RYVYL Inc. Files 8-K Report

TL;DR

RYVYL Inc. (formerly GreenBox POS) filed an 8-K on Jan 27, 2025, updating on events & financials.

AI Summary

On January 27, 2025, RYVYL Inc. filed an 8-K report detailing other events and financial statements. The company, formerly known as GreenBox POS, is incorporated in Nevada and headquartered in San Diego, California. This filing serves as a current report under the Securities Exchange Act of 1934.

Why It Matters

This 8-K filing provides an update on RYVYL Inc.'s corporate activities and financial reporting, which is crucial for investors to stay informed about the company's status.

Risk Assessment

Risk Level: low — The filing is a standard 8-K current report, indicating routine corporate disclosures rather than significant adverse events.

Key Numbers

• 001-34294 — SEC File Number (Identifies the company's filing with the SEC)
• 22-3962936 — IRS Employer Identification No. (Tax identification number for the company)

Key Players & Entities

• RYVYL Inc. (company) — Registrant
• GreenBox POS (company) — Former company name
• January 27, 2025 (date) — Date of earliest event reported
• Nevada (jurisdiction) — State of incorporation
• San Diego, CA (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.001 — ch Registered Common Stock, par value $0.001 per share RVYL The Nasdaq Stock Mar
• $15 million — pe") for an aggregate purchase price of $15 million (the "Financing Purchase Price"). On Ja
• $13,000,000 — e proceeds from the Financing, of which $13,000,000 was used to pay the first installment (
• $0.01 — Convertible Preferred Stock, par value $0.01 per share (the "Series B Preferred Shar
• $17 million — nsideration for an aggregate payment of $17 million by the Company to the Securityholder to
• $4 m — "Second Installment"), in the amount of $4 million, is due and payable on or before
• $4 million — ding balance of the Note was reduced to $4 million. The Repurchase Agreement provides that
• $16.5 million — plated therein, by paying the Purchaser $16.5 million on or before 90 days after the date of
• $500,000 — sideration for the Company's payment of $500,000 to the Purchaser. If the SPA is termina

Filing Documents

• ryvyl20250128_8k.htm (8-K) — 29KB
• ex_771224.htm (EX-99.1) — 9KB
• ryvyl_logo1.jpg (GRAPHIC) — 3KB
• 0001185185-25-000048.txt ( ) — 168KB
• rvyl-20250127.xsd (EX-101.SCH) — 3KB
• rvyl-20250127_lab.xml (EX-101.LAB) — 19KB
• rvyl-20250127_pre.xml (EX-101.PRE) — 11KB
• ryvyl20250128_8k_htm.xml (XML) — 3KB

01 Other Events

Item 8.01 Other Events. As previously reported on a Current Report on Form 8-K filed with the Securities and Exchange Commission on January 24, 2025 (the "Prior Form 8-K"), on January 23, 2025, RYVYL Inc., a Nevada corporation (the "Company") in connection with the Company's securing financing (the "Financing"), the Company entered into a stock purchase agreement (the "SPA") with a purchaser (the "Purchaser") which provides for the sale to the Purchaser of all of the issued and outstanding shares of capital stock (the "Ryvyl EU Shares") of the Company's indirect subsidiary domiciled in Bulgaria, Ryvyl (EU) EAD ("Ryvyl EU"), by Transact Europe Holdings EOOD, the Company's wholly owned subsidiary, also domiciled in Bulgaria ("Transact Europe") for an aggregate purchase price of $15 million (the "Financing Purchase Price"). On January 27, 2025, the Company received the proceeds from the Financing, of which $13,000,000 was used to pay the first installment (the "First Installment") of the previously reported Preferred Stock Repurchase and Note Repayment Agreement (the "Repurchase Agreement") entered into with a securityholder of the Company (the "Securityholder"), which Repurchase Agreement provides for repayment of the outstanding balance of an 8% Senior Convertible Note issued to the Securityholder on November 8, 2021 (the "Note") and repurchase of the Company's Series B Convertible Preferred Stock, par value $0.01 per share (the "Series B Preferred Shares") held by the Securityholder, in consideration for an aggregate payment of $17 million by the Company to the Securityholder to be paid in two installments. The second installment (the "Second Installment"), in the amount of $4 million, is due and payable on or before April 30, 2025 (the "Second Installment Date"), and the maturity date of the Note is advanced to such date. Upon the payment of the First Installment, all of the Series B Preferred Shares held by the Securityholder were repurchased and the outstandin

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Document 99.1* Press Release, dated as of January 28, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Filed herewith SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RYVYL, Inc. Date: January 28, 2025 By: /s/ Fredi Nisan Fredi Nisan Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR