[Fiscal Q1 2026 Highlights and Executive Summary](index=1&type=section&id=Fiscal%20Q1%202026%20Highlights%20and%20Executive%20Summary) Roadzen reported record Q1 financial performance with strong revenue growth, reduced net loss, and improved Adjusted EBITDA [Key Financial and Operational Achievements](index=1&type=section&id=Key%20Financial%20and%20Operational%20Achievements) Roadzen reported its strongest first fiscal quarter in company history, achieving a 22% increase in revenue, a 92% reduction in net loss, and a 50% improvement in Adjusted EBITDA. The company also strengthened its balance sheet through capital raises at a premium Fiscal Q1 2026 Key Financial Highlights (YoY) | Metric | Q1 FY26 ($) | Q1 FY25 ($) | Change (%) | | :------------------- | :---------- | :---------- | :--------- | | Revenue | $10.9M | $8.9M | +22% | | Net Loss | $(4.0)M | $(48.4)M | -92% | | Adjusted EBITDA Loss | $(1.4)M | $(2.8)M | -50% | - Subsequent to Q1 end, Roadzen closed two securities purchase transactions totaling **$4.5 million**, priced at **a 20% premium** to market, indicating strong investor confidence[3](index=3&type=chunk) [CEO's Strategic Outlook](index=1&type=section&id=CEO%27s%20Strategic%20Outlook) CEO Rohan Malhotra highlighted the record Q1 growth as an important inflection point, driven by stronger operations, a cleaner balance sheet, and a robust global client base. He emphasized multiple catalysts ahead, including U.K. business greenshoots, regulatory tailwinds in India for DrivebuddyAI, and expanding partnerships, positioning Roadzen for its best year ever - **Q1 growth marks an important inflection point**, despite it typically being the slowest quarter due to seasonality[5](index=5&type=chunk) - Key catalysts for future growth include U.K. business opportunities, regulatory tailwinds for DrivebuddyAI in India, and expanding partnerships with major insurers, automakers, and fleets[5](index=5&type=chunk) - Investors are encouraged to track growth towards breakeven, continued strengthening of the balance sheet, and innovations reinforcing leadership in AI for insurance[5](index=5&type=chunk) [CFO's Financial Commentary](index=2&type=section&id=CFO%27s%20Financial%20Commentary) CFO Jean-Noël Gallardo attributed the quarter's results to financial rigor and structural improvements, including significantly reduced operating expenses and increased predictability in the financial model. He outlined a clear path to Adjusted EBITDA breakeven through disciplined cost management and targeted capital raises, expecting continued margin expansion and improved cash flow - The company has **significantly reduced operating expenses** and improved financial model predictability[6](index=6&type=chunk) - A **clear path to Adjusted EBITDA breakeven** is established through disciplined cost management and targeted capital raises[6](index=6&type=chunk) - Expectations include **continued margin expansion and improved cash flow dynamics** as revenue expands and costs remain controlled[6](index=6&type=chunk) [First Fiscal Quarter 2026 Financial Performance](index=2&type=section&id=First%20Fiscal%20Quarter%202026%20Financial%20Performance) Roadzen achieved record Q1 revenue, significantly reduced operating expenses, and improved net results and profitability [Revenue and Key Performance Indicators](index=2&type=section&id=Revenue%20and%20Key%20Performance%20Indicators) Roadzen achieved record first-quarter revenue of $10.9 million, a 22% increase year-over-year, driven by growth in the U.S. and India. Brokerage solutions accounted for 53% of total revenue, growing 86%, while IaaS revenue accounted for 47%, decreasing 12%. Customer agreements for automotive, agents, and fleets showed increases, though IaaS claims processed decreased Q1 FY26 Revenue Breakdown and Growth | Revenue Segment | Q1 FY26 Revenue ($) | % of Total Revenue | YoY Change (%) | | :---------------- | :------------------ | :----------------- | :------------- | | Total Revenue | $10.9M | 100% | +22% | | Brokerage Solutions | | 53% | +86% | | IaaS Revenue | | 47% | -12% | Q1 FY26 Key Performance Indicators | Indicator | As of June 30, 2025 | As of June 30, 2024 | YoY Change (%) | | :-------------------------------- | :------------------ | :------------------ | :--------- | | Insurance Customer Agreements | 34 | 34 | 0% | | Automotive Customer Agreements | 78 | 71 | +10% | | Agents and Fleet Customer Agreements | ~3,800 | ~3,400 | +12% | | Policies Sold (Brokerage) | 104,675 | 99,695 | +5% | | Gross Written Premium (GWP) | $13.9M | $11.5M | +21% | | Claims & Vehicle Inspections (IaaS) | 462,277 | 547,233 | -16% | [Operating Expenses](index=2&type=section&id=Operating%20Expenses) Operating expenses for the three months ended June 30, 2025, excluding Cost of Service and Depreciation and Amortization, totaled $8.8 million, representing a significant decrease of approximately $25.0 million or 74% from the prior fiscal first quarter. This reduction was primarily due to the full recognition of non-cash equity compensation expense related to RSUs in the last fiscal year Q1 FY26 Operating Expenses (Excluding CoS, D&A) | Metric | Q1 FY26 ($) | Q1 FY25 ($) | YoY Change (%) | | :---------------- | :---------- | :---------- | :--------- | | Operating Expenses | $8.8M | $33.8M | -74% | - The substantial decrease in operating expenses was largely due to **$26.2 million** of non-cash equity compensation expense from RSUs being fully recognized in the prior fiscal year[10](index=10&type=chunk) [Net Results and Profitability](index=2&type=section&id=Net%20Results%20and%20Profitability) Roadzen significantly improved its financial results, with loss from operations decreasing by 92% to $2.5 million and net loss narrowing to $(4.0) million, or $(0.05) per share. Adjusted EBITDA loss improved by 50% to $(1.4) million, marking the fourth consecutive quarter of sequential gains. Gross margin also saw a substantial increase to 58.9% from 39.2% in the prior year Q1 FY26 Net Results and Profitability | Metric | Q1 FY26 | Q1 FY25 | YoY Change | | :-------------------------- | :---------- | :---------- | :--------- | | Gross Margin | 58.9% | 39.2% | +19.7 pp | | Loss from Operations | $(2.5)M | $(30.4)M | -92% | | Net Loss | $(4.0)M | $(48.4)M | -92% | | Net Loss Per Share (Basic) | $(0.05) | $(0.71) | -93% | | Adjusted EBITDA Loss | $(1.4)M | $(2.8)M | -50% | - The improvement in net loss was partly due