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NASDAQ: RXT Rackspace Technology, Inc. 8-K

Rackspace launches up to $250M equity offering, cuts FY26 outlook by $150M on AI pivot

Filed July 9, 2026 · Period ending July 2, 2026 · ~2 min read

5 key changes 3 high relevance 4 sections

Key Changes

  • high

    Rackspace reduced FY26 revenue outlook by $150M (to $2.45-2.55B) and Adjusted EBITDA by $20M (to $285-295M) as it exits low-margin Public Cloud resale and basic hosting to prioritize Enterprise AI capacity.

    Exhibit 99.1 view on EDGAR →
  • high

    Company established up to $250M at-the-market equity offering through Goldman Sachs to fund Enterprise AI expansion, targeting 30 MW capacity by 2028 with expected $450-600M annual revenue at 50%+ EBITDA margins.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →
  • high

    Q2 2026 preliminary results: revenue $641-649M, GAAP net loss $(91)-$(62)M ($0.36-$0.25 per share), Adjusted EBITDA $58-62M, reflecting ongoing transformation and restructuring expenses of $17-25M.

    Item 8.01 — Other Events verify on EDGAR →
  • medium

    Palantir named Rackspace preferred partner for deploying Foundry and AIP in regulated markets; Rackspace scaled to ~400 Palantir certifications and completed first joint deployment in under 2 months with 94% cycle time reduction.

    Exhibit 99.1 view on EDGAR →
  • medium

    Extended receivables facility with PNC Bank to July 2029 (from Sept 2026) with option to increase capacity by up to $50M to up to $350M total, maintaining working capital liquidity through the AI transition.

    Item 1.01 — Entry into a Material Definitive Agreement verify on EDGAR →

Summary

Rackspace disclosed a strategic pivot to Enterprise AI that will compress near-term results while building a higher-margin business. The company cut its FY26 revenue outlook by $150 million and Adjusted EBITDA by $20 million, driven by deliberate exits from low-margin Public Cloud resale ($125M reduction) and basic hosting/colocation ($25M reduction) to reserve data center capacity for AI workloads.

Q2 results show the transition costs: a GAAP net loss of $91-62 million and restructuring expenses of $17-25 million alongside Adjusted EBITDA of $58-62 million. To fund the AI buildout, Rackspace launched a up to $250 million at-the-market equity offering and extended its receivables facility to 2029 with potential for up to $50 million additional capacity.

The company plans to deploy 2 MW of Enterprise AI capacity by year-end 2026, scaling to 30 MW by end of 2028, targeting $450-600 million in annual revenue at 50%+ EBITDA margins once fully deployed. Partnerships with AMD, Palantir, Rubrik, Uniphore, and VMware position Rackspace to serve regulated industries requiring sovereign AI infrastructure. The Palantir partnership has already delivered a first deployment in under two months with measurable customer impact. Retail holders face a multi-year transition: near-term revenue and profitability decline as legacy resale revenue runs off, offset by capital deployment into AI infrastructure with materially higher margins but uncertain demand timing. The equity raise will dilute existing shareholders while the success of the AI pivot depends on customer adoption in 2027-2028, GPU supply chains, and execution against hyperscaler competition in the enterprise AI market.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~900 words

Rackspace launched a up to $250M at-the-market equity offering and extended its receivables facility to 2029 with a potential up to $50M increase.

3 Added
Added At-the-market equity offering high

Added in current filing · verify on EDGAR →

On July 9, 2026, Rackspace Technology, Inc. (the “Company”) entered into an Equity Distribution Agreement (the “Agreement”) with Goldman Sachs & Co. LLC, in its capacity as sales agent (the “Manager”), with respect to an at-the-market offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.01 per share (“Common Stock”), having an aggregate offering price of up to $250,000,000 (the “Shares”) through the Manager, acting as sales agent, or directly to the Manager acting as principal for its own accounts at a price and on terms agreed upon in a separate written agreement.

Rackspace established an at-the-market equity offering program allowing it to sell up to $250 million of common stock through Goldman Sachs as sales agent. The company can sell shares at its discretion over time rather than in a single transaction. Goldman Sachs will receive a 1.5% commission on gross proceeds from sales.

Added Receivables facility extension medium

Added in current filing · verify on EDGAR →

On July 2, 2026, Rackspace Receivables II LLC (the "Seller"), Rackspace Receivables Canada Limited, certain subsidiaries of Rackspace Technology, Inc. serving as originators and servicers, PNC Bank, National Association, as administrative agent and purchaser, and PNC Capital Markets LLC, as structuring agent, entered into an Omnibus Amendment and Waiver (the "Amendment") to the Receivables Purchase Agreement, dated September 29, 2023, and certain related transaction documents governing the Company's receivables purchase facility.

Among other things, the Amendment (i) extends the Scheduled Termination Date from September 29, 2026 to July 2, 2029

Rackspace extended its accounts receivable securitization facility with PNC Bank by nearly three years, from September 2026 to July 2029. This facility allows the company to monetize its receivables for working capital purposes. The extension provides continued access to this liquidity source through mid-2029.

Added Receivables facility capacity increase medium

Added in current filing · verify on EDGAR →

the Amendment (i) extends the Scheduled Termination Date from September 29, 2026 to July 2, 2029 and revises the early termination provisions to reference the earliest scheduled maturity of the revolving facilities under the Company's first lien credit agreement (or any revolving credit facility that refinances or replaces such revolving facility), (ii) permits the Facility Limit to be increased by up to $50 million, from $300 million to a maximum of $350 million, subject to the terms and conditions of the Receivables Purchase Agreement

The receivables facility amendment allows Rackspace to increase the facility size by up to $50 million, from $300 million to a maximum of $350 million, subject to agreement terms. This provides potential additional liquidity capacity if needed. The amendment also ties early termination provisions to the maturity of the company's first lien revolving credit facility.

