Hyperscale Data, Inc. (GPUS): debt financing — Hyperscale Data exchanges $1.93M term note for convertible note at $4/sh

On February 5, 2025 (the “ Closing Date ”), Hyperscale Data, Inc., a Delaware corporation (the “ Company ”) entered into an Exchange Agreement (the “ Agreement ”) with Orchid Finance LLC, a Nevada limited liability company (the “ Investor ”), pursuant to which the Company issued to the Investor a convertible promissory note in the principal face amount of $1,925,141.71 (the “ Note ”) in exchange for the cancellation of the outstanding term note issued by the Company to the Investor on April 29, 2024 (the “ Original Note ”), which Original Note, as of the Closing Date, had outstanding principal and accrued but unpaid interest of $1,925,141.71 (the “ Transaction ”).