to the prior year including **approximately $17.2 million** of fair value loss calculation on financial instruments[10](index=10&type=chunk) - This quarter marks Roadzen's **fourth sequential improvement** in quarterly Adjusted EBITDA[10](index=10&type=chunk) [Operational Highlights and Strategic Developments](index=3&type=section&id=Operational%20Highlights%20and%20Strategic%20Developments) Roadzen advanced products, secured patents, strengthened finances through capital raises, and expanded global partnerships [Product Advances and Patent Awards](index=3&type=section&id=Product%20Advances%20and%20Patent%20Awards) Roadzen's DrivebuddyAI platform achieved significant milestones, including being positioned to benefit from new Indian road safety regulations, receiving a patent for its real-time driver drowsiness detection algorithm, and surpassing 1.8 billion kilometers of real-world driving data, leading to a 72% reduction in commercial fleet accidents - DrivebuddyAI is positioned to benefit from India's new road safety regulations (AIS 184) mandating Driver Drowsiness and Attention Warning Systems, being the **only system validated by ARAI** to meet the new standard[12](index=12&type=chunk) - DrivebuddyAI was awarded a patent in India for its real-time driver drowsiness detection algorithm, leveraging AI and computer vision[12](index=12&type=chunk) - The platform surpassed **1.8 billion kilometers** of real-world driving data, **an 80% increase** in six months, and helped commercial fleets reduce on-road accidents by **over 72%**[13](index=13&type=chunk) [Subsequent Financial and Operational Developments](index=3&type=section&id=Subsequent%20Financial%20and%20Operational%20Developments) Following the fiscal quarter, Roadzen successfully raised $4.5 million through private placements and a registered direct offering, with shares priced at a premium, and its leadership team deferred RSU vesting to align with shareholders. The company also announced several strategic partnerships in the U.K. and India, expanding its global distribution network and product offerings [Capital Raising and Shareholder Alignment](index=3&type=section&id=Capital%20Raising%20and%20Shareholder%20Alignment) Roadzen raised $4.5 million at a premium and leadership deferred RSU vesting, aligning with shareholder interests Subsequent Capital Raises (July 2025) | Transaction Type | Amount Raised ($) | Shares Issued (M) | Price Per Share ($) | Premium to Market (%) | | :--------------- | :------------ | :------------ | :-------------- | :---------------- | | Private Placement | $2.25M | 1.8M | $1.25 | ~20% | | Registered Direct Offering | $2.25M | 1.7M | $1.30 | | - Roadzen's CEO and entire leadership team deferred the vesting of their RSUs until **September 2026**, demonstrating alignment with shareholders[16](index=16&type=chunk) [Key Partnerships and Contract Wins](index=3&type=section&id=Key%20Partnerships%20and%20Contract%20Wins) Roadzen secured strategic partnerships in the U.K. and India, expanding its distribution network and AI solutions - Roadzen onboarded Motion Finance, a leading U.K. automotive finance broker, to deliver Return to Invoice (RTI) GAP Insurance via its Global Distribution Network (GDN) platform[15](index=15&type=chunk) - Partnered with Vodafone Automotive in the U.K. to deliver an integrated vehicle protection solution combining telematics-enabled asset tracking with GAP insurance[17](index=17&type=chunk) - SHV Energy Pvt Ltd (SUPERGAS) will equip its truck fleet with DrivebuddyAI, with installation on track for completion by **September 30, 2025**[17](index=17&type=chunk) - Announced partnership with a top global two-wheeler OEM in India to launch real-time connected roadside assistance for new electric and connected vehicles[20](index=20&type=chunk) - GIM partnered with one of the U.K.'s largest independent retailers of nearly new cars and vans to offer GAP Insurance to its **60,000+ annual vehicle buyers**, powered by Roadzen's GDN platform[20](index=20&type=chunk) [Company Overview and Forward-Looking Statements](index=4&type=section&id=Company%20Overview%20and%20Forward-Looking%20Statements) Roadzen Inc. is a global AI technology company transforming auto insurance, with a cautionary note on forward-looking statements [About Roadzen Inc.](index=4&type=section&id=About%20Roadzen%20Inc.) Roadzen Inc. is a global technology company leveraging advanced artificial intelligence (AI) to transform auto insurance. It serves a diverse client base, including leading insurers, carmakers, and fleets, with technology for product development, sales, claims processing, and road safety. The company's mission is to advance AI research at the intersection of mobility and insurance to prevent accidents, ensure fair premiums, and expedite claims - Roadzen is a global technology company transforming auto insurance using advanced artificial intelligence (AI)[18](index=18&type=chunk) - Its technology is used by thousands of clients, including leading insurers, carmakers, and fleets, for new product development, insurance sales, claims processing, and road safety[18](index=18&type=chunk) - Roadzen's mission is to advance AI research in mobility and insurance to prevent accidents, ensure fair premiums, and process claims rapidly[18](index=18&type=chunk) - The company was named a leading company in the Insurtech category of CNBC and Statista's **2025 list of the World's Top Fintech Companies**[18](index=18&type=chunk) [Cautionary Statement Regarding Forward-Looking Statements](index=4&type=section&id=Cautionary%20Statement%20Regarding%20Forward-Looking%20Statements) This section advises that the press release contains forward-looking statements based on current expectations and projections, which are subject to known and unknown risks, uncertainties, and assumptions. These factors could cause actual results to differ materially from those expressed or implied, and readers are urged to consider these risks, particularly those detailed in SEC filings - The press release includes forward-looking statements based on current expectations and projections about future events[19](index=19&type=chunk) - These statements are subject to known and unknown risks, uncertainties, and assumptions that may cause actual results to differ materially[19](index=19&type=chunk) - Readers are urged to consider risk factors described in SEC filings, including the annual report