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RedCloud Repays All Convertible Notes In Full

RedCloud Holdings (RCT) has fully repaid its senior convertible notes using proceeds from a non-dilutive shareholder loan, extinguishing the instruments.

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

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RedCloud Holdings (RCT) has fully repaid its senior convertible notes using proceeds from a non-dilutive shareholder loan, extinguishing the instruments.

The notes were issued in February 2026, and no convertible notes remain outstanding. RedCloud plans to deregister the unsold ordinary shares under the applicable registration statement to remove the related resale overhang. The company said repayment removes potential dilution from the notes and that it is implementing steps to reduce its operating cost base.

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3 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 1 point

Hollow bars mark forward-looking points. How the balance works

Positive

  • Moderate pointSenior convertible notes fully repaid and extinguished, removing their potential dilution.
  • Minor point. Forward-looking: it has not happened yet and may not happen.Unsold ordinary shares planned for deregistration to remove the related resale overhang.
  • Minor pointOperating cost reductions are being implemented, the company said.

Negative

  • Moderate pointShareholder loan provided non-dilutive funding for repayment but adds a debt obligation.
Argus 15 min delay 19 alerts
+17.87% vs previous close $0.09 last price 19.0x rel. volume Open Argus
Details

Market move: RCT +17.87% vs previous close. convertible note repayment

+14.1% Peak Tracked
-5.9% Trough Tracked
$0.07 – $0.09 Day Range
$7.00M Mkt Cap at Last Price

On Oct 26, the day this news came out, the latest delayed price for RCT is 17.87% above the previous close. Argus tracked a peak move of +14.1% during the session. Argus tracked a trough of -5.9% from its starting point during tracking. Our momentum scanner has recorded 19 alerts for this stock so far that day. The latest delayed price is $0.09. Relative volume is exceptionally heavy at 19.0x the average.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Key Terms

convertible notes, registration statement
2 terms
convertible notes financial
"there are no convertible notes outstanding"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
registration statement regulatory
"under the applicable registration statement"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Following repayment, there are no convertible notes outstanding and RedCloud intends to deregister the unsold ordinary shares under the applicable registration statement to extinguish the related resale overhang

LONDON, Oct. 26, 2026 (GLOBE NEWSWIRE) -- RedCloud Holdings plc (Nasdaq: RCT) (“RedCloud” or the “Company”), which is building the AI prediction infrastructure for global FMCG trade, today announced that it has fully repaid the outstanding amounts under the senior convertible notes issued in February 2026 (the “Senior Convertible Notes”) using proceeds from a non-dilutive shareholder loan. Following repayment, the Senior Convertible Notes have been fully satisfied and extinguished and the Company plans to deregister the unsold ordinary shares under the applicable registration statement.

David Sturgeon, Chief Financial Officer of RedCloud, said, “Repaying the Senior Convertible Notes in full strengthens the Company's capital structure and removes the potential dilution from these instruments. We appreciate the support from our largest shareholder to complete the transaction. Now that we are also implementing steps to reduce our operating cost base, the Company can move forward with a cleaner capital structure.”

About RedCloud

RedCloud Holdings plc (Nasdaq: RCT) builds AI infrastructure for the prediction of FMCG trade. More than $8.4 billion of FMCG transactions have passed through its infrastructure between early 2023 and June 2026, across more than 100,000 customers and 6,700 brands. RedCloud uses this proprietary transaction data to develop RAID (Real-time AI for Distribution), its prediction model for distribution, and deploys its infrastructure and associated products (“RedAI”) either directly or through joint ventures with partners who fund and operate local markets.

RedCloud is a British company registered in London. Justin Floyd is its Founder and Chief Executive Officer. For more information, please visit www.redcloudtechnology.com and connect on LinkedIn.

Forward-Looking Statements

The information in this press release may include forward-looking statements within the meaning of the federal securities laws. These statements include, without limitation, statements regarding the expected improvement in the Company’s capital structure. Words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “plan,” “seek,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” and “will,” the negative of these terms and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict, including, but not limited to, plans to deregister unsold ordinary shares or implementation of steps to reduce the Company’s operating cost base. As a result, actual results could differ materially from those indicated in these forward-looking statements. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements described in “Cautionary Note Regarding Forward-Looking Statements,” “Item 3. Key Information – D. Risk Factors” and “Item 5. Operating and Financial Review and Prospects” in RedCloud’s most recent Annual Report on Form 20-F filed with the Securities and Exchange Commission, as well as the Company’s periodic reports and other filings with the Securities and Exchange Commission. RedCloud undertakes no obligation to update or revise these forward-looking statements except as required by law.

Contacts

Investor Relations
investor.relations@redcloudtechnology.com

Media Relations
media@redcloudtechnology.com


FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How did RedCloud fund repayment of its convertible notes?

RedCloud used proceeds from a non-dilutive shareholder loan to repay the outstanding amounts under its senior convertible notes. The notes, issued in February 2026, have been fully satisfied and extinguished.

Does RedCloud have any convertible notes outstanding after repayment?

No convertible notes remain outstanding following repayment. RedCloud also plans to deregister the unsold ordinary shares under the applicable registration statement to remove the related resale overhang.

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