Algorhythm Holdings (RIME) Announces Pricing of $9.5 Million Public Offering

Algorhythm Holdings, Inc. (“Algorhythm” or the “Company”) (NASDAQ: RIME), an AI-driven technology and consumer electronics holding company, announced it has priced a public offering with gross proceeds to the Company expected to be approximately $9.5 million, before deducting placement agent fees and other estimated expenses payable by the Company.

The offering is comprised of 55,882,353 shares of the Company’s common stock (or pre-funded warrants in lieu of shares of common stock). Each share of common stock or pre-funded warrant will be sold with one Series A Warrant to purchase one share of common stock at an exercise price of $0.17 per share (the “Series A Warrants”) and one Series B Warrant to purchase one share of common stock at an exercise price of $0.34 per share (the “Series B Warrants” and, together with the Series A Warrants, the “Warrants”). The Warrants will become exercisable upon the approval of the Company’s stockholders of the issuance of the shares of common stock issuable upon exercise of the Warrants, and certain other provisions of the Warrants. The Series A Warrants will expire on the five-year anniversary of its initial exercise date and the Series B Warrants will expire on the two and one-half-year anniversary of its initial exercise date.

The purchase price of each share of common stock and accompanying Warrants is $0.17, and the purchase price of each pre-funded warrant and accompanying Warrants will be equal to such price minus $0.01.

The Company intends to use the net proceeds from this offering for working capital and other general corporate purposes, and for repayment of certain outstanding senior secured notes of the Company. The offering is expected to close on or about December 6, 2024, subject to satisfaction of customary closing conditions.

Univest Securities, LLC is acting as sole placement agent for the offering.

The securities described above are being offered by the Company pursuant to a registration statement on Form S-1 (File No. 333283178) previously filed and declared effective by the Securities and Exchange Commission (the “SEC”).

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