Hyperscale Data issues $12.768M convertible notes at 12.5% with JGB Capital

Hyperscale Data, Inc.

Notes mature Nov 30, 2027; interest 12.5% payable monthly; includes $768k original issue discount.
Conversion price is lower of $0.3235 or 85% of 3-day VWAP, with a $0.30 floor price.
Company must deposit $15.96M in Bitcoin as collateral; proceeds initially held in segregated account.
Second mortgage on Michigan property granted to secure obligations; prior loan agreement amended.
Exchange approval required for conversion shares; registration rights granted for resale.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.98

Hyperscale Data, Inc. incurred convertible notes of $12,768,000 with JGB Capital, LP, JGB Partners, LP and JGB Capital Offshore Ltd. at 12.5% per annum maturing November 30, 2027.

Instrument: convertible notes
Principal: $12,768,000
Counterparty: JGB Capital, LP, JGB Partners, LP and JGB Capital Offshore Ltd.
Rate: 12.5% per annum
Maturity: November 30, 2027
Event: incurrence

Exact text from the filing

On December 2, 2025 (the " Closing Date "), Hyperscale Data, Inc., a Delaware corporation (the " Company "), along with its direct and indirect wholly owned subsidiaries Sentinum, Inc. (" Sentinum ") and Alliance Cloud Services, LLC (" ACS " and collectively with Sentinum, the " Guarantors "), entered into a Note Purchase Agreement (the " Agreement ") with JGB Capital, LP, JGB Partners, LP and JGB Capital Offshore Ltd. (collectively, the " Investors ") as well as JGB Collateral, LLC (the " Agent "). Pursuant to the Agreement, the Company borrowed $12,768,000 from the Investors and issued secured convertible promissory notes to the Investors in such aggregate amount, which includes an original issue discount of $768,000 (collectively, the " Convertible Notes ").

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Hyperscale Data, Inc. filing history →

Source: SEC EDGAR

accession 0001214659-25-017512

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