Hyperscale Data, Inc. — fact timeline

Hyperscale Data, Inc. entered into Agreement valued at up to $50,000,000.00 (effective 2023-11-06).

“On November 6, 2023 (the “ Execution Date ”), the Company entered into the Agreement with the Purchaser, pursuant to which the Company agreed to sell to the Purchaser up to 50,000 shares of Series C convertible preferred stock (the “ Series C Convertible Preferred Stock ”), and Series C Warrants to purchase shares of Common Stock, in one or more closings, for a total purchase price of up to $50,000,000.00”

Hyperscale Data, Inc. entered into Agreement with Ault & Company, Inc. valued at $50 million (effective 2023-11-06).

“On each of March 18, 2024 and March 19, 2024, Ault Alliance, Inc., a Delaware corporation (the “ Company ”), pursuant to the Securities Purchase Agreement (the “ Agreement ”) entered into with Ault & Company, Inc., a Delaware corporation (the “ Purchaser ”) on November 6, 2023 (the “ Execution Date ”), sold 500 shares of Series C convertible preferred stock (the “ Series C Convertible Preferred Stock ”), and warrants (the “ Series C Warrants ”) to purchase 147,820 shares (the “ Warrant Shares ”) of the Company’s common stock to the Purchaser, for a purchase price of 500,000.”

Hyperscale Data, Inc. incurred convertible notes of an aggregate of $2,000,000 principal face amount convertible promissory notes with two institutional investors at accrue interest at the rate of 6% per annum, unless an event of default (as defi maturing mature on June 12, 2024, provided, however, that the Company shall have the right, upon written notice to the Investors, to extend the maturity date to Septembe.

“On March 11, 2024 (the “ Effective Date ”), Ault Alliance, Inc. (the “ Company ”) entered into a note purchase agreement (the “ Purchase Agreement ”) with two institutional investors (the “ Investors ”) pursuant to which the Investors agreed, severally and not jointly, to acquire, and the Company agreed to issue and sell in a registered direct offering to the Investors (the “ Offering ”), an aggregate of $2,000,000 principal face amount convertible promissory notes (the “ Notes ”), subject to customary closing conditions.”

Hyperscale Data, Inc. entered into Note Purchase Agreement with two institutional investors valued at $2,000,000 principal face amount convertible promissory notes, purchase price $1,800,000, 6% interes (effective 2024-03-11).

“On March 11, 2024 (the “ Effective Date ”), Ault Alliance, Inc. (the “ Company ”) entered into a note purchase agreement (the “ Purchase Agreement ”) with two institutional investors (the “ Investors ”) pursuant to which the Investors agreed, severally and not jointly, to acquire, and the Company agreed to issue and sell in a registered direct offering to the Investors (the “ Offering ”), an aggregate of $2,000,000 principal face amount convertible promissory notes (the “ Notes ”), subject to customary closing conditions.”

Hyperscale Data, Inc. reported twelve-month period ended December 31, 2023 results: revenue $153.0 million.

“on its public reference room. --- EX-99.1 (EXHIBIT 99.1) --- EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Exhibit 99.1 Ault Alliance Announces Record Preliminary 2023 Revenue of $153 Million, up 30% from 2022 LAS VEGAS--(BUSINESS WIRE) – February 27, 2024 – Ault Alliance, Inc. (NYSE American: AULT), a diversified holding company (“ Ault Alliance ,” or the “ Company”

Hyperscale Data, Inc.: Stockholders approved and the board effected an amendment to the Certificate of Incorporation to implement a 1-for-25 reverse stock split (effective 2024-01-12).

“On January 12, 2024, pursuant to the approval provided by the stockholders of the Company at its annual meeting of stockholders (the “ Annual Meeting ”), the Board approved an amendment to the Company’s Certificate of Incorporation (the “ Amendment ”) to effectuate a reverse stock split of the Company’s Class A common stock, $0.001 par value (“ Common Stock ”) affecting both the authorized and issued and outstanding number of such shares by a ratio of one-for-twenty-five (the “ Reverse Stock Split ”). The Company filed the Amendment to its Certificate of Incorporation with the State of Delaware effectuating the Reverse Stock Split on January 12, 2024.”

Hyperscale Data, Inc.: The board amended the bylaws to reduce the quorum requirement for stockholder meetings from a majority to 35% of outstanding shares (effective 2024-01-11).

“On January 8, 2024, the board of directors (the “ Board ”) of Ault Alliance, Inc. (the “ Company ”) determined that it was in the best interests of the Company and its stockholders to amend and restate the Amended and Restated Bylaws of the Company (the “ Prior Bylaws ”), and by resolution authorized, approved and adopted the Second Amended and Restated Bylaws of the Company (the “ Second Amended and Restated Bylaws ”). The Second Amended and Restated Bylaws became effective on January 11, 2024. The only substantive change of the Second Amended and Restated Bylaws from the Prior Bylaws was to amend Article II, Section 2.6 of the Prior Bylaws to decrease the quorum requirement for a meeting of stockholders from a majority of the outstanding shares of the Company entitled to vote, represented in person or by proxy, to 35% of the outstanding shares of the Company entitled to vote, represented in person or by proxy.”

Hyperscale Data, Inc. shareholders approved Approval of amendment to Certificate of Incorporation to effect a reverse stock split of Common Stock by a ratio of not less than 1:5 and not more than 1:25 at the 2024-01-12 meeting.

“Proposal Six : Approval of the amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Common Stock by a ratio of not less than one-for-five and not more than one-for-twenty-five at any time prior to December 28, 2024, with the exact ratio to be set at a whole number within this range as determined by the Company’s board of directors in its sole discretion.”

Hyperscale Data, Inc. shareholders approved Ratification of Marcum LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2024-01-12 meeting.

“Proposal Two : The ratification of Marcum LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.”

Hyperscale Data, Inc. shareholders approved Election of seven director nominees at the 2024-01-12 meeting.

“Proposal One : The election of seven director nominees named by the Company to hold office until the next annual meeting of stockholders.”

Hyperscale Data, Inc. incurred term loan of $38,918,919 aggregate principal amount of secured promissory notes with JGB Capital, LP, JGB Partners, LP, JGB (Cayman) Buckeye Ltd. at not specified maturing not specified.

“On the Closing Date, the Company, along with its wholly owned subsidiaries Sentinum, Inc. (“ Sentinum ”), Third Avenue Apartments LLC (“ Third Avenue ”), Alliance Cloud Services, LLC (“ Alliance Cloud ”), BNI Montana, LLC (“ BNI Montana ”), Ault Lending, LLC (“ Ault Lending ”), Ault Aviation, LLC (“ Ault Aviation ”) and Ault Global Real Estate Equities, Inc. (“ AGREE ” and collectively with the Company, Sentinum, Third Avenue, Alliance Cloud, BNI Montana, Ault Lending and Ault Aviation, the “ Guarantors ”) entered into a Loan and Guaranty Agreement (the “ Loan Agreement ”) with the Lenders, pursuant to which the Purchaser borrowed $36 million and issued secured promissory notes to the Lenders in the aggregate amount of $38,918,919 (collectively, the “ Notes ”; and the transaction, the “ Loan ”).”

Hyperscale Data, Inc.: Filed Certificate of Designations establishing Series C Convertible Preferred Stock (effective 2023-11-15).

“Ault Alliance, Inc., a Delaware corporation (the “ Company ”) filed a Certificate of Designations of Preferences, Rights and Limitations of Series C Convertible Preferred Stock (the “ Series C Certificate of Designations ”) with the Secretary of State of the State of Delaware”

Hyperscale Data, Inc. received a nyse_american deficiency notice notice regarding minimum bid price (rules 1003(f)(v)).

“November 13, 2023, Ault Alliance, Inc., a Delaware corporation (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 the shares of common stock of the Company (the “ 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 pric”

Hyperscale Data, Inc. entered into Securities Purchase Agreement with RiskOn International, Inc. valued at $15,085,930.69 (effective 2023-11-14).

