- Company Exchanges Series A Preferred Stock for Debt, Eliminating Financing and Transaction Restrictions
- New Structure Provides Greater Flexibility to Pursue Lower-Cost Financing Alternatives.
Fort Lauderdale, FL, Sept. 23, 2026 (GLOBE NEWSWIRE) — Algorhythm Holdings, Inc. (the “Company”) (NASDAQ: RIME) – a diversified holding company that owns and operates Azure Energy, a renewable power infrastructure developer, and SemiCab, an AI-enabled logistics technology business, today announced the retirement of all of its outstanding shares of Series A Preferred.
The Company exchanged the Series A Preferred Stock for debt. The restructuring was negotiated in connection with the holder’s consent to the Company’s recently completed acquisition of Azure Energy. Pursuant to the transaction, the Series A Preferred Stock was retired in full and exchanged for approximately $4 million of debt. Management believes that the restructuring represents an important step in improving the Company’s financial and transactional flexibility.
Greater Financial Flexibility
The Series A Preferred Stock contained restrictive covenants that, among other things, limited the Company’s ability to raise additional equity, debt and other forms of capital and engage in a variety of corporate transactions without the holder’s consent. As a result of the exchange, these restrictions have been eliminated, providing Algorhythm with greater flexibility to evaluate refinancing, repayment and alternative financing opportunities.
The Company intends to use this increased flexibility to pursue opportunities to reduce its overall cost of capital and, where economically advantageous, refinance or repay existing equity-linked obligations with cash flow or less dilutive sources of capital.
Focused on Reducing Cost of Capital and Dilution
“Eliminating the Series A Preferred Stock was an important step in providing Algorhythm with the financial flexibility we believe is necessary to execute our business plan,” said Andrew Thompson, Chief Executive Officer of Algorhythm Holdings. “The previous structure significantly restricted the Company’s ability to access alternative sources of capital. With those restrictions removed, we now have greater flexibility to complete the financing and other transactions that we believe are most advantageous for the Company and its shareholders.”
“Azure Energy is a fast-growing, revenue-generating, profitable business, and we believe its contracted revenue and operating cash flow will contribute to a stronger financial profile for the consolidated Company,” Thompson continued. “Our objective is to use that improving financial profile to pursue lower-cost capital, refinance or repay higher-cost obligations where appropriate, and reduce our reliance on financing structures that can result in shareholder dilution.”
“This restructuring is the first step in that process,” Thompson concluded. “We are focused on strengthening the balance sheet, lowering our cost of capital and creating greater flexibility to fund growth while being disciplined about dilution.”
About Algorhythm Holdings
Algorhythm Holdings, Inc. is a diversified holding Company that owns and operates two businesses — Azure Energy and SemiCab.
Azure Energy is a leading developer of renewable biomass power generation infrastructure. Its team consists of some of the most experienced biomass power plant experts in the U.S. today. Collectively this team has designed and built 72 facilities generating 17.5GW of renewable power to date. The company was launched in 2025 and has already secured equity participation rights valued at over $220 million in net present value through multiple power plants projects that are currently under construction. The Company has multi-year contracts in place that will yield significant fee-income consulting revenues, and is currently generating scaling, positive EBITDA. For additional information, please go to: http://www.azure-energy.co.
SemiCab is an AI-enabled logistics software provider. Since 2020, SemiCab has enabled major retailers, brands and transportation providers to address common supply-chain problems globally. Its AI-enabled, cloud-based Collaborative Transportation Platform achieves the scalability required to predict and optimize millions of loads and hundreds of thousands of trucks. SemiCab uses real-time data from API-based load tendering and pre-built integrations with TMS and ELD partners to orchestrate collaboration across manufacturers, retailers, distributors, and their carriers. SemiCab uses AI/ML predictions and advanced predictive optimization models to enable fully loaded round trips. With SemiCab’s AI platform, shippers pay less and carriers make more without having to change a thing. For additional information, please go to: http://www.semicab.com.
Investor Relations Contact
Brendan Hopkins
407-645-5295
investors@algoholdings.com
www.algoholdings.com
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as “expects,” “anticipates,” “believes,” “will,” “will likely result,” “will continue,” “plans to,” “potential,” “promising,” and similar expressions. These statements are based on management’s current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements, including the risk factors described from time to time in the Company’s reports filed with the SEC, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. You should not place undue reliance on any forward-looking statement, each of which applies only as of the date of this press release. Except as required by law, we undertake no obligation to update or revise publicly any of the forward-looking statements after the date of this press release to conform our statements to actual results or changed expectations, or as a result of new information, future events or otherwise.