on Form 10-K[19](index=19&type=chunk) [Financial Statements](index=5&type=section&id=Financial%20Statements) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, and cash flows [Unaudited Condensed Consolidated Balance Sheets](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, Roadzen's total assets increased slightly to $32.96 million from $32.58 million as of March 31, 2025. Total liabilities also increased to $61.75 million from $58.27 million, leading to an increased total shareholders' deficit of $(28.08) million Unaudited Condensed Consolidated Balance Sheets (Key Figures) | Particulars | As of June 30, 2025 ($) | As of March 31, 2025 ($) | | :-------------------------- | :------------------ | :------------------- | | Total assets | $32,957,299 | $32,579,350 | | Total liabilities | $61,751,050 | $58,270,130 | | Total shareholders' deficit | $(28,082,420) | $(25,073,897) | - Current assets increased slightly, primarily driven by prepayments and other current assets, while cash and cash equivalents decreased[22](index=22&type=chunk) - Current liabilities saw an increase, mainly in accounts payable and accrued expenses, and short-term borrowings[22](index=22&type=chunk) [Unaudited Condensed Consolidated Statements of Operations](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended June 30, 2025, revenue increased 22% to $10.87 million. The company significantly reduced its net loss to $(4.01) million from $(48.41) million in the prior year, primarily due to a substantial decrease in general and administrative expenses and fair value losses on financial instruments Unaudited Condensed Consolidated Statements of Operations (Key Figures) | Particulars | For the three months ended June 30, 2025 ($) | For the three months ended June 30, 2024 ($) | | :------------------------------------------ | :--------------------------------------- | :--------------------------------------- | | Revenue | $10,865,545 | $8,931,517 | | Total costs and expenses | $13,385,894 | $39,325,817 | | Loss from operations | $(2,520,349) | $(30,394,300) | | Net Loss attributable to Ordinary shareholders | $(4,005,770) | $(48,407,025) | | Net loss per share (Basic and Diluted) | $(0.05) | $(0.71) | - General and administrative expenses decreased significantly from **$25.83 million** to **$2.58 million**, contributing to the narrowed loss[24](index=24&type=chunk) - Fair value losses in financial instruments decreased substantially from **$(17.15) million** to **$(0.51) million**[24](index=24&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flow](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flow) Net cash used in operating activities decreased to $(2.92) million in Q1 FY26 from $(5.67) million in Q1 FY25, driven by reduced net loss and changes in working capital. Cash flows from financing activities generated $1.44 million, primarily from the issue of ordinary shares, while investing activities used $(0.20) million Unaudited Condensed Consolidated Statements of Cash Flow (Key Figures) | Particulars | For the Period ended June 30, 2025 ($) | For the Period ended June 30, 2024 ($) | | :------------------------------------------ | :--------------------------------- | :--------------------------------- | | Net cash used in operating activities | $(2,921,507) | $(5,666,680) | | Net cash used in investing activities | $(200,940) | $1,226,351 | | Net cash generated from financing activities | $1,436,949 | $1,033,154 | | Net (decrease)/increase in cash and cash equivalents | $(1,710,084) | $(3,410,694) | | Cash and cash equivalents at the end of the period | $3,343,570 | $8,154,394 | - The decrease in cash used in operating activities was aided by lower stock-based compensation and fair value losses compared to the prior year[26](index=26&type=chunk) - Proceeds from the issue of ordinary shares were a significant contributor to financing cash flow in Q1 FY26[26](index=26&type=chunk) [Non-GAAP Financial Measures](index=8&type=section&id=Non-GAAP%20Financial%20Measures) This section provides the reconciliation of Adjusted EBITDA, a non-GAAP financial measure, to clarify operating performance [Adjusted EBITDA Reconciliation](index=8&type=section&id=Adjusted%20EBITDA%20Reconciliation) Adjusted EBITDA is presented as a non-GAAP financial measure to provide insight into operating profit/loss by excluding non-cash depreciation and amortization, finance costs, taxes, and certain non-recurring items. For Q1 FY26, Adjusted EBITDA loss improved by 50% to $(1.41) million from $(2.83) million in the prior year, reflecting the company's progress towards breakeven - Adjusted EBITDA is a non-GAAP financial measure that excludes finance costs, taxes, depreciation, amortization, and certain other items from reported net profit or loss[27](index=27&type=chunk) - It helps investors by providing an operating profit/loss without the impact of non-cash and non-recurring items, clarifying sustainability and business trends[27](index=27&type=chunk) Adjusted EBITDA Reconciliation | Particulars | For the three months ended June 30, 2025 ($) | For the three months ended June 30, 2024 ($) | | :------------------------------------------ | :--------------------------------------- | :--------------------------------------- | | Net loss (Including Non Controlling Interest) | $(4,005,770) | $(48,407,025) | | Adjusted for: | | | | Other (income)/expense net | $47,922 | $(22,352) | | Interest (income)/expense | $941,319 | $821,686 | | Fair value changes in financial instruments | $511,538 | $17,152,060 | | Tax (benefit)/expense | $79,979 | $106,650 | | Depreciation and amortization | $125,000 | $480,349 | | Stock based compensation expense | $71,358 | $26,230,989 | | Non-cash expenses | $306,714 | $285,060 | | Non-recurring expenses | $516,102 | $524,758 | | **Adjusted EBITDA** | **$(1,405,838)** | **$(2,827,825)** |