“On November 14, 2023, Ault Alliance, Inc., (the “ Company ”), entered into a Securities Purchase Agreement (the “ Agreement ”) with RiskOn International, Inc., a Nevada corporation (the “ Issuer ”), pursuant to which the Company purchased from the Issuer 603.44 shares of the Issuer’s newly designated Series D Convertible Preferred Stock (the “ Preferred Shares ”) for a total purchase price of $15,085,930.69 (the “ Transaction ”).”

Hyperscale Data, Inc. entered into Securities Purchase Agreement with Ault & Company, Inc. valued at total purchase price of up to $50,000,000.00 (effective 2023-11-06).

“Ault Alliance, Inc., a Delaware corporation (the “ Company ”) entered into a Securities Purchase Agreement (the “ Agreement ”) with Ault & Company, Inc., a Delaware corporation (the “ Purchaser ”), pursuant to which the Company agreed to sell to the Purchaser up to 50,000 shares of Series C convertible preferred stock (the “ Series C Convertible Preferred Stock ”), and warrants (the “ Series C Warrants ”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”) for a total purchase price of up to $50,000,000.00”

Hyperscale Data, Inc. reported fiscal year ending December 31, 2023 results: revenue $190-200 million. Guidance reaffirmed.

“Ault Alliance projects a total consolidated revenue of $190-200 million for the fiscal year ending December 31, 2023”

Hyperscale Data, Inc. reported three months ended September 30, 2023 results: revenue $52,518,000. Guidance reaffirmed.

“Ault Alliance Announces Preliminary Third Quarter Revenue of Over $52.5 Million”

Hyperscale Data, Inc. incurred senior notes of $17,519,832 with Ault & Company, Inc. at 10% per annum maturing October 12, 2028.

“On October 13, 2023 (the “ Closing Date ”), Ault Alliance, Inc., a Delaware corporation (the “ Company ”) entered into a Note Purchase Agreement (the “ Agreement ”) with Ault & Company, Inc., a Delaware corporation (the “ Purchaser ”), pursuant to which the Company sold to the Purchaser (i) a senior secured convertible promissory note in the principal face amount of $17,519,832 (the “ Note ”) and warrants (the “ Warrants ”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”) for a total purchase price of up to $17,519,832 (the “ Transaction ”).”

Hyperscale Data, Inc. entered into Note Purchase Agreement with Ault & Company, Inc. valued at $17,519,832 (effective 2023-10-13).

“pursuant to which the Company sold to the Purchaser (i) a senior secured convertible promissory note in the principal face amount of $17,519,832”

Hyperscale Data, Inc.: Eliminated Certificate of Designations for Series C Convertible Preferred Stock from the Certificate of Incorporation via a Certificate of Elimination (effective 2023-10-06).

“On October 6, 2023, Ault Alliance, Inc., a Delaware corporation (the “ Company ”), filed a certificate of elimination of the certificate of designations of preferred stock of Ault Alliance, Inc. (the “ Certificate of Elimination ”) with the Secretary of State of the State of Delaware with respect to the Company’s Series C convertible preferred stock, par value $0.001 per share (“ Series C Convertible Preferred Stock ”) which, effective upon filing, eliminated from the Company’s Certificate of Incorporation, as amended, all matters set forth in the Certificate of Designations of Preferences, Rights and Limitations of Series C Convertible Preferred Stock.”

Hyperscale Data, Inc. incurred convertible notes of $2,200,000 with institutional investor at bears no interest (unless an event of default occurs) maturing September 28, 2024 or one month after the Exchange Cap Acceleration Date.

“On September 27, 2023 (the “ Effective Date ”), Ault Alliance, Inc. (the “ Company ”) entered into a securities exchange agreement (the “ Exchange Agreement ”) with an institutional investor (the “ Investor ”) pursuant to which the Investor agreed to acquire, and the Company agreed to issue and sell in a registered direct offering to the Investor (the “ Offering ”), a $2.2 million principal face amount convertible promissory note (the “ Note ”), subject to customary closing conditions.”

Hyperscale Data, Inc. incurred loan of $2,200,000 with an accredited investor at no interest maturing September 25, 2023.

“Effective September 8, 2023, Ault Alliance, Inc., a Delaware corporation (the “ Company ”) issued to an accredited investor a term note (the “ Note ”) with a principal face amount of $2,200,000. The Note does not bear interest unless an event of default occurs under the Note, as the Note was issued with an original issuance discount. The maturity date of the Note is September 25, 2023.”

Hyperscale Data, Inc. entered into Note with an accredited investor valued at principal face amount of $2,200,000 (effective 2023-09-08).

“Effective September 8, 2023, Ault Alliance, Inc., a Delaware corporation (the “ Company ”) issued to an accredited investor a term note (the “ Note ”) with a principal face amount of $2,200,000.”

Hyperscale Data, Inc. amended Second Amendment to At-The-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC valued at up to $50,000,000 (effective 2023-09-07).

“The foregoing description of the terms of the Sales Agreement, as amended by the Second Amendment to At-The-Market Issuance Sales Agreement, dated September 7, 2023 (the “ Amendment ”), does not purport to be complete”

Hyperscale Data, Inc. incurred senior notes of up to an aggregate principal amount of $48,000,000 of its senior notes, consisting of $8,000,000 principal amount of its at 7.00% per annum, 8.50% per annum, 10.50% per annum maturing December 31, 2024, December 31, 2026, December 31, 2028.

“On September 1, 2023, Ault Alliance, Inc. (the “Company”) commenced an offering on a continuing basis of up to an aggregate principal amount of $48,000,000 of its senior notes, consisting of $8,000,000 principal amount of its 7.00% senior notes due 2024 (the “2024 Notes”), $10,000,000 principal amount of its 8.50% senior notes due 2026 (the “2026 Notes”) and $30,000,000 principal amount of its 10.50% senior notes due 2028 (the “2028 Notes” and, collectively with the 2024 Notes and the 2026 Notes, the “Notes”).”

Hyperscale Data, Inc. entered into Notes valued at $48,000,000 (effective 2023-09-01).

“On September 1, 2023, Ault Alliance, Inc. (the "Company") commenced an offering on a continuing basis of up to an aggregate principal amount of $48,000,000 of its senior notes, consisting of $8,000,000 principal amount of its 7.00% senior notes due 2024 (the "2024 Notes"), $10,000,000 principal amount of its 8.50% senior notes due 2026 (the "2026 Notes") and $30,000,000 principal amount of its 10.50% senior notes due 2028 (the "2028 Notes" and, collectively with the 2024 Notes and the 2026 Notes, the "Notes").”

Hyperscale Data, Inc.: Filed Certificates of Elimination to remove all matters set forth in Certificates of Designations for Series E, Series F, and Series G convertible redeemable preferred stock from the Certificate of Incorporation (effective 2023-08-17).

“On August 17, 2023, Ault Alliance, Inc., a Delaware corporation (the “ Company ”), filed Certificates of Elimination (collectively, the “ Certificates of Elimination ”) with the Secretary of State of the State of Delaware with respect to the Company’s Series E convertible redeemable preferred stock (“ Series E Preferred Stock ”), Series F convertible redeemable preferred stock (“ Series F Preferred Stock ”) and Series G convertible redeemable preferred stock (“ Series G Preferred Stock ”, and together with the Series E Preferred Stock and the Series F Preferred Stock, the “ Preferred Stock ”) which, effective upon filing, eliminated from the Company’s Certificate of Incorporation, as amended, all matters set forth in the Certificates of Designations for the Preferred Stock.”

Hyperscale Data, Inc. incurred guarantee with A&C and the Investors.

“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”

Hyperscale Data, Inc. incurred senior notes of $10,544,832 with institutional investors at 10% Secured OID Promissory Notes.

“each with a principal face amount of $5,272,416 as of July 28, 2023 for an aggregate of amount owed of $10,544,832 (the “ Principal Amount ”)”

Hyperscale Data, Inc. entered into Guaranty with A&C and the Investors (effective 2023-07-28).

“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 ”)”

Hyperscale Data, Inc. entered into A&R Assignment with A&C (effective 2023-08-10).

“The Company and A&C entered into the A&R Assignment dated August 10, 2023 but effective as of August 3, 2023, whereby the Company assigned the Exchange Notes to A&C”

Hyperscale Data, Inc. entered into Exchange Notes with the Investors valued at aggregate of amount owed of $10,544,832 (effective 2023-07-28).

“for two new 10% Secured OID Promissory Notes (the “ Exchange Notes ”), each with a principal face amount of $5,272,416 as of July 28, 2023 for an aggregate of amount owed of $10,544,832”

Hyperscale Data, Inc. entered into Exchange Agreement with the Investors (effective 2023-07-28).

“The Company and the Investors entered into an Exchange Agreement (the “ Exchange Agreement ”) dated July 28, 2023 but effective as of August 3, 2023”

Hyperscale Data, Inc. entered into Purchase Agreement with certain institutional investors (effective 2023-03-28).

“the Company entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with certain institutional investors (the “ Investors ”), pursuant to which the Company agreed to issue and sell, in a private placement (the “ Offering ”), an aggregate of 100,000 shares of its preferred stock”

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).

“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 ”).”

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).

“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.”

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).

“The Company and the Investors entered into an Exchange Agreement (the “ Exchange Agreement ”) dated July 28, 2023 but effective as of August 3, 2023.”

Hyperscale Data, Inc. reported three months ended June 30, 2023 results: revenue $47.3 million.

“quarter 2023 financial performance included: · Preliminary revenue for the three months ended June 30, 2023 significantly increased by $29.9 million, or 172%, reaching $47.3 million, from $17.4 million recorded in the same period of 2022; and · From the first quarter of 2023, the preliminary second quarter 2023 revenue showed a robust growth of $16.1”

Hyperscale Data, Inc. incurred credit facility of $24,326,222 with JGB Capital, LP, JGB Partners, LP and JGB (Cayman) Buckeye Ltd. at 8.5% per annum maturing May 7, 2024.

“Borrower, borrowed an additional $8,833,333 (the “ Additional Loan Amount ”) and issued amended and restated secured promissory notes to the Investors in the aggregate amount of $24,326,222 (collectively, the “ Amended Notes ”; and the transaction, the “ Additional Financing ”). The Amended Notes reflected the total amount outstanding under the Loan Agreement after”

Hyperscale Data, Inc. amended Amendment with Ascendiant Capital Markets, LLC valued at up to $20,000,000 (effective 2023-07-12).

“The foregoing description of the terms of the Sales Agreement, as amended by the Amendment to At-The-Market Issuance Sales Agreement, dated July 12, 2023 (the “ Amendment ”), does not purport to be complete and is subject to, and qualified in its entirety by reference to, the Amendment, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.”

Hyperscale Data, Inc. incurred credit facility of up to $10,000,000 with Ault & Company, Inc. at 9.5% per annum maturing due within five business days after request by A&C.

“The Credit Agreement provides for an unsecured, non-revolving credit facility in an aggregate principal amount of up to $10,000,000. All loans under the Credit Agreement (collectively, the “ Advances ”) are due within five business days after request by A&C and A&C is not obligated to make any further Advances under the Credit Agreement after December 8, 2023. Advances under the Credit Agreement bear interest at the rate of 9.5% per annum and may be repaid at any time without penalty or premium.”

Hyperscale Data, Inc. entered into Credit Agreement with Ault & Company, Inc. valued at $10,000,000 (effective 2023-06-08).

“On June 8, 2023, Ault Alliance, Inc., a Delaware corporation (the “ Company ”), entered into a Loan Agreement (the “ Credit Agreement ”) with Ault & Company, Inc., a Delaware corporation, as lender (“ A&C ”).”

Hyperscale Data, Inc. entered into Sales Agreement with Ascendiant Capital Markets, LLC valued at up to $10,000,000 (effective 2023-06-09).

