Cruz Money

Transaction Summary

Investment Highlights

Transaction Overview

Terms of offer:

Cruz Money is raising A$3 million through the issue of new fully paid ordinary shares at A$1,515.89 per share. The existing-shareholder pro-rata process has concluded, with third-party participation available through 15 December 2026. Final allocations and investment terms will be documented individually.

The preferred minimum for new direct investors is approximately A$200,000. At the offer price, an investment in 132 whole shares totals A$200,097.48. The company’s supplied offer materials state that new investments do not qualify for ESIC tax incentives.

USE OF FUNDS

The raise will support venue deployment, product delivery and commercial growth. Planned priorities include:

• Implementing Cruz Payouts, completing billing readiness and supporting venue onboarding.
• Expanding venue sales and customer acquisition.
• Developing and validating All Payouts for supplier and business invoice payments.
• Supporting Base2 origination, investment strategies and business development.
• Strengthening governance, compliance and regulatory readiness.

The extension is intended to fund staged requirements alongside operating receipts. Management’s October 2026 to June 2027 cash plan also includes A$701,500 in existing Swordfish acquisition instalments. The annual resource plan is broader than the A$3 million raise and is not a fixed allocation of its proceeds.

Company Overview

Cruz Money Pty Ltd is the issuer and holding company of an Australian group operating under the Cruz Group Holdings name. Its businesses span payments technology, digital asset investment management and communications.

The group’s immediate commercial focus is Cruz Payouts, which brings identity verification, customer due diligence, verified bank account payments and reporting into a connected workflow for pubs and clubs. The platform is designed to help venue operators manage payouts and the associated administration and compliance requirements.

Following its May 2026 launch, the business is working to convert contracted accounts into live payment activity. Its AVC agreement provides a potential expansion pathway across 107 venues, subject to pilot success. Wider deployment also depends on payment-processing approvals, onboarding and implementation readiness.

Alongside payments, Base2 has launched its digital asset investment management offering and is being rebranded to Cruz Capital. Swordfish provides an established communications and marketing business within the group. Together, these operations give Cruz exposure to transaction-based payments activity, investment management and communications services.

Financial and Funding Context

The signed FY2025 consolidated accounts report group revenue of A$2,291,100 and a net loss after tax of A$990,772. The FY2026 accounts supplied cover Cruz Money Pty Ltd alone and report revenue of A$20,000 and a net loss after tax of A$1,539,944. These figures have different entity scopes and should not be read as a year-on-year comparison of group performance. Both sets are compiled special purpose accounts.

Management forecasts FY2027 revenue of A$2 million for Base2 and external gross revenue of A$2.775 million for Swordfish. The Swordfish figure includes pass-through costs. These are management forecasts for the year ending 30 June 2027, subject to delivery and commercial assumptions.

Cruz has received support from founders, industry participants and private investors. The supplied reconciliation records A$2,082,321.09 in funding receipts between 1 July and 6 October 2026, including A$1,050,000 for a subscription awaiting completion. These receipts are distinct from the current target of A$3 million in further equity.