operates, rapid changes in blockchain technology and in the cryptocurrency industry, turmoil in the banking sector with respect to digital asset management, strategic growth opportunities and initiatives, and the Company’s proprietary technology. Forward-looking statements speak only as of the date they are made. The Company does not assume any obligation to update forward-looking statements as circumstances change. The Company gives no assurance that it will achieve its expectations.
You may access the Company’s SEC filings by visiting SEC’s website at http://www.sec.gov. This Current Report does not constitute an offer or invitation for the sale or purchase of securities or to engage in any other transaction with the Company or its affiliates. The information in this Current Report is not targeted at the residents of any particular country or jurisdiction and is not intended for distribution to, or use by, any person in any jurisdiction or country where such distribution or use would be contrary to local law or regulation.
Item 9.01. |
Financial Statements and Exhibits. |
(d) |
Exhibits. |
99.1 |
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104 |
Cover Page Interactive Data File |
Portions of this report may constitute “forward-looking statements” as defined by federal law. Although the Company believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Additional information about issues that could lead to material changes in the Company’s performance is contained in the Company’s filings with the SEC.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 26, 2023
RYVYL Inc. |
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By: |
/s/ Fredi Nisan |
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Name: Fredi Nisan |
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Title: Chief Executive Officer |
Exhibit 99.1
`
RYVYL Announces Preliminary Third Quarter 2023 Revenues Grew 60% Year-over-Year to a Quarterly Record $17.0 million.
Management to Host Third Quarter 2023 Financial Results Conference Call on Monday, November 13, 2023
SAN DIEGO, CA – October 26, 2023 – RYVYL Inc. (NASDAQ: RVYL) ("RYVYL” or the "Company"), a leading innovator of payment transaction solutions leveraging proprietary blockchain ledger and electronic token technology for the diverse international markets, announced today that it expects third quarter 2023 revenues to grow 60% compared to third quarter 2022 revenues to a new company quarterly record of $17.0 million.
RYVYL expects to report full third quarter 2023 financial results on Monday, November 13, 2023 after the market close. Company management will host a conference call at 4:30 p.m. Eastern Time on Monday, November 13, 2023 to discuss RYVYL’s financial results for the third quarter ended September 30, 2023, provide a corporate update and which will end with a question and answer session. To participate, please use the following information and submit your questions in writing prior to the call at RVYL@mzgroup.us.
Q3 2023 Conference Call and Webcast
Date: November 13, 2023
Time: 4:30 p.m. Eastern Time
US Dial In: 1-844-826-3035
International Dial In: 1-412-317-5195
Webcast: https://viavid.webcasts.com/starthere.jsp?ei=1639337&tp_key=8d9f96cede
Call me: Link
Please dial in at least 10 minutes before the start of the call to ensure timely participation. Participants can use Guest dial-in #s above and be answered by an operator OR click the Call me™ link for instant telephone access to the event and enter pass code 9364099. The Call me™ link will be made active 15 minutes prior to scheduled start time.
A replay of the call will be available through January 13, 2023, by calling 1-844-512-2921 within the United States or 1-412-317-6671 when calling internationally and entering access ID 10183517. An archived version of the webcast will also be available for 90 days on the IR section of the RYVYL website or by clicking the webcast link above.
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 proprietary blockchain ledger and electronic token technology for the 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 statements are often identified by the use of words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “project,” “will,” “would” or the negative or plural of these words or similar expressions or variations. 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 the timing of the filing of the aforementioned periodic reports. 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 completion and filing of the aforementioned periodic reports will take longer than expected and that additional information may become known prior to the expected filing of the aforementioned periodic reports with the SEC. Other risk factors affecting the Company are discussed in detail in the Company's filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable laws.
Disclaimer Regarding Financial Information
The financial information presented in this press release is based on preliminary, unaudited financial statements prepared by management, for the quarter ended September 30, 2023. Accordingly, such financial information may be subject to change. All information contained in this press release will be qualified with reference to the unaudited financial results for the quarter ended September 30, 2023, which is expected to be released on or before [November 13, 2023], and will be posted on www.SEC.gov. While the Company does not expect there to be any material changes to the financial information provided in this press release, any variation between the Company’s actual results and the preliminary financial information set forth herein may be material.
Investor Relations Contact
Mark Schwalenberg
MZ Group - MZ North America
312-261-6430
RVYL@mzgroup.us
www.mzgroup.us
Document And Entity Information |
Oct. 26, 2023 |
---|---|
Document Information Line Items | |
Entity Registrant Name | RYVYL Inc. |
Trading Symbol | RVYL |
Document Type | 8-K |
Amendment Flag | false |
Entity Central Index Key | 0001419275 |
Document Period End Date | Oct. 26, 2023 |
Entity Emerging Growth Company | false |
Entity Incorporation, State or Country Code | NV |
Entity File Number | 001-34294 |
Entity Tax Identification Number | 22-3962936 |
Entity Address, Address Line One | 3131 Camino Del Rio North, Suite 1400 |
Entity Address, City or Town | San Diego |
Entity Address, State or Province | CA |
Entity Address, Postal Zip Code | 92108 |
City Area Code | (619) |
Local Phone Number | 631-8261 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, par value $0.001 |
Security Exchange Name | NASDAQ |
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