---
schema_version: "secwatch.filing_event.v1"
accession: "0001214659-22-013294"
form_type: "8-K"
ticker: "GPUS"
cik: "0000896493"
company_name: "Hyperscale Data, Inc."
filed_at: "2022-11-08T23:59:59+00:00"
generated_at: "2026-06-22T04:53:42.746419+00:00"
event_type: "regulatory"
sentiment: "negative"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# BitNile obtains $18.9M secured loan and receives NYSE American delisting warning

## Summary
- Borrowed $18.9M principal via secured term loans at 8.5% interest, maturing in 18 months (extendable to 24); issued $1.89M OID.
- Issued warrants for ~9.1M shares (two tranches: 4.5M at $0.45, 4.5M at $0.75), exercisable for four years, subject to NYSE American approval.
- Guaranteed by Ault Lending, Ault & Co, and Executive Chairman Milton C. Ault III; secured by aircraft, mining rigs, real estate, and cash account.
- Received NYSE American deficiency letter on Nov 2 for low share price (30-day avg <$0.20); must demonstrate price improvement or reverse split by May 2, 2023.
- Proceeds to fund purchase of private aircraft for business/charter and general working capital.

## SEC filing metadata
- accession: 0001214659-22-013294
- form_type: 8-K
- ticker: GPUS
- cik: 0000896493
- company_name: Hyperscale Data, Inc.
- filed_at: 2022-11-08T23:59:59+00:00
- event_type: regulatory
- sentiment: negative
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.03, 3.01, 3.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/896493/000121465922013294/0001214659-22-013294-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/896493/000121465922013294/r1172208k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001214659-22-013294
- JSON: https://secwatch.observer/filing/0001214659-22-013294.json
- Plain text: https://secwatch.observer/filing/0001214659-22-013294.txt

## Key facts
- Debt Financings
  Hyperscale Data, Inc. incurred senior notes of $18,888,889 with JGB Capital, LP, JGB Partners, LP and JGB (Cayman) Buckeye Ltd. at 8.5% per annum maturing May 7, 2024.
  - Instrument: senior notes
  - Principal: $18,888,889
  - Counterparty: JGB Capital, LP, JGB Partners, LP and JGB (Cayman) Buckeye Ltd.
  - Rate: 8.5% per annum
  - Maturity: May 7, 2024
  - Event: incurrence
  source text: the Borrowers borrowed $18,888,889 and issued secured promissory notes to the Investors in the aggregate amount of $18,888,889
  evidence_url: https://www.sec.gov/Archives/edgar/data/896493/000121465922013294/0001214659-22-013294-index.htm
- Listing & Compliance Notices
  Hyperscale Data, Inc. received a nyse_american deficiency notice notice regarding minimum bid price (rules 1003(f)(v)).
  - Exchange: nyse american
  - Notice: deficiency notice
  - Deficiency: minimum bid price
  - Rules: 1003(f)(v)
  source text: November 2, 2022, the Company received a deficiency letter (the “ Letter ”) from the NYSE American LLC (the “ NYSE American ” or the “ Exchange ”) indicating that the Company is not in compliance with the Exchange’s continued listing standard set forth in Section 1003(f)(v) of the NYSE American Company Guide (the “ Company Guide ”) because its shares of Common Stock for a substantial period of time have been selling at a low price per share, which the Exchange determined to be a 30-trading day average price of less than $0.20 per share. The Letter has no immediate effect on the listing or trad
  evidence_url: https://www.sec.gov/Archives/edgar/data/896493/000121465922013294/0001214659-22-013294-index.htm
- Material Agreements
  Hyperscale Data, Inc. entered into Loan and Guarantee Agreement with JGB Capital, LP, JGB Partners, LP and JGB (Cayman) Buckeye Ltd. valued at $18,888,889 (effective 2022-11-07).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: JGB Capital, LP, JGB Partners, LP and JGB (Cayman) Buckeye Ltd.
  - Value: $18,888,889
  - Effective: 2022-11-07
  source text: On November 7, 2022 (the “ Closing Date ”), BitNile Holdings, Inc., a Delaware corporation (the “ Company ”), along with its wholly owned subsidiaries BitNile, Inc. (“ BitNile ”), Third Avenue Apartments LLC (“ Third Avenue ”), Alliance Cloud Services, LLC (“ Alliance Cloud ”) and Ault Aviation, LLC (“ Ault Aviation ” and collectively with the Company, BitNile, Third Avenue and Alliance Cloud, the “ Borrowers ”) entered into a Loan and Guarantee Agreement (the “ Agreement ”) with JGB Capital, LP, JGB Partners, LP and JGB (Cayman) Buckeye Ltd. (collectively, the “ Investors ”) pursuant to which the Borrowers borrowed $18,888,889 and issued secured promissory notes to the Investors in the aggregate amount of $18,888,889
  evidence_url: https://www.sec.gov/Archives/edgar/data/896493/000121465922013294/0001214659-22-013294-index.htm

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