RYVYL agrees to $75 million merger with Roundtable digital media firm

RYVYL Inc. (NASDAQ: RVYL) announced a definitive merger agreement with privately-held RTB Digital Inc., known as Roundtable, a Web3 digital media technology company. The transaction values the combined companies at $41.25 million in pre-money enterprise value and is expected to close by the end of 2025, pending stockholder approval.

Under the agreement, RYVYL stockholders will own 15.15% of the combined entity while RTB stockholders will hold 84.85%. Roundtable has already raised $33 million in capital that will dilute all shareholders equally post-merger. James Heckman, Roundtable's founder and CEO, will lead the combined company upon closing.

Roundtable operates a Web3 digital media platform serving clients including Yahoo, TheStreet, and Paris Saint-Germain Football Club. The company reports seven-figure revenue and millions of consumers in its ecosystem. RYVYL's current CEO has announced retirement, with CFO George Oliva serving as interim CEO during the transition.

The merger agreement states that RTB has pledged to contribute over $30 million in Bitcoin to the treasury. Heckman previously founded Maven, which became a publicly traded company on the New York Stock Exchange providing services to over 300 brands including Sports Illustrated and reaching 150 million monthly users.

Upon closing, the company will change its name to RTB Digital Inc., operating as Roundtable. RTB will appoint six new directors and retain one independent director, while other RYVYL directors will step down. The proxy statement is expected to be mailed in October with the stockholder meeting scheduled for the fourth quarter of 2025.

Maxim Group LLC served as RYVYL's financial advisor, while Ellenoff Grossman & Schole LLP provided legal counsel to RYVYL and Zuber Lawler LLP advised RTB.

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