Roundtable CEO James Heckman Details NASDAQ Strategy, Long-Term Focus, Capitalization Structure, and Lock-Up
Rhea-AI Summary
Roundtable (NASDAQ: RVYL) outlined its post‑merger capitalization after shareholder approval on April 1, 2026, describing a ~13.5 million share capital structure with ~2.0 million shares free trading and ~11.5 million shares (≈85%) subject to a one‑year lockup and staggered release over a second year.
The company cited $35M of new capital, a recent $2M insider investment at $11.15/share (implying ~$150M valuation), prior R&D >$10M, and a $10M deposit toward a controlling digital media acquisition.
Positive
- Free float of ~2.0M shares to meet Nasdaq liquidity
- 85% lockup signals long‑term alignment from founders and major investors
- $35M new capital committed to support merger and adoption
- $10M deposit toward controlling digital media acquisition
Negative
- ~85% restricted limits immediate tradable supply and near‑term liquidity
- Concentration risk with majority ownership locked to insiders/investors
- Valuation spread between $5 price (~$67.5M cap) and $11.15 recent investor price (~$150M)
News Market Reaction – RVYL
In the Apr 7 session, RVYL declined 4.26%, reflecting a moderate negative market reaction. Argus tracked a trough of -5.5% from its starting point during tracking. Our momentum scanner triggered 3 alerts that day, indicating moderate trading interest and price volatility.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Historical Context
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| Apr 02 | Post-merger lock-up | Positive | -4.0% | Announced 1-year lock-up on ~11.5M of 13.5M shares and $35M investment. |
| Apr 02 | Merger approval | Positive | -4.0% | Shareholders approved Roundtable merger with 99% of votes cast in favor. |
| Mar 26 | Meeting adjournment | Positive | -10.5% | Adjourned meeting despite 99% support as more votes needed to reach threshold. |
| Mar 18 | Meeting postponement | Positive | -1.8% | Special meeting postponed while collecting more favorable merger votes. |
| Jan 20 | Nasdaq compliance | Positive | +1.4% | Announced regained Nasdaq bid-price compliance and filed Form S-4 for merger. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Recent merger- and governance-related headlines with generally positive framing have often been followed by negative price reactions.
Over the last few months, RVYL’s news flow centered on its reverse merger with Roundtable, Nasdaq compliance and shareholder approvals. On Jan 20, the company reported regaining Nasdaq bid-price compliance and filing a Form S-4, with a modest 1.38% gain. Subsequent special-meeting adjournments and strong ~99% vote support for the merger into RTB were followed by declines of -10.54%, -3.98%, and -1.81%. The April communications about lock-ups and capitalization similarly coincided with a -3.98% move, underscoring selling pressure around otherwise constructive corporate updates.
Key Terms
reverse stock split financial
public float financial
lock up financial
nasdaq listing requirements regulatory
controlling interest financial
web3 technical
AI-generated analysis. How Rhea-AI works. Not financial advice.
James Heckman, CEO and founder of Roundtable.
Seattle, WA., April 06, 2026 (GLOBE NEWSWIRE) -- Roundtable (“RTB”) CEO James Heckman detailed the Company’s post-merger capitalization strategy following the April 1 shareholder approval of its merger with RYVYL Inc. (NASDAQ: RVYL). The merger was approved by approximately
Heckman outlined the equity structure designed to balance Nasdaq listing liquidity requirements with a restricted share supply, management/investor alignment and long-term value creation, describing the supply as “well structured” for both short-term and long-term public company shareholders. Heckman stated, “our founders, executives and strategic investors are committed to investing the time and resources necessary to fulfill our vision to its fullest potential.”
Post-Merger Equity Structure - Lock up
The combined entity is expected to have approximately 13.5 million total shares outstanding. Of those, approximately 2 million shares are expected to be available for public trading, with the remaining 11.5 million shares, representing approximately
| Equity Holder | Shares | Detail |
| Total Outstanding | ~13,500,000 | Post Merger, RVYL + RTB |
| Free Trading | ~2,000,000 | Post Merger, RVYL + RTB (NASDAQ Liquidity) |
| Locked-up Shares | ~11,500,000 | 1 yr, Founders/Execs, Major Investors |
| % locked-up | ~ | Post lock, slow release over second year, staggered |
“The structure of the merger is not materially dilutive to the free trading supply; rather, we are restricting supply,” said James Heckman, describing the outcome as a “best of worlds” structure for shareholders, providing sufficient scale and liquidity, while aligning long term management incentives.
Strategic Framework
Heckman outlined three core components of the equity strategy:
Nasdaq Liquidity Compliance. Approximately 2 million share public float designed to meet Nasdaq listing requirements, comprising approximately 1.25 million existing RYVYL Inc. shares and approximately 750,000 shares issued in connection with the Roundtable merger.
Investor Positioning Without Filing Constraints. The capitalization structure is designed to facilitate meaningful ownership accumulation after adding in the outstanding shares of RTB.
Supply Control via Lock-Up Commitment. An ~
Capital Structure and Recent Investment
Most recent investment:
| Detail | Share Price | Market Capitalization (outstanding shares) | ||
| Approximate Share Price | ||||
| Market Cap, at | ||||
| Most Recent Investment ( | ~ | |||
“The RVYL merger will have an amplifying effect on our mission and we believe offers the same opportunity for shareholders,” Heckman said. “Our founders and investors are focused on long-term value creation as we roll out our market-changing, Web3, AI-powered digital media platform over the coming years. Our team has refined this technical and business model since the 1990s and believes this next-generation platform can restore, grow, and protect value for professional media owners in perpetuity.”
Additionally, CEO Heckman has a long track record of executing strategic partnerships with major media brands, a common growth driver in media and technology. RTB has executed a binding agreement to acquire a controlling interest in a leading digital media company as part of a strategic partnership, leveraging its technology and distribution. A
About Roundtable (RTB Digital, Inc.)
Transforming the
About RYVYL
RYVYL Inc. (NASDAQ: RVYL) operates a digital payment processing business enabling transactions around the globe and provides payment solutions for underserved markets.
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 that are characterized 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. Such forward-looking statements include statements regarding the timing and effects of the Reverse Stock Split. 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 Reverse Stock Split will not guarantee that the Company regains compliance with Nasdaq’s listing requirements or will remain in compliance with all other requirements for continued listing on Nasdaq. Other risk factors affecting the Company are discussed in detail in the Company's filings with the U.S. Securities and Exchange Commission. 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.
RYVYL IR Contact:
Richard Land, Alliance Advisors Investor Relations
973-873-7686, ryvylinvestor@allianceadvisors.com