“On June 9, 2023, Ault Alliance, Inc. (the “ Company ”) entered into an At-the-Market Issuance Sales Agreement (the “ Sales Agreement ”) with Ascendiant Capital Markets, LLC, as sales agent (the “ Agent ”) to sell shares of its common stock, par value $0.001 (the “ Common Stock ”), having an aggregate offering price of up to $10,000,000 (the “ Shares ”) from time to time, through an “at the market offering” (the “ ATM Offering ”)”

Hyperscale Data, Inc. reported that prior financial statements should not be relied upon.

“irectors has discussed the matters disclosed herein with Marcum, LLP, the Company’s independent registered public accounting firm.”

Hyperscale Data, Inc. entered into Purchase Agreement with two institutional investors valued at an aggregate of 100,000 shares of its preferred stock, with each such share having a stated value of (effective 2023-03-28).

“On March 28, 2023, Ault Alliance, Inc. (the “ Company ”) entered into a securities purchase agreement (the “ Purchase Agreement ”) with two institutional investors (the “ Investors ”), pursuant to which the Company agreed to issue and sell, in a private placement, an aggregate of 100,000 shares of its preferred stock, with each such share having a stated value of $100.00”

Hyperscale Data, Inc.: Amendment to Certificate of Incorporation to effect a one-for-three hundred reverse stock split of Class A common stock, reducing outstanding shares proportionally (effective 2023-05-17).

“On May 15, 2023, pursuant to the approval provided by the stockholders of Ault Alliance, Inc. (the “ Company ”) at a special meeting of such stockholders of even date therewith (the “ Meeting ”), the Company’s Board of Directors approved an amendment to the Company’s Certificate of Incorporation (the “ Amendment ”) to effectuate a reverse stock split of the Company’s Class A common stock, $0.001 par value (“ Common Stock ”) affecting both the authorized and issued and outstanding number of such shares by a ratio of one-for-three hundred (the “ Reverse Stock Split ”).”

Hyperscale Data, Inc. shareholders rejected Approval of the amendment to the Company’s Certificate of Incorporation to increase the authorized shares of Common Stock from 500,000,000 to 1,000,000,000. at the 2023-05-15 meeting.

“Proposal Two : Approval of the amendment to the Company’s Certificate of Incorporation to increase the authorized shares of Common Stock from 500,000,000 to 1,000,000,000. For Against Abstain Broker Non-Votes 142,795,703 78,170,221 396,839 0”

Hyperscale Data, Inc. shareholders approved Approval of the amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Common Stock by a ratio of not less than one-for-ten and not more than one-for-three hundred at any time prior to May 14, 2024, with the exact ratio to be set at a whole number within this at the 2023-05-15 meeting.

“Proposal One : Approval of the amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of the Common Stock by a ratio of not less than one-for-ten and not more than one-for-three hundred at any time prior to May 14, 2024, with the exact ratio to be set at a whole number within this range as determined by the Company’s board of directors in its sole discretion. For Against Abstain Broker Non-Votes 318,160,934 85,363,956 840,102 0”

Hyperscale Data, Inc. entered into Securities Purchase Agreement with Ault & Company, Inc. valued at up to $40,000,000.00 (effective 2023-05-01).

“On May 1, 2023 (the “ Execution Date ”), Ault Alliance, Inc., a Delaware corporation (the “ Company ”) entered into a Securities Purchase Agreement (the “ Agreement ”) with Ault & Company, Inc., a Delaware corporation (the “ Purchaser ”), pursuant to which the Company agreed to sell to the Purchaser up to 40,000 shares of Series C convertible preferred stock (the “ Series C Convertible Preferred Stock ”), and warrants (the “ Series C Warrants ”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”) for a total purchase price of up to $40,000,000.00 (the “ Financing ”).”

Hyperscale Data, Inc. reported that prior financial statements should not be relied upon.

“On April 14, 2023, the management of Ault Alliance, Inc. (the "Company") concluded that the Company's previously issued financial statements for the year ended December 31, 2021, as well as for the interim periods included in that fiscal year (the "Restated Periods"), should no longer be relied upon because of errors in classification”