RTO Limited Reports NZD 173,831 Loss and Seeks Acquisition Opportunities

Losses Deepen as RTO Stays on Sidelines

RTO Limited (NZX:RTO) reported a net loss of NZD 173,831 for the year ended 31 March 2026, more than tripling the prior year’s deficit of NZD 55,236. The company recorded no business activities during the period, maintaining its status as a non-trading entity following the wind-down of its mortgage lending operations in 2023.

Operating expenses were trimmed to NZD 243,862 from NZD 366,118 the previous year, reflecting the company’s minimal operational footprint. Interest income also fell sharply to just over NZD 1,000. Despite the losses, RTO holds positive equity of NZD 187,125, down from NZD 361,000 a year earlier.

Board Focused on Reverse Takeover Strategy

The RTO board remains committed to transforming the company into a vehicle for a reverse takeover (RTO) transaction. This strategy involves acquiring a suitable business, which would then become a subsidiary of RTO, effectively relisting the acquired business on the NZX Main Board.

Chair Sean Joyce emphasised the board’s active search for acquisition targets that meet specific criteria, including strong management teams, scalable business models, proprietary intellectual property, and potential for international growth. While discussions have been held with several prospects, no deals have materialised to date.

The company plans to raise additional capital alongside any acquisition to fund growth initiatives. The board is hopeful of progressing a transaction within the calendar year but remains cautious given the early stage of negotiations.

Going Concern Doubts and Shareholder Support

Auditors William Buck issued an unmodified opinion but highlighted material uncertainty regarding RTO’s ability to continue as a going concern. The company’s ability to meet expenses hinges on securing a suitable acquisition and maintaining low operating costs.

Notably, post-balance sheet, RTO secured a NZD 200,000 shareholder loan from its majority owner, Blackwell Global Group Limited, expected to be advanced in July 2026. This funding provides a crucial cash buffer to support ongoing operations and the pursuit of acquisition opportunities.

Capital Structure and Shareholder Base

RTO’s share capital remained unchanged during the year at 10 million ordinary shares following a consolidation in August 2024. Blackwell Global Group Limited holds a dominant 74.08% stake, with founder Michael Sing Chai holding 7.59%. The remainder is widely held among 428 shareholders.

Directors’ fees totalled NZD 138,000, unchanged from the prior year, with Sean Joyce and Craig Alexander serving as independent directors. The company has no employees and minimal property, plant, and equipment.

What to Watch Next

Investors will be watching closely for any announcements regarding potential acquisition targets or capital raises. The success of RTO’s reverse takeover strategy is critical to its future viability. The timing and outcome of these efforts remain uncertain, and the company’s reliance on shareholder support underscores the risks involved.