Rezolve's Business Expansion and Financial Performance
Risk Factors
All references to "Rezolve," "Company," "we," "us" or "“our” refer to Rezolve, Ltd. and its business. The risks presented below are certain of the general risks related to the business of the Company, and such list is not exhaustive. The list below has been
prepared solely for purposes of the private placement transaction, and solely for potential private placement investors, and not for any other purpose. You should carefully consider these risks and uncertainties, together with the information in the Company's
consolidated financial statements and related notes, and should carry out your own diligence and consult with your own financial and legal advisors concerning the risks and suitability of an investment in this offering before making an investment decision. Risks
relating to the business of the Company will be disclosed in future documents filed or furnished by the Company and Armada Acquisition Corp. I (the "SPAC") with the United States Securities and Exchange Commission ("SEC"), including the documents filed
or furnished in connection with the proposed transactions between the Company and SPAC. The risks presented in such filings will be consistent with those that would be required for a public company in its SEC filings, including with respect to the business
and securities of the Company and SPAC and the proposed transactions between the Company and SPAC, and may differ significantly from, and be more extensive than, those presented below.
Risks Related to Rezolve's Business and Industry
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Rezolve's assumptions about the size and timing of Rezolve's market opportunity for its products and services is based in part, on third-party survey data and reports, and Rezolve's assumptions about the portion of such market opportunity that Rezolve
can capture and the timing thereof. There is no assurance that such assumptions are reasonable or will materialize or that such data and reports are reasonable.
Rezolve is dependent on several key relationships; if one of those relationships change our business may be materially adversely affected.
Rezolve has incurred significant losses since inception, and it expects to incur losses in the future. Rezolve may not be able to achieve or maintain profitability.
Rezolve may not be able to compete successfully in the highly competitive sales industry.
The severity and duration of the COVID-19 pandemic, the COVID-19 pandemic's impact on global economies, governmental responses to the COVID-19 pandemic, and similar public health emergencies in the future could result in adverse consequences
on Rezolve's business operations and financial results.
Rezolve's business is subject to a wide variety of extensive and evolving laws and regulations in a multitude of jurisdictions, which may negatively impact its ability to provide cost-effective services in some locations.
There may be changes in legal, regulatory and compliance requirements related to Rezolve's products and services that could result in adverse consequences to Rezolve's business operations and financial results.
Rezolve may need substantial future funding to finance operations, and there is no assurance that Rezolve will be able to obtain such financing on acceptable terms or at all.
Product liability and warranty claims could result in adverse consequences to Rezolve's business operations and financial results.
Rezolve may not be able to protect proprietary intellectual property rights.
Rezolve relies on its management team and other key employees and will need additional personnel to grow its business, and the loss of one or more key employees or its inability to hire, integrate, train and retain qualified personnel, including members
for its board of directors, could harm its business and result in Rezolve losing the innovation, collaboration and focus that contributes to its business.
Rezolve may be unable to prevent cyber intrusions and mitigate cyber risks, and a cyber-based attack on Rezolve's information technology systems or those of third-party technology providers could disrupt Rezolve's ability to deliver services to customers
and could lead to increased overhead costs, decreased sales and harm to Rezolve's reputation.
As part of Rezolve's growth strategy, Rezolve may engage in future acquisitions that could disrupt its business and have an adverse impact on its financial operations.
The audit of Rezolve' fiscal year 2019 and 2020 financial statements is not yet complete and will be its first audit conducted under the Public Company Accounting Oversight Board standards. In connection with its audit, Rezolve may find material
weaknesses and/or significant deficiencies in its internal control over financing reporting.
Rezolve currently has a large proportion of its sales in China derived from its contractual arrangements with China UnionPay. In the event that the geopolitical climate with China deteriorates this could impact on the ability of Rezolve to benefit from sales in
China.
Changes in Chinese regulation could impact on the ability of Rezolve to carry on its business as currently conducted in China.
China UnionPay or other large merchant and or other agreements may introduce or change policies, strategies or terms which could adversely impact the arrangements it has with Rezolve and subsequently adversely impact the company's business and
financial projections.
There is no guarantee that consumer uptake or utilization of the Rezolve products will be achieved as anticipated and this would adversely impact on the performance of Rezolve.
In the event that the amount raised in the proposed offering is lower than the levels specified and/or funding received later than indicated in this presentation then Rezolve is unlikely to be able to realize its financial and business plans as set out in this
presentation.
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