Core Insights - Roadzen Inc. reported a record first quarter fiscal 2026 revenue of $10.9 million, a 22% increase from $8.9 million in the previous year, driven by growth in India and the U.S. markets, as well as the resumption of business opportunities in the U.K. [1][4] - The company significantly narrowed its net loss to $(4.0) million from $(48.4) million year-over-year, marking a 92% improvement, and achieved a 50% improvement in adjusted EBITDA loss, which decreased to $(1.4) million from $(2.8) million [2][5] - Roadzen strengthened its balance sheet by raising approximately $4.5 million through two securities purchase transactions at a premium, indicating strong investor confidence [3][5] Financial Highlights - First quarter revenue totaled $10.9 million, reflecting a 22% increase year-over-year, with brokerage solutions accounting for 53% of total revenue, up 86% from the prior year [6][13] - Operating expenses decreased by approximately $25.0 million or 74% from the prior fiscal first quarter, leading to a loss from operations of $(2.5) million, a 92% improvement from $(30.4) million in the previous year [6][13] - Gross margin for the quarter was 58.9%, significantly up from 39.2% reported in the prior fiscal year first quarter [13] Operational Highlights - Roadzen's DrivebuddyAI platform was awarded a patent in India for its driver drowsiness detection algorithm, which utilizes AI to monitor real-time eye and facial cues [11] - The company processed 462,277 claims and vehicle inspections using its AI solutions during the first quarter, compared to 547,233 in the prior year [13] - Roadzen's partnerships and product advancements are expected to drive growth, particularly in the U.K. and India, with multiple new contracts announced [17][18] Subsequent Financial Events - On July 24, 2025, Roadzen raised $2.25 million through a private placement of ordinary shares at a 20% premium to market [10] - An additional $2.25 million was raised on July 29, 2025, through a registered direct offering with an institutional investor [10] Recognition and Market Position - Roadzen was recognized as a leading company in the Insurtech category by CNBC and Statista's 2025 list of the World's Top Fintech Companies, highlighting its role in transforming insurance through AI [16]

Core Insights - Roadzen Inc. has partnered with Motion Finance to offer Return to Invoice (RTI) GAP Insurance to customers financing vehicles through Motion Finance, marking a significant expansion in the UK and European embedded insurance market [1][2][3] Group 1: Partnership Details - The partnership allows for seamless integration of GAP Insurance into the vehicle financing process, enabling real-time policy pricing, issuance, payments, and claims management through an integrated platform [2][4] - Motion Finance is part of the Evolution Funding Group, the largest used auto finance platform in the UK, enhancing Roadzen's presence in a technology-led finance and insurance ecosystem [3][5] Group 2: Product Offering - GAP Insurance protects consumers from financial loss when a vehicle is declared a total loss, covering the difference between the insurer's payout and the vehicle's original invoice price [4] - Eligible customers can access up to four years of GAP coverage at the time of purchase, with a fully digital process for policy activation, administration, and claims [4] Group 3: Strategic Importance - The partnership is seen as a key channel for Roadzen, with the CEO highlighting the momentum in UK operations and the establishment of a robust pipeline of partnerships [5] - The collaboration reflects a strategic approach to enhancing customer journeys and integrating insurance into the vehicle ownership experience through AI-powered infrastructure [5]

Group 1 - Roadzen Inc. has entered into a securities purchase agreement for the sale of 1,730,769 ordinary shares at an offering price of $1.30 per share, resulting in gross proceeds of approximately $2.25 million before expenses [1][2] - The offering is expected to close on or about July 29, 2025, subject to customary closing conditions, with Maxim Group LLC acting as the sole placement agent [2] - The securities are being offered under a shelf registration statement on Form S-3, which was declared effective by the SEC on November 12, 2024 [3] Group 2 - Roadzen Inc. is a global technology company focused on transforming auto insurance through advanced AI, serving clients including leading insurers, carmakers, and auto insurance agents [5] - The company has been recognized as a top AI innovator by publications such as Forbes, Fortune, and Financial Express, and aims to advance AI research at the intersection of mobility and insurance [5] - Roadzen is headquartered in Burlingame, California, and employs 308 people across its offices in the U.S., U.K., and India [5]

Core Insights - Roadzen Inc. has announced a $2.25 million private placement of common stock at $1.25 per share, reflecting a 20% premium to recent trading levels, backed by four of its largest shareholders, indicating strong investor confidence in the company [1][2] - The CEO and leadership team have deferred the vesting of their Restricted Stock Units (RSUs) until September 2026, demonstrating their commitment to long-term value creation [3] Financial Strategy - Proceeds from the PIPE financing will be utilized to support working capital aimed at achieving positive Adjusted EBITDA, with a target to reach breakeven by the quarter ending December 2025 [2] - The company emphasizes a disciplined capital strategy, maintaining a tight cap table and avoiding broad-based dilution while bringing in aligned capital for growth [2] Company Overview - Roadzen Inc. is a global technology company focused on transforming auto insurance through advanced AI, serving clients including leading insurers, carmakers, and fleets [4] - The company has been recognized as a top AI innovator and aims to advance AI research at the intersection of mobility and insurance [4] - Roadzen is headquartered in Burlingame, California, and employs 308 individuals across its global offices in the U.S., U.K., and India [4]

Core Insights - Roadzen Inc. has announced a significant partnership with a leading two-wheeler manufacturer to provide connected roadside assistance for electric vehicles in India [1][5] - The partnership aims to address concerns such as range anxiety and breakdowns in the growing electric vehicle market [3] Group 1: Partnership and Market Impact - The OEM partner has a global reach of over 100 million vehicles, including more than 60 million two-wheelers in India, and sells over 5 million new vehicles annually in the country [2] - This collaboration is positioned to redefine support for electric and connected vehicles, particularly in India's dominant two-wheeler market [5] Group 2: Technology and Service Innovation - Roadzen's integrated platform allows customers to request roadside assistance via the vehicle's dashboard or a mobile app, providing real-time support tailored for electric mobility [2][3] - The AI-powered platform enhances roadside assistance by offering predictive and intelligent support, transforming it from a reactive service to a proactive one [3][4] Group 3: Company Overview - Roadzen Inc. is recognized as a global technology leader in transforming auto insurance through advanced AI, serving a diverse clientele including insurers and car manufacturers [6] - The company is headquartered in Burlingame, California, and employs 308 staff across its offices in the U.S., India, U.K., and France [6]

