---
schema_version: "secwatch.filing_event.v1"
accession: "0001214659-23-010730"
form_type: "8-K"
ticker: "GPUS"
cik: "0000896493"
company_name: "Hyperscale Data, Inc."
filed_at: "2023-08-03T23:59:59+00:00"
generated_at: "2026-06-12T10:37:36.274072+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Ault Alliance exchanges preferred shares and demand notes for $10.5M new secured notes, assigns to affiliate Ault & Co

## Summary
- Investors exchanged all Series E/F/G preferred shares and $1.78M demand notes for two 10% Secured OID Notes totaling $10,544,832.
- Company assigned the Exchange Notes to related party Ault & Company, Inc. effective August 3, 2023.
- Company and Executive Chairman Milton C. Ault III guaranteed full payment of A&C's obligations under the Exchange Notes.
- Exchange eliminates preferred equity and demand notes, creating $10.5M direct debt obligation with related party guarantee.

## SEC filing metadata
- accession: 0001214659-23-010730
- form_type: 8-K
- ticker: GPUS
- cik: 0000896493
- company_name: Hyperscale Data, Inc.
- filed_at: 2023-08-03T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 1.03, 3.02, 3.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/896493/000121465923010730/0001214659-23-010730-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/896493/000121465923010730/s822308k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001214659-23-010730
- JSON: https://secwatch.observer/filing/0001214659-23-010730.json
- Plain text: https://secwatch.observer/filing/0001214659-23-010730.txt

## Key facts
- Material Agreements
  Hyperscale Data, Inc. entered into Exchange Agreement with Institutional Investors valued at Exchanged all Preferred Shares and Demand Notes for two new 10% Secured OID Promissory Notes with ag (effective 2023-08-03).
  - Action: entry
  - Counterparty: Institutional Investors
  - Value: Exchanged all Preferred Shares and Demand Notes for two new 10% Secured OID Promissory Notes with ag
  - Effective: 2023-08-03
  source text: The Company and the Investors entered into an Exchange Agreement (the “ Exchange Agreement ”) dated July 28, 2023 but effective as of August 3, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/896493/000121465923010730/0001214659-23-010730-index.htm
- Material Agreements
  Hyperscale Data, Inc. entered into Assignment Agreement with Ault & Company, Inc. valued at Company assigned the Exchange Notes to A&C (effective 2023-08-03).
  - Action: entry
  - Counterparty: Ault & Company, Inc.
  - Value: Company assigned the Exchange Notes to A&C
  - Effective: 2023-08-03
  source text: The Company and Ault & Company, Inc., a Delaware corporation and a related party to the Company (“ A&C ”), entered into an Assignment Agreement (the “ Assignment ”) dated July 28, 2023 but effective as of August 3, 2023, whereby the Company assigned the Exchange Notes to A&C.
  evidence_url: https://www.sec.gov/Archives/edgar/data/896493/000121465923010730/0001214659-23-010730-index.htm
- Material Agreements
  Hyperscale Data, Inc. entered into Guaranty with Ault & Company, Inc. and Institutional Investors valued at Company guaranteed full payment of A&C's obligations under the Exchange Notes (effective 2023-08-03).
  - Action: entry
  - Counterparty: Ault & Company, Inc. and Institutional Investors
  - Value: Company guaranteed full payment of A&C's obligations under the Exchange Notes
  - Effective: 2023-08-03
  source text: the Company signed a guaranty dated July 28, 2023 but effective as of August 3, 2023, guaranteeing the full payment of A&C’s obligations under the Exchange Notes (the “ Guaranty ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/896493/000121465923010730/0001214659-23-010730-index.htm

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