Paradium.AI Announces 10-Year Strategic Platform Agreement with RTB

What Happened
Paradium.AI, Inc. filed an 8-K (dated Sept. 18, 2026) disclosing that on Sept. 14, 2026 it entered a ten-year Strategic Platform Agreement with RTB Digital, Inc. Under the agreement Paradium’s brands, revenue and traffic will migrate to RTB’s full‑stack AI-powered platform, with RTB providing non-content functions in exchange for revenue sharing. As part of the deal RTB will issue Paradium unregistered RTB common stock valued at $11.5 million (subject to Nasdaq pricing conditions) and RTB has separately agreed to acquire approximately 49.5% of Paradium’s outstanding common stock from Simplify Inventions/MBX Capital for $89,555,638 (including $73,555,638 cash at a $3.80 per‑share cash component). Closing is conditional on due diligence, RTB raising required capital and other conditions, and is anticipated, absent extension, in Q4 2026.

Key Details

• Strategic Platform Agreement dated Sept. 14, 2026 with a 10‑year initial term; Paradium brands and non-content operations to migrate to RTB’s platform.
• RTB to issue Paradium unregistered common stock valued at $11.5 million as consideration (subject to Nasdaq minimum price conditions and sale restrictions).
• RTB agreement to buy ~49.5% of Paradium from Simplify for $89,555,638: includes RTB’s $10.0M existing deposit, $6.0M in RTB common stock (VWAP‑based pricing rules), and $73,555,638 cash (implying $3.80 per share). Simplify will retain ~23% of Paradium post‑transaction.
• Paradium will license its technology to RTB; both parties receive perpetual, irrevocable, royalty‑free licenses to use and commercialize the technology and any modifications (the creator of modifications will own those modifications). RTB cannot transfer the technology without Paradium’s consent except in a sale of RTB.

Why It Matters
This agreement could materially change how Paradium operates and recognizes revenue: RTB assuming non‑content functions may reduce Paradium’s operating overhead and shift economics to a revenue‑share model. RTB’s planned large minority purchase (conditioned on RTB raising capital) would alter Paradium’s shareholder base and could affect control dynamics. However, these outcomes are not guaranteed—the transactions are subject to multiple closing conditions (including RTB’s funding) and regulatory/market price requirements, so investors should view the arrangements as contingent until closings occur.