Core Insights - Roadzen Inc. has been recognized as the leading company in the Insurtech category of CNBC and Statista's 2025 list of the World's Top Fintech Companies, highlighting its role in transforming insurance through AI and data science [1][2][3] Company Overview - Roadzen is a global technology company focused on transforming auto insurance using advanced AI, with a mission to enhance road safety and streamline claims processing [5] - The company operates in the U.S., India, and the U.K., serving over 112 enterprise clients and 3,800 small and medium-sized businesses (SMBs), including major carmakers and insurers [4][5] Product and Technology - Roadzen's platform integrates telematics, computer vision, and generative AI to provide embedded insurance solutions and automation, impacting underwriting, distribution, claims processing, and customer engagement [3][4] - The company aims to create a new standard of efficiency, transparency, and experience in the insurance ecosystem through its innovative technology [4] Industry Recognition - The recognition from CNBC and Statista builds on Roadzen's previous accolades, reflecting the real-world value of its platform, which includes features like real-time risk scoring and dynamic pricing [3][5]

Core Insights - Roadzen Inc. has partnered with a major UK independent retailer to offer GAP Insurance to over 60,000 vehicle buyers annually, integrating this service into the vehicle purchase process [1][2] Company Overview - Roadzen Inc. is a global leader in AI technology focused on transforming auto insurance, recognized for its innovations in telematics, generative AI, and computer vision [5] - The company operates a Global Distribution Network (GDN) platform that facilitates real-time pricing, policy issuance, payment collection, and claims processing through a seamless digital interface [3] Partnership Details - The partnership will utilize Roadzen's technology to provide a fully integrated Return to Invoice (RTI) GAP insurance solution, enhancing customer engagement and policy servicing [2][4] - This collaboration aims to redefine insurance delivery by embedding it as a value-added experience at the point of sale, addressing pain points in the used car market [4] Strategic Goals - Roadzen's mission includes advancing AI research at the intersection of mobility and insurance, with a focus on preventing accidents, ensuring fair premiums, and expediting claims processing [5] - The GAP insurance offering is expected to create scalable, recurring revenue opportunities for Roadzen's platform while enhancing long-term value for partners [4]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-41094 ROADZEN INC. (Exact name of Registrant as specified in its Charter) British Virgin Islands 98-1600102 (State or other jurisdiction ...

[Executive Summary & Management Outlook](index=1&type=section&id=Executive%20Summary%20%26%20Management%20Outlook) This section provides an overview of Roadzen's fiscal year 2025 performance, highlighting key financial achievements and strategic insights from management regarding growth and efficiency initiatives [Key Highlights – Fiscal Year 2025](index=1&type=section&id=Key%20Highlights%20%E2%80%93%20Fiscal%20Year%202025) Roadzen achieved Q4 revenue growth, significantly reduced net loss, accelerated pipeline expansion, strengthened AI leadership, and improved balance sheet and operational efficiency **Fiscal Year 2025 Key Financial Highlights:** | Metric | FY2025 | FY2024 | Change (YoY) | | :-------------------------------- | :------- | :------- | :----------- | | Full-Year Revenue | $44.3M | $46.7M | -5.2% | | Q4 Revenue | $11.3M | $10.0M | +13.3% | | Q4 Net Loss | $(0.1)M | $(34.1)M | 99% improvement | | FY Adjusted EBITDA Loss | $(8.4)M | $(10.2)M | 17.6% improvement | | Q4 Adjusted EBITDA Loss | $(1.6)M | $(2.1)M | 24% improvement | - The company's pipeline now exceeds **$300 million**, reflecting strong momentum across India, the U.S., and resumed U.K. contracts, driven by enterprise adoption of Roadzen's AI solutions[3](index=3&type=chunk) - Roadzen strengthened its position as a global leader in applied AI with the launch of MixtapeAI and DrivebuddyAI™ securing multiple patents, surpassing **1.8 billion kilometers** of driving data, and enabling client fleets to reduce accidents by **72%**[4](index=4&type=chunk) - For the full fiscal year, Roadzen reduced total liabilities by **15% ($10.4 million)**, lowered operating costs by **19% ($19.8 million)**, and reduced headcount by **19%**, driving meaningful operating leverage and improved efficiency[5](index=5&type=chunk) [Management Commentary](index=2&type=section&id=Management%20Commentary) Management commentary highlights Q4 growth, the strategic impact of DrivebuddyAI, a target for Adjusted EBITDA breakeven, and significant progress in balance sheet and cost optimization - CEO Rohan Malhotra noted the company achieved roughly flat revenues for the year despite a U.K. pause impacting nearly **40%** of prior revenues, returning to **13.3% YoY growth** in Q4, and expects this momentum to continue[8](index=8&type=chunk) - Malhotra stated that DrivebuddyAI is gaining strong commercial traction and regulatory validation, expected to unlock over **$200 million** worth of revenue opportunities as the Indian government adopts new road safety mandates[8](index=8&type=chunk) - The company is targeting Adjusted EBITDA breakeven within the next **two quarters**, citing pipeline strength and major growth catalysts[8](index=8&type=chunk) - CFO Jean-Noël Gallardo reported that FY2025 objectives were met, with total liabilities reduced by approximately **15%**, operating costs decreased by **19%**, and total headcount reduced by **19%** to **308 employees**[8](index=8&type=chunk) [Fiscal Year 2025 Financial