Hyperscale Data Files 8-K Amendment
Ticker: GPUS-PD · Form: 8-K/A · Filed: Sep 17, 2024 · CIK: 896493
| Field | Detail |
|---|---|
| Company | Hyperscale Data, INC. (GPUS-PD) |
| Form Type | 8-K/A |
| Filed Date | Sep 17, 2024 |
| Risk Level | low |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.001, $50,000,000.00, $75,000,000, $43.5 million, $44 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: amendment, filing-update, material-agreement
TL;DR
Hyperscale Data (formerly Ault Alliance) just filed an 8-K amendment, updating prior disclosures on a key agreement.
AI Summary
Hyperscale Data, Inc. (formerly Ault Alliance, Inc.) filed an amendment (Amendment No. 2) on October 1, 2024, to its previous 8-K filings from November 7, 2023, and March 26, 2024. This amendment pertains to an agreement that was initially disclosed in the Original Form 8-K and subsequently amended on March 25, 2024.
Why It Matters
This filing indicates ongoing updates and potential modifications to a material definitive agreement previously disclosed by Hyperscale Data, Inc., suggesting continued corporate activity and potential changes in its business relationships.
Risk Assessment
Risk Level: low — This is an amendment to a previous filing, not a new material event, and provides clarification rather than introducing new risks.
Key Players & Entities
- Hyperscale Data, Inc. (company) — Filer, formerly known as Ault Alliance, Inc.
- Ault Alliance, