ReelTime Slashes Potential Dilution by Over 74% with Historic Capital Reset

Rhea-AI Summary

ReelTime Media (RLTR) reached definitive agreements with 18 noteholders to renegotiate 67 outstanding notes, reducing potential dilution by over 74% from ~1.002 billion to ~260 million shares. Notes restart on Feb 22, 2026, mature Feb 22, 2028, carry a 5% interest rate, and are non-convertible for at least two years. The company also reported total debt reduction of ~64% over the past year and a >50% decline in overall debt last week, which management says materially improves per-share value and capital structure.

Positive

• Potential dilution reduced by >74% from ~1.002B to ~260M shares
• Notes restart on 22 Feb 2026 and mature on 22 Feb 2028
• Interest rate reset to 5% across renegotiated notes
• Conversion rights precluded for at least two years
• Total debt reduced approximately 64% year-over-year

Negative

• Remaining potential dilution of approximately 260 million shares
• Legacy notes still outstanding until Feb 22, 2028 maturity

As NVIDIA (NVDA), Alphabet (GOOGL), Palantir (PLTR), Microsoft (MSFT), and Meta Platforms (META) Expand Share Counts to Fund Capital-Intensive AI, ReelTime Media (RLTR) Moves in the Opposite Direction, Strengthening Per-Share Value.

Bothell, WA, Feb. 03, 2026 (GLOBE NEWSWIRE) -- ReelTime Media (OTCID:RLTR) today announced that it has reached definitive agreements with 18 key noteholders to renegotiate 67 outstanding notes, delivering a reduction in potential dilution of more than 74%. As a result of the restructuring, potential dilution has been reduced from just over 1.002 billion shares to approximately 260 million shares, removing a significant legacy overhang and materially strengthening the Company’s capital structure.

(RLTR) Slashes Dilution by 74%

Under the new agreements, notes that had previously matured and were accruing substantially higher interest rates will restart as of February 22, 2026, coinciding with the one-year anniversary of ReelTime’s Reel Intelligence (“RI”) platform, and will mature on February 22, 2028. The revised terms preclude any conversions of the notes for at least two years and reset the interest rate across the notes to 5%, providing the Company with a clear runway to execute its growth strategy without dilution pressure.

“This restructuring represents a decisive break from legacy financing structures that no longer serve shareholders,” said Barry Henthorn, CEO of ReelTime Media. “We reduced potential dilution by more than 74%, eliminated near-term conversion risk, and aligned our debt at a 5% interest rate. At the same time, we did it in a way that reflects how RI was designed to scale, without forcing shareholders to continuously absorb dilution.”

ReelTime’s actions stand in sharp contrast to the broader artificial intelligence sector. While major AI companies such as NVIDIA, Alphabet, Palantir, Microsoft, and Meta Platforms continue to expand share counts through stock-based compensation, equity issuance, and capital-intensive infrastructure investment, ReelTime Media is moving decisively in the opposite direction. By renegotiating legacy obligations, locking out conversions, and materially reducing its future share overhang, the Company is actively shrinking dilution risk. This shareholder-first strategy reflects the fundamentally different economics of ReelTime’s Reel Intelligence (“RI”) platform, which operates without the need for massive, centralized infrastructure, specialized chip dependency, or perpetual equity financing. As a result, value creation at ReelTime is structured to accrue on a per-share basis, rather than being offset by ongoing dilution.

This announcement comes one week after the Company disclosed that it had reduced overall debt by more than 50%, bringing ReelTime’s total debt reduction to approximately 64% over the past year. Together, these actions represent a comprehensive transformation of the Company’s balance sheet and underscore management’s commitment to disciplined capital stewardship.

“We believe this positions ReelTime uniquely in the AI and media landscape,” Henthorn added. “As others scale by adding infrastructure and issuing shares, we’re scaling by removing financial drag. That difference matters.”

The renegotiated notes are expected to be fully executed and included in the subsequent event section of the Company’s upcoming annual report.

About ReelTime Media: ReelTime Rentals, Inc. (OTCID:RLTR), doing business as ReelTime Media and ReelTime VR, is a Seattle area-based publicly traded company at the forefront of multimedia production and AI innovation. The company's flagship Reel Intelligence (RI) platform delivers an unprecedented suite of tools for creating images, audio, video, and more. ReelTime has also pioneered virtual reality content development and technology, providing end-to-end production, editing, and distribution services. The company continues to leverage its expertise to transform how content is produced, distributed, and experienced worldwide.

Media Contact

Barry Henthorn, CEO - ReelTime Media
Email: ceo@reeltime.com
Website: www.ReelTime.com

Safe Harbor Statement
This press release contains forward-looking statements within the meaning of applicable securities laws. Actual results may differ materially due to risks and uncertainties, including market conditions, execution risks, and other factors described in the Company’s public filings.

Investor Relations
ReelTime Media
OTC: RLTR

 

Reel Intelligence

Press Inquiries

Barry B Henthorn
barry [at] baristas.tv
2065790222
https://reeltime.com
4203 223rd PL SE
Bothell, WA 98021

A video accompanying this announcement is available here: https://youtube.com/watch?v=-Pv5AHkQWo8

FAQ

How much dilution did ReelTime (RLTR) eliminate with the Feb 3, 2026 restructuring?

The company says it cut potential dilution by over 74%, from about 1.002 billion to ~260 million shares. According to the company, renegotiated terms removed a large legacy overhang and materially reduced future share issuance risk.

What are the revised terms for ReelTime's renegotiated notes (RLTR)?

According to the company, the renegotiated notes restart on Feb 22, 2026, mature Feb 22, 2028, and carry a fixed 5% interest rate. The agreements also preclude conversions for at least two years, limiting near-term dilution.

How does the note restructuring affect ReelTime's debt and capital structure (RLTR)?

The company reports overall debt declined by more than 50% recently and about 64% over the past year, improving leverage. According to the company, this reduces financial drag and strengthens per-share value.

Will ReelTime (RLTR) face any conversion-driven dilution soon after the agreement?

No immediate conversion risk: according to the company, the revised agreements block any conversions for at least two years, preventing near-term share issuance tied to these notes and easing dilution pressure.

When will the renegotiated notes be disclosed in ReelTime's filings (RLTR)?

The company says the renegotiated notes are expected to be fully executed and included in the subsequent event section of its upcoming annual report. According to the company, formal inclusion will appear in that filing.