Event · Item 2.02 — Results of Operations and Financial Condition

~100 words

Rackspace announced preliminary Q2 2026 results and updated full-year 2026 outlook via press release.

1 Added
Added Q2 2026 preliminary results and FY2026 outlook update high

Added in current filing · verify on EDGAR →

On July 9, 2026, the Company issued a press release announcing preliminary financial results for the fiscal quarter ended June 30, 2026 and updates to its fiscal year 2026 outlook.

Rackspace disclosed preliminary financial results for the quarter ended June 30, 2026, and provided updates to its full-year 2026 outlook. The specific figures and guidance details are contained in the attached press release (Exhibit 99.1), which is not included in this 8-K body text.

Event · Item 8.01 — Other Events

~1,600 words

Item 8.01 — Other Events filed; see Key Changes for terms.

2 Added
Added Q2 2026 preliminary revenue high

Added in current filing · verify on EDGAR →

Revenue is expected to be in the range of $641 to $649 million, including Private Cloud revenue between $242 to $246 million and Public Cloud revenue between $399 to $403 million.

Rackspace preannounced second quarter 2026 revenue of $641 to $649 million. Private Cloud revenue is expected between $242 to $246 million, while Public Cloud revenue is expected between $399 to $403 million. These are preliminary estimates subject to final quarter-end closing procedures.

Added Debt extinguishment gain medium

Added in current filing · view on EDGAR →

Gain on debt extinguishment (7) (6)

Rackspace recognized a gain on debt extinguishment of $6 to $7 million during the quarter. This one-time benefit likely reflects favorable terms in retiring or refinancing existing debt obligations.

Event · Exhibit 99.1

Rackspace announces AI strategy acceleration, preliminary Q2 2026 results, and reduced FY26 outlook due to revenue prioritization and supply constraints.

4 Added
Added FY26 revenue and EBITDA outlook reduction high

Added in current filing · view on EDGAR →

The combination of our prioritization efforts, industry trends and current supply constraints results in a reduction of $150 million in our revenue expectations and $20 million in EBITDA.

Rackspace reduced its full-year 2026 revenue outlook by $150 million (from $2,600-$2,700M to $2,450-$2,550M) and Adjusted EBITDA by $20 million (from $305-$315M to $285-$295M). The Private Cloud segment was lowered by $25 million due to exiting colocation and basic hosting to reserve capacity for Enterprise AI, plus supply timing and geopolitical factors. The Public Cloud segment was lowered by $125 million as the company exits low-margin resale while hyperscalers move customers to direct contracts.

Added Palantir partnership expansion high

Added in current filing · view on EDGAR →

In a separate release today, Palantir and Rackspace announced a definitive agreement establishing an operating framework to deploy Palantir Foundry and AIP in mid-market, regulated and sovereign environments, naming Rackspace a preferred partner.

Since the companies’ initial February 2026 announcement, the partnership has built measurable momentum. Rackspace has scaled to approximately 400 Palantir certifications across sales, engineering, delivery, and operations, including a large global cohort of Palantir-certified forward deployed engineers (FDEs) to serve demand across healthcare, financial services, energy, and mid-market. The first joint deployment closed in less than 2 months with Rackspace FDEs deploying AI-enabled workflows on Palantir Foundry inside a U.S.-based solar tracking manufacturer to deliver a 94% reduction in their quote cycle time.

Palantir named Rackspace a preferred partner for deploying Palantir Foundry and AIP in regulated and sovereign markets. Rackspace has trained approximately 400 Palantir-certified personnel and completed its first joint deployment in under two months, achieving a 94% reduction in quote cycle time for a solar tracking manufacturer. This partnership supports Rackspace's Enterprise AI strategy targeting healthcare, financial services, energy, and mid-market customers.

Added Enterprise AI capacity deployment plan high

Added in current filing · view on EDGAR →

As we look beyond 2026, our current plan is to ramp the Enterprise AI business up to cumulative capacity of 15 MW by the end of 2027 and a total of 30 MW of capacity by the end of 2028. We expect to average $15-20 million of annual revenue per MW deployed as GPU and customer mix evolves. This translates to $450-$600 million of annual revenue at the full 30 MW of AMD deployments and we expect Adjusted EBITDA margins for Enterprise AI to be in the 50%+ range

Rackspace plans to deploy 2 MW of Enterprise AI capacity by end of 2026, 15 MW by end of 2027, and 30 MW by end of 2028. At full deployment, the company expects $450-$600 million in annual revenue (based on $15-20 million per MW) with Adjusted EBITDA margins exceeding 50%. This represents a new growth vector incremental to the core business, though deployment timelines depend on customer demand, GPU lead times, and other factors.

Added Strategic partnerships and positioning medium

Added in current filing · view on EDGAR →

The best-of-breed partnerships we have signed during 2026 – with AMD, Palantir, Rubrik, Uniphore and VMware by Broadcom – combined with the data center capacity and 25+ years of expertise that Rackspace brings to the table, represent a unique positional advantage for Rackspace. Today’s capital raise announcement is meaningful because it will enable us to expedite our AI Enterprise strategy and unlock a meaningful revenue and EBITDA growth vector for Rackspace, starting in 2027.

Rackspace announced partnerships with AMD, Palantir, Rubrik, Uniphore, and VMware by Broadcom to support its Enterprise AI strategy. The company is positioning itself as the operator of the full enterprise AI stack, serving regulated industries seeking control over compute, models, and data. A capital raise will fund the acceleration of this strategy, with growth expected to begin in 2027.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jul 10, 2026 · How we verify