Performance](index=2&type=section&id=Fiscal%20Year%202025%20Financial%20Performance) This section details Roadzen's financial performance for fiscal year 2025, covering revenue trends, operating expenses, net results, and key financial developments in the fourth quarter [Revenue and Key Performance Indicators](index=2&type=section&id=Revenue%20and%20Key%20Performance%20Indicators) Full-year revenue declined by 5.2% due to a U.K. GAP insurance suspension, while customer counts increased across all segments **Revenue Performance (FY2025 vs FY2024):** | Metric | FY2025 | FY2024 | Change (YoY) | | :----- | :----- | :----- | :----------- | | Revenue | $44.3M | $46.7M | -5.2% | - The **5.2%** revenue decrease was primarily due to the temporary countrywide suspension of GAP insurance sales by the U.K., which impacted an estimated **$27 million** in annualized revenues[1](index=1&type=chunk)[9](index=9&type=chunk) **Customer Count (as of March 31, 2025):** | Segment | Count | | :-------------------------------- | :---- | | Insurance customer agreements | 34 | | Automotive customer agreements | 78 | | Agents and fleet customer agreements | ~3,800 | [Operating Expenses](index=3&type=section&id=Operating%20Expenses) Operating expenses for FY2025 significantly decreased, both including and excluding non-cash RSU charges, demonstrating improved efficiency **Operating Expenses (Excluding Cost of Services and D&A):** | Metric | FY2025 | FY2024 | Change (YoY) | | :-------------------------------- | :------- | :------- | :----------- | | Total Operating Expenses | $84.3M | $104.1M | -$19.8M (-19%) | | Operating Expenses (Excl. RSU) | $37.0M | $47.8M | -$10.8M (-23%) | [Net Results](index=3&type=section&id=Net%20Results) The company substantially reduced its net loss and Adjusted EBITDA loss in FY2025, driven by lower operating expenses and decreased non-cash charges **Net Loss and Adjusted EBITDA Loss:** | Metric | FY2025 | FY2024 | Change (YoY) | | :-------------------------------- | :------- | :------- | :----------- | | Net Loss | $(72.9)M | $(99.7)M | 26.9% improvement | | Net Loss Per Share | $(1.04) | $(2.26) | 54% improvement | | Non-Cash Expenses | $66.9M | $80.3M | -16.7% | | Net Loss (Excl. Non-Cash) | $(5.9)M | $(19.4)M | 70% improvement | | Adjusted EBITDA Loss | $(8.4)M | $(10.2)M | 17.6% improvement | | Q4 Adjusted EBITDA Loss | $(1.6)M | $(2.1)M | 24% improvement | - Non-cash expenses in FY2025 included **$47.2 million** in RSU charges, **$14.8 million** loss on fair value of financial instruments, and **$4.9 million** for depreciation, amortization, impairment, and other non-cash items[11](index=11&type=chunk) [Fourth Quarter Financial Developments](index=3&type=section&id=Fourth%20Quarter%20Financial%20Developments) Roadzen completed two public offerings in Q4 FY2025, raising $5.0 million in gross proceeds, and eliminated $12.6 million in short-term liabilities - On January 6, 2025, Roadzen closed a public offering of **2,222,300 ordinary shares** at **$2.25 per share**, generating approximately **$5.0 million** in gross proceeds, following an earlier offering of **2,300,000 shares** at **$1.25 per share**[15](index=15&type=chunk) - The company eliminated a total of **$12.6 million** in short-term liabilities over **six months** (July 2024 - January 2025), utilizing **$1.65 million** in cash and approximately **1.2 million shares**[19](index=19&type=chunk) - On March 31, 2025, Roadzen entered into a securities purchase agreement to issue and sell junior convertible notes for up to an aggregate principal amount of **$2,300,000**[19](index=19&type=chunk) [Fiscal Year 2025 Financial Position](index=3&type=section&id=Fiscal%20Year%202025%20Financial%20Position) This section outlines Roadzen's financial position as of March 31, 2025, detailing changes in assets, liabilities, and capitalization structure [Balance Sheet Overview](index=3&type=section&id=Balance%20Sheet%20Overview) Roadzen significantly reduced total assets and liabilities as of March 31, 2025, reflecting efforts to simplify and right-size its balance sheet **Consolidated Balance Sheet Summary:** | Metric | March 31, 2025 | March 31, 2024 | | :-------------------------------- | :------------- | :------------- | | Total Assets | $32.6M | $58.1M | | Total Liabilities | $58.3M | $68.6M | | Total Shareholders' Deficit | $(25.1)M | $(10.1)M | [Assets](index=3&type=section&id=Assets) Total assets decreased by $25.6 million, primarily due to a reduction in the fair market valuation of the Forward Purchase Agreement - Total assets as of March 31, 2025, were **$32.6 million**, representing a decrease of **$25.6 million** from the previous fiscal year-end, primarily driven by a **$20.2 million** reduction in the fair market valuation of its Forward Purchase Agreement[12](index=12&type=chunk) [Liabilities](index=3&type=section&id=Liabilities) Total liabilities decreased by $10.4 million, driven by a significant reduction in payables and long-term debt - Total liabilities as of March 31, 2025, decreased by **$10.4 million** to **$58.3 million**, compared to fiscal year-end 2024, driven by an **$8.2 million (21%)** reduction in payables[13](index=13&type=chunk) - Long-term debt was reduced from **$1.5 million** at the previous fiscal year-end to approximately **$0.1 million** on March 31, 2025[13](index=13&type=chunk) [Capitalization](index=3&type=section&id=Capitalization) Ordinary shares outstanding increased due to public equity deals, with executive management and the Board retaining a significant ownership stake - As of March 31, 2025, the Company had approximately **74.3 million Ordinary Shares** outstanding, an increase of **5.9 million shares** from the prior fiscal year-end as a result of two public equity deals[14](index=14&type=chunk) - At fiscal year-end, executive management and the Board owned approximately **26.9%** of the Company's outstanding shares[14](index=14&type=chunk) [Fiscal Year 2025 Operational Highlights](index=4&type=section&id=Fiscal%20Year%202025%20Operational%20Highlights) This section highlights Roadzen's operational achievements in fiscal year 2025, including new product launches, patent awards, and strategic partnerships [Product Launches & Enhancements](index=4&type=section&id=Product%20Launches%20%26%20Enhancements) Roadzen launched and upgraded MixtapeAI, a reasoning-based agentic AI platform, earning industry recognition for its transformative impact