NEW YORK, Sept 18 — Paradium.AI, Inc. (“Paradium.AI” or “Paradium”) (NYSE American: PAAI), a technology leader in IP, data and commerce that builds and operates a unified, AI-powered ecosystem designed to empower creators, media entrepreneurs, publishers and brands—today provided an update regarding its signed strategic relationship with RTB Digital, Inc. (Nasdaq: RTB), which operates as Roundtable, following an announcement issued today by Roundtable.
Paradium.AI has entered into a strategic platform agreement with Roundtable (the “Platform Agreement”) agreeing to a strategic operating relationship between the companies. Separately, in a private transaction, Roundtable agreed to acquire a significant equity interest in Paradium.AI from Simplify Inventions, LLC (“Simplify”), Paradium.AI’s largest shareholder.
The transactions remain subject to a number of conditions precedent, including funding requirements to be satisfied by Roundtable, to be satisfied prior to closing. The transaction is scheduled to close prior to the end of Q4 2026.
Strategic Operating Relationship
Under the Platform Agreement, Roundtable would provide certain technology, monetization and operating services supporting Paradium.AI’s portfolio of media brands. Paradium.AI would retain ownership of its brands, domains, intellectual property and audiences.
As part of the Strategic Operating Relationship:
- Roundtable’s business model is to assume responsibility for a substantial amount of annual operating functions and costs, currently borne by Paradium.AI, including certain product, engineering, monetization and other functions;
- Roundtable will receive a percentage of revenue related to Paradium.AI’s media brands, hosted Roundtable’s Platform;
- Roundtable will receive a worldwide, perpetual license to certain Paradium.AI technology assets, while Paradium.AI retains ownership of the underlying intellectual property; and
- In exchange for the license for Paradium.AI’s technology assets, Paradium.AI will receive shares of Roundtable common stock, subject to certain closing price conditions, including but not limited to Nasdaq minimum pricing requirements.
The term of the Platform Agreement is 10 years, subject to its terms and conditions.
Equity Transaction
In a separate private transaction, Roundtable has agreed to acquire Paradium.AI common stock from Simplify, PAAI’s largest shareholder, at a purchase price of $3.80 per share.
Following the transaction, Roundtable will own approximately 49.5% of Paradium.AI’s outstanding common stock, while Simplify will retain approximately 23.1% of Paradium.AI’s outstanding common stock.
The agreed equity transaction is a private transaction between Roundtable and Simplify and will not involve the issuance of new Paradium.AI shares or result in proceeds to Paradium.AI. Paradium.AI is not a party to the transaction.
Conditions and Timing
The agreements described above are not yet effective but are currently scheduled to close subject to satisfaction of those conditions in Q4 of 2026. There can be no assurance as to when the remaining conditions will be satisfied or the contemplated transactions will be completed.
Paradium.AI will provide additional information regarding the contemplated transactions as necessary and appropriate.
