Termination of Financing is Expected to Avoid Dilution of More Than 8 Million Shares

Fort Lauderdale, FL, Sept. 24, 2026 (GLOBE NEWSWIRE) -- Algorhythm Holdings, Inc. (the "Company") (NASDAQ: RIME) – a diversified holding company that owns and operates Azure Energy, a renewable power plant developer, and SemiCab, a leading AI enabled logistics provider, today announced the voluntary termination of a previously disclosed settlement transaction completed under Section 3(a)(10) of the Securities Act with Continuation Capital, Inc. The Company would have been required to issue more than 8 million additional shares of common stock to pay off the remaining balance of approximately $1.4 million.

"One of our highest priorities in the near term is to proactively strengthen our balance sheet, eliminate existing dilutive financings, and lower our cost of capital," commented Andrew Thompson, CEO of Algorhythm Holdings. "In furtherance of this, we recently announced the retirement of all of our outstanding shares of Series A Preferred Stock. Terminating this $1.4 million financing was the next step in this process."

"We made a conscientious decision to partner with Algorhythm and leverage our value contribution for the benefit of all Algorhythm shareholders. We have compelling business opportunities in place and in the pipeline. We believe it is paramount to dramatically improve the financing solutions available to the Company in order to execute upon our long-term business plan," concluded Mr. Thompson.

The Company recently acquired Azure Energy in an all-stock transaction valued at $23 million, acquiring contracts expected to generate revenue of more than $10 million through the end of 2027. The Company intends to use this revenue to lower its cost of capital, strengthen its balance sheet, and fund its future growth.

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

Media Contact

FischTank PR

Algorhythm@fischtankpr.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.