on customer experience - On October 30, 2024, Roadzen's AI Labs unveiled MixtapeAI, a platform designed to power AI agents and transform customer interactions for insurers, brokers, agents, carmakers, and fleets[19](index=19&type=chunk) - On January 28, 2025, MixtapeAI was upgraded with DeepSeekR1, a leading open-source reasoning model offering advanced capabilities, full traceability, and lower costs[19](index=19&type=chunk) - On March 6, 2025, MixtapeAI won 'Best AI in Deep Tech' at the Entrepreneur AI Awards 2025 for transforming customer experience in auto insurance and mobility[19](index=19&type=chunk) [Patents and Certifications](index=4&type=section&id=Patents%20and%20Certifications) DrivebuddyAI secured an Indian patent for its risk assessment system and achieved ARAI certification, positioning it for upcoming regulatory mandates - On March 11, 2025, Roadzen's DrivebuddyAI was awarded a patent in India for its computer vision and AI-based Cognitive Assessment of Risk for Drivers ('CARD') scoring system[19](index=19&type=chunk) - On December 6, 2024, DrivebuddyAI became the first AI-powered driver safety system to receive Automotive Research Association of India ('ARAI') certification under India's Automotive Industry Standard 184 (AIS184)[19](index=19&type=chunk) [New Key Contracts, Partnerships and Collaborations](index=4&type=section&id=New%20Key%20Contracts%2C%20Partnerships%20and%20Collaborations) Roadzen expanded its market reach in FY2025 through strategic partnerships, including joining Bosch's L.OS, securing U.S. MGA licenses, and providing roadside assistance for a major U.S. fleet - On December 19, 2024, Roadzen's DrivebuddyAI joined Bosch's Logistics Operating System (L.OS) as a partner, expanding reach for its ADAS and driver monitoring systems across India's commercial vehicle market[19](index=19&type=chunk) - On December 11, 2024, Roadzen signed a MoU with Cimarron Underwriters, LLC to secure nationwide Managing General Agent licenses and infrastructure to expand the distribution of its insurance offerings across all **50 U.S. States**[19](index=19&type=chunk) - On December 10, 2024, Roadzen was contracted by Motive, a top U.S. AI-powered fleet management company, to provide **24/7** roadside assistance for its network of over **one million vehicles**[19](index=19&type=chunk) [Subsequent Operational Developments (FY2026)](index=5&type=section&id=Subsequent%20Operational%20Developments%20%28FY2026%29) This section details Roadzen's operational advancements and new contracts announced after the close of fiscal year 2025, extending into FY2026 [Product Advances and Patent Awards](index=5&type=section&id=Product%20Advances%20and%20Patent%20Awards) Post-FY2025, DrivebuddyAI advanced with new patents, integrated advanced technologies, and is positioned to benefit from India's new road safety regulations, significantly reducing accidents - DrivebuddyAI, Roadzen's ADAMATICS platform, integrates advanced driver assistance, AI, machine learning, and video telematics to deliver real-time monitoring, predictive analytics, and proactive collision avoidance[20](index=20&type=chunk) - On April 1, 2025, Roadzen announced its positioning to benefit from India's new road safety regulations, mandating Driver Drowsiness and Attention Warning Systems (DDAWS) under AIS184 by April 2026[20](index=20&type=chunk) - On June 3, 2025, DrivebuddyAI was awarded a patent in India for its real-time driver drowsiness detection algorithm, leveraging AI and computer vision to monitor over **92** real-time eye and facial cues[21](index=21&type=chunk) - By June 3, 2025, DrivebuddyAI surpassed **1.8 billion kilometers** of real-world driving data (an **80% increase** in six months) and helped commercial fleets achieve over a **72% reduction** in on-road accidents[22](index=22&type=chunk) [Contract Announcements](index=5&type=section&id=Contract%20Announcements) Roadzen secured new contracts and partnerships in India and the U.K. post-FY2025, expanding AI solutions for claims, warranties, and fleet safety, and resuming U.K. market growth - On June 25, 2024, Roadzen was chosen by Oriental Insurance Company Ltd., India's **6th largest insurer**, to deliver AI-powered claims processing for **50,000+ claims** annually[24](index=24&type=chunk) - On December 31, 2024, Roadzen partnered with Simple Energy, a top premium EV manufacturer, and a leading global reinsurer to offer extended warranties for Simple Energy vehicles[24](index=24&type=chunk) - On April 29, 2024, Roadzen was awarded a **5-year contract** from Dalmia Transport & Logistics, one of India's largest logistics fleet operators, to install DrivebuddyAI technology across its entire fleet[24](index=24&type=chunk) - On May 6, 2025, Roadzen's U.K. subsidiary, GIM, partnered with Vodafone Automotive to deliver an integrated vehicle protection solution, marking the resumption of GIM's growth in the U.K. following regulatory transition[25](index=25&type=chunk) [General Interest](index=6&type=section&id=General%20Interest) Roadzen's DrivebuddyAI platform received recognition in a globally influential publication for its advancements in in-cabin technologies - On June 10, 2025, Roadzen's DrivebuddyAI platform was featured in the latest InCabin Report & Vision System Market Map, recognized for setting the global standard for safety and intelligence inside vehicles[26](index=26&type=chunk) [Company Overview](index=6&type=section&id=Company%20Overview) This section provides an overview of Roadzen Inc., its mission, global presence, and a cautionary statement regarding forward-looking information [About Roadzen Inc.](index=6&type=section&id=About%20Roadzen%20Inc.) Roadzen Inc. is a global technology company leveraging AI to transform auto insurance and mobility, aiming to prevent accidents, ensure fair premiums, and expedite claims - Roadzen Inc. (Nasdaq: RDZN) is a global technology company transforming auto insurance using advanced artificial intelligence (AI), including telematics, generative AI, and computer vision[27](index=27&type=chunk) - The company's mission is to advance AI research at the intersection of mobility and insurance, aiming for a world where accidents are prevented, premiums are fair, and claims are processed within minutes[27](index=27&type=chunk) - Headquartered in Burlingame, California, Roadzen has **308 employees** across its global offices in the U.S., U.K., and