Rezolve Ai Clarifies Recent SEC Filing and Reaffirms Strategic Growth Initiatives

Rhea-AI Summary

Rezolve Ai (NASDAQ: RZLV) has issued a clarification regarding its recent Form F-3 filing, emphasizing that it does not result in shareholder dilution as it only re-registers existing shares. The company recently secured a $200 million capital raise to fund global expansion.

The company highlighted its strategic partnerships with Microsoft and Google, featuring deep technical integration and joint go-to-market commitments. Rezolve's proprietary brainpowa™ LLM achieves zero hallucinations in enterprise deployments. Notable customer successes include Myntra's 35% YoY increase in visual search adoption and DFS's 10% uplift in conversions.

Rezolve will announce H1 2025 results on October 1, 2025, with updates on revenue growth and enterprise adoption progress.

Positive

• Secured $200 million capital raise for global expansion
• Strategic partnerships with tech giants Microsoft and Google
• Zero-hallucination AI technology through proprietary brainpowa™ LLM
• Strong customer results: 35% YoY increase for Myntra, 10% conversion uplift for DFS
• Form F-3 filing maintains existing shares with no dilution

Negative

• Requires additional Form F-3 filing for recent $200M capital raise shares
• Previous F-1 registration deemed administratively burdensome

Insights

Financial Analyst

Rezolve clarifies non-dilutive F-3 filing while highlighting strong financial position with recent $200M raise and strategic partnerships.

Rezolve has issued an important clarification regarding its recent Form F-3 registration statement filed on September 25. The company emphasizes that this filing represents no dilution for existing shareholders as it merely re-registers already outstanding shares previously registered on a Form F-1. This administrative move reduces costs and provides flexibility for prior investors without issuing new shares or indicating imminent selling activity.

More significantly, Rezolve recently completed a $200 million capital raise, substantially strengthening its balance sheet to fund global expansion. The company plans to register these newly issued shares on a Form F-3 in the coming days, consistent with prior disclosures and agreements.

The press release strategically addresses potential investor concerns by highlighting Rezolve's partnerships with tech giants Microsoft and Google, described as "truly strategic" with joint go-to-market commitments and technical integration. These aren't merely marketplace listings but appear to be comprehensive collaborations endorsed by senior executives from both companies.

The company highlights its technological differentiation through its proprietary brainpowa™ LLM, engineered for "zero hallucinations" - a critical factor for enterprise adoption. Customer case studies provide concrete evidence of business impact, including 35% YoY increase in visual search adoption at Myntra and 10% uplift in conversions at DFS.

With half-year financial results expected on October 1, 2025, Rezolve appears to be setting positive expectations regarding revenue growth and strategic initiative progress. The overall message conveys financial stability, technological differentiation, and market traction - key elements investors evaluate when assessing AI companies in today's competitive landscape.

No Dilution in Recent F-3 Filing
Strategic Partnerships with Microsoft and Google Driving Enterprise Adoption

NEW YORK, Sept. 29, 2025 (GLOBE NEWSWIRE) -- Rezolve Ai (NASDAQ: RZLV), the enterprise AI-commerce company, today issued a statement to clarify recent misconceptions surrounding its latest SEC filing and to reaffirm the company’s strong financial position, strategic partnerships, and customer traction.

No Dilution in Recent F-3 Filing
On September 25, Rezolve filed a Form F-3 registration statement with the U.S. Securities and Exchange Commission to re-register for resale certain shares that had previously been registered for resale on Form F-1, a more administratively burdensome form for the Company. The registered shares were already outstanding shares held by investors. No new shares were issued in connection with the Form F-3 and the Form F-3 is not an indication of imminent selling activity by these shareholders. This filing is an administrative requirement to allow prior investors flexibility and to ease the administrative costs of maintaining the registration statements imposed on the Company, and it does not create dilution for existing Rezolve shareholders.

As previously reported on September 26, Rezolve recently completed a $200 million capital raise, further strengthening Rezolve’s balance sheet and intended to fund its global expansion strategy. As previously disclosed and agreed in the definitive documentation, Rezolve intends to register for resale on Form F-3 the shares issued in connection with such capital raise to provide flexibility for the investors in the coming days. This filing is fully consistent with the Company’s previously disclosed plans.

Truly Strategic Partnerships with Microsoft and Google
Rezolve reaffirmed that its partnerships with Microsoft and Google go far beyond marketplace listings. Senior executives Nick Parker of Microsoft and Tara Brady of Google have publicly described Rezolve as a strategic partner in driving the future of retail AI (Microsoft video | Google video). These partnerships involve joint go-to-market commitments, deep technical integration, and coordinated customer engagements across global retail and enterprise sectors.

Addressing the Industry’s Hallucination Problem
One of the most critical challenges in AI adoption is the risk of hallucinations. Rezolve’s proprietary brainpowa™ LLM has been engineered to achieve zero hallucinations, delivering reliable, accurate outputs in enterprise deployments (see demonstration). This differentiator is central to building enterprise trust in Rezolve’s platform.

Strong Customer Case Studies
Rezolve continues to deliver measurable value for global retailers, including:

• Myntra: simplifying product discovery and driving a 35% YoY increase in visual image search adoption (case study).
• Crate & Barrel: boosting product discovery and shopper conversion through AI-powered solutions (case study PDF).
• DFS: achieving a 10% uplift in conversions by connecting shoppers to better-matched products (case study).
  

Upcoming Half-Year Results
Rezolve expects to announce its first half 2025 financial results on October 1, 2025. Management expects to provide an update on revenue growth, enterprise adoption, and progress against the Company’s strategic initiatives.

Positioned for Sustained Growth
Rezolve remains focused on executing its growth strategy, with a strong balance sheet, expanding enterprise adoption, and a differentiated AI-commerce platform that solves real-world challenges for customers and partners.

About Rezolve Ai
Rezolve Ai (NASDAQ: RZLV) is an industry leader in AI-powered solutions, specializing in enhancing customer engagement, operational efficiency, and revenue growth. The Brain Suite is the world’s first enterprise AI platform built for Agentic Commerce, delivering advanced tools that harness artificial intelligence to power search, transact, fulfill, and personalize at global scale. For more information, visit www.rezolve.com.

Forward-Looking Statements
This press release contains forward-looking statements, including expectations regarding product capabilities, commercialization, and business performance. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Additional information regarding risks and uncertainties is included in the Company’s filings with the SEC. Rezolve Ai undertakes no obligation to update forward-looking statements, except as required by law.

Media Contact
Rezolve Ai
Urmee Khan - Global Head of Communications
urmeekhan@rezolve.com
+44 7576 094 040

investors@rezolve.com

FAQ

What is the impact of Rezolve AI's (RZLV) recent Form F-3 filing on shareholders?

The Form F-3 filing is purely administrative, re-registering existing shares previously registered on Form F-1, with no new dilution for current shareholders.

How much capital did Rezolve AI (RZLV) recently raise and what is it for?

Rezolve AI raised $200 million to strengthen its balance sheet and fund global expansion strategy.

What results has Rezolve AI (RZLV) achieved with its enterprise customers?

Notable results include Myntra achieving 35% YoY increase in visual search adoption and DFS seeing 10% higher conversions through AI-powered solutions.

When will Rezolve AI (RZLV) announce its H1 2025 financial results?

Rezolve AI will announce its first half 2025 financial results on October 1, 2025.

What differentiates Rezolve AI's (RZLV) technology in the enterprise AI market?

Rezolve's proprietary brainpowa™ LLM achieves zero hallucinations in enterprise deployments, addressing a critical challenge in AI adoption.