---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-042523"
form_type: "8-K"
ticker: "RIME"
cik: "0000923601"
company_name: "Algorhythm Holdings, Inc."
filed_at: "2023-11-22T23:59:59+00:00"
generated_at: "2026-06-07T22:27:33.303360+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Singing Machine raises ~$2M in private placement and terminates Fifth Third Bank credit facility

## Summary
- Sold 2,197,802 shares at $0.91 per share (3% premium) for gross proceeds of approx. $2 million.
- Purchasers: Regalia Ventures LLC owned by director Jay Foreman and Stingray Group Inc. (director Mathieu Peloquin is officer).
- Terminated Credit and Security Agreement with Fifth Third Bank, repaying outstanding balance of ~$16,662.61.
- Shares issued under Section 4(a)(2) exemption; purchasers get board nomination rights while owning 5% or more.

## SEC filing metadata
- accession: 0001493152-23-042523
- form_type: 8-K
- ticker: RIME
- cik: 0000923601
- company_name: Algorhythm Holdings, Inc.
- filed_at: 2023-11-22T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 1.02, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/923601/000149315223042523/0001493152-23-042523-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/923601/000149315223042523/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-042523
- JSON: https://secwatch.observer/filing/0001493152-23-042523.json
- Plain text: https://secwatch.observer/filing/0001493152-23-042523.txt

## Key facts
- Material Agreements
  Algorhythm Holdings, Inc. entered into Purchase Agreement with two purchasers valued at approximately $2 million (effective 2023-11-20).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: two purchasers
  - Value: approximately $2 million
  - Effective: 2023-11-20
  source text: On November 20, 2023, The Singing Machine Company, Inc. (the “Company”) entered into a stock purchase agreement (the “Purchase Agreement”) with two purchasers (the “Purchasers”) pursuant to which the Company sold an aggregate of 2,197,802 shares (the “Shares”) of its common stock at a price of $0.91 per share, representing a 3% premium to the closing price of the Company’s common stock on November 17, 2023 (the “Offering”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/923601/000149315223042523/0001493152-23-042523-index.htm
- Material Agreements
  Algorhythm Holdings, Inc. terminated Credit Agreement with Fifth Third Bank, National Association valued at approximately $16,662.61 (effective 2023-11-17).
  - Action: termination
  - Agreement: credit facility
  - Counterparty: Fifth Third Bank, National Association
  - Value: approximately $16,662.61
  - Effective: 2023-11-17
  source text: On November 17, 2023 (the “Termination Date”), the Company terminated the Credit and Security Agreement with Fifth Third Bank, National Association, dated October 14, 2022 (the “Credit Agreement”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/923601/000149315223042523/0001493152-23-042523-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.