---
title: "RocketFuel Blockchain Sells Payments Unit to RPay; $1M Liabilities Assumed, Receives Stock Warrant"
type: "News"
locale: "en"
url: "https://longbridge.com/en/news/296651750.md"
description: "RocketFuel Blockchain sold its payments unit to RPay, assuming $1M in liabilities and receiving a stock warrant. The deal, closed August 13, 2026, allows RocketFuel to refocus on loyalty and rewards. Agreements include transition services, IP license-back, contract pass-through, and reciprocal reseller arrangements to ensure operational continuity."
datetime: "2026-08-21T20:43:01.000Z"
locales:
  - [zh-CN](https://longbridge.com/zh-CN/news/296651750.md)
  - [en](https://longbridge.com/en/news/296651750.md)
  - [zh-HK](https://longbridge.com/zh-HK/news/296651750.md)
generator: "portal-rs"
---

# RocketFuel Blockchain Sells Payments Unit to RPay; $1M Liabilities Assumed, Receives Stock Warrant

RocketFuel Blockchain agreed to sell substantially all assets of its payments business to RPay, marking a strategic refocus on its loyalty and rewards segment. Consideration includes RPay’s assumption of $1.0 million in deferred compensation obligations and issuance of a warrant to RocketFuel for 160,000 RPay shares, subject to a $1,000,000 repurchase right. The transaction closed on August 13, 2026. Related transition, IP, pass-through, and reseller agreements aim to ensure continuity and preserve customer relationships.

**Agreement 1: RocketFuel Blockchain Sells Payments Unit to RPay; $1M Liabilities Assumed, Receives Stock Warrant**

-   **Agreement type**: Asset Purchase Agreement for sale of payments business
-   **Counterparty**: RPay
-   **Signed / Effective**: Jul 22 2026 / Aug 13 2026
-   **Duration / Termination**: N/A
-   **Reason**: Refocus on loyalty and rewards business

**Agreement 2: RocketFuel Blockchain and RPay Sign 12-Month Transition Services Agreement Post-Divestiture**

-   **Agreement type**: Transition Services Agreement
-   **Counterparty**: RPay
-   **Signed / Effective**: Jul 22 2026 / Aug 13 2026
-   **Duration / Termination**: 12 months
-   **Reason**: Ensure operational continuity during transition

**Agreement 3: RocketFuel Blockchain Receives Royalty-Free IP License-Back From RPay for Transition Period**

-   **Agreement type**: Royalty-free Intellectual Property License-Back Agreement
-   **Counterparty**: RPay
-   **Signed / Effective**: Jul 22 2026 / Aug 13 2026
-   **Duration / Termination**: 12 months
-   **Reason**: Ensure continuity for retained loyalty operations

**Agreement 4: RocketFuel Blockchain and RPay Execute Contract Pass-Through and Agency Agreement**

-   **Agreement type**: Contract Pass-Through and Agency Agreement
-   **Counterparty**: RPay
-   **Signed / Effective**: Jul 22 2026 / Aug 13 2026
-   **Duration / Termination**: Interim until assignment or resolution
-   **Reason**: Maintain service under non-assignable contracts during transition

**Agreement 5: RocketFuel Blockchain and RPay Enter Reciprocal Reseller Agreements to Cross-Sell Offerings**

-   **Agreement type**: Reciprocal reseller agreements
-   **Counterparty**: RPay
-   **Signed / Effective**: Jul 22 2026 / Aug 13 2026
-   **Duration / Termination**: At will
-   **Reason**: Cross-sell offerings to existing customers

Original SEC Filing: ROCKETFUEL BLOCKCHAIN, INC. \[ RKFL \] - 8-K - Aug. 21, 2026

**Disclaimer**

This is an AI-powered summary. It may contain inaccuracies. Consider verifying important information with the source. Please note this summary is solely based on documents filed with the SEC.

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> **Disclaimer: This article is for reference only and does not constitute any investment advice.**