India[27](index=27&type=chunk) [Cautionary Statement Regarding Forward Looking Statements](index=6&type=section&id=Cautionary%20Statement%20Regarding%20Forward%20Looking%20Statements) This section provides a standard cautionary statement regarding forward-looking statements, outlining inherent risks, uncertainties, and the company's policy on updating such information - The press release includes forward-looking statements based on current expectations and projections, which are subject to known and unknown risks, uncertainties, and assumptions that may cause actual results to differ materially[28](index=28&type=chunk) - Forward-looking statements can be identified by terminology such as 'may,' 'should,' 'expect,' 'plan,' 'anticipate,' 'believe,' 'estimate,' and 'continue,' or similar expressions[28](index=28&type=chunk) - The company disclaims any intention or obligation to update or revise any forward-looking statements, except as expressly required by applicable securities law[28](index=28&type=chunk) [Consolidated Financial Statements](index=7&type=section&id=Consolidated%20Financial%20Statements) This section presents Roadzen's consolidated financial statements, including balance sheets, statements of operations, and cash flows for fiscal years 2025 and 2024 [Consolidated Balance Sheets](index=7&type=section&id=Consolidated%20Balance%20Sheets) The consolidated balance sheets present Roadzen's financial position as of March 31, 2025, and 2024, showing decreased total assets and liabilities, and an increased shareholders' deficit **Consolidated Balance Sheets (as of March 31):** | Particulars | 2025 (US $) | 2024 (US $) | | :-------------------------------- | :---------- | :---------- | | **Assets:** | | | | Total current assets | 26,954,896 | 49,842,571 | | Total Non current assets | 5,624,454 | 8,293,775 | | **Total assets** | **32,579,350** | **58,136,346** | | **Liabilities:** | | | | Total current liabilities | 56,935,304 | 65,652,506 | | Total Non current liabilities | 1,334,826 | 2,983,706 | | **Total liabilities** | **58,270,130** | **68,636,212** | | **Shareholders' Equity/(Deficit):** | | | | Total shareholders' deficit | (25,073,897) | (10,073,836) | | Non-controlling interest | (616,883) | (426,030) | | **Total deficit** | **(25,690,780)** | **(10,499,866)** | [Consolidated Statements of Operations](index=8&type=section&id=Consolidated%20Statements%20of%20Operations) The consolidated statements of operations detail the company's revenue, expenses, and net loss for fiscal years 2025 and 2024, showing a reduction in net loss and loss per share **Consolidated Statements of Operations (For the Year ended March 31):** | Particulars | 2025 (US $) | 2024 (US $) | | :-------------------------------- | :---------- | :---------- | | Revenue | 44,296,098 | 46,724,287 | | Total costs and expenses | 105,109,040 | 124,383,124 | | Loss from operations | (60,812,942) | (77,658,837) | | Total other income/(expense) | (12,264,342) | (22,223,889) | | Net Loss attributable to Ordinary shareholders | (72,870,432) | (99,669,335) | | Net loss per share (Basic and diluted) | (1.04) | (2.26) | | Weighted-average shares | 69,867,792 | 44,032,410 | [Consolidated Statements of Cash Flows](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) The consolidated statements of cash flows illustrate the company's cash generation and usage from operating, investing, and financing activities for FY2025 and FY2024, indicating a net decrease in cash **Consolidated Statements of Cash Flows (For the Year ended March 31):** | Particulars | 2025 (US $) | 2024 (US $) | | :-------------------------------- | :---------- | :---------- | | Net cash used in operating activities | (18,142,198) | (19,218,165) | | Net cash used in investing activities | (115,621) | (6,705,124) | | Net cash generated from financing activities | 11,743,203 | 25,362,382 | | Net (decrease)/increase in cash and cash equivalents | (6,511,448) | (805,351) | | Cash and cash equivalents at end of period | 5,053,640 | 11,565,088 | **Non-cash investing and financing activities:** | Particulars | 2025 (US $) | 2024 (US $) | | :-------------------------------- | :---------- | :---------- | | Consideration payable in connection with acquisitions | 8,376,253 | 488,000 | | Interest accrued on borrowings | 2,123,633 | 451,323 | [Non-GAAP Financial Measures](index=11&type=section&id=Non-GAAP%20Financial%20Measures) This section provides a reconciliation of non-GAAP financial measures, specifically Adjusted EBITDA, to the most directly comparable GAAP financial measure [Adjusted EBITDA Reconciliation](index=11&type=section&id=Adjusted%20EBITDA%20Reconciliation) This section defines Adjusted EBITDA as a non-GAAP financial measure, explains its limitations, and provides a reconciliation to GAAP net loss for Q4 and full fiscal years 2025 and 2024 - Adjusted EBITDA is a non-GAAP financial measure that excludes finance costs, taxes, depreciation and amortization, and certain other items from reported net profit or loss, used to clarify sustainability and trends[37](index=37&type=chunk) - Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as substitutes for financial information presented under GAAP[38](index=38&type=chunk) **Adjusted EBITDA Reconciliation:** | Particulars | Q4 2025 (US $) | Q4 2024 (US $) | FY 2025 (US $) | FY 2024 (US $) | | :-------------------------------- | :------------- | :------------- | :------------- | :------------- | | Net loss | (106,967) | (33,978,672) | (72,870,432) | (99,669,335) | | Adjusted for: | | | | | | Other (income)/expense net | (3,861,541) | (55,459) | (7,073,235) | (838,728) | | Interest (income)/expense | 714,899 | 732,138 | 3,247,831 | 2,291,123 | | Fair value changes in financial instruments | (1,681,725) | (2,894,633) | 14,844,420 | 19,475,005 | | Gain on deconsolidation of subsidiaries | - | (2,098,745) | - | (2,098,745) | | Impairment of investment | 1,245,326 | 3,395,234 | 1,245,326 | 3,395,234 | | Tax (benefit)/expense | 69,709 | 69,734 | (13,973) | (23,648) | | Depreciation and amortization | 1,046,539 | 953,232 | 2,020,610 | 2,185,858 | | Stock based compensation expense | 76,397 | 25,523,471 | 47,211,816 | 56,303,135 | | Non-cash expenses | 493,210 | 820,440 | 1,649,448 | 1,048,464 | | Non-recurring expenses | 386,746 | 5,408,410 | 1,340,062 | 7,685,859 | | **Adjusted EBITDA** | **(1,617,407)** | **(2,124,850)** | **(8,398,127)** | **(10,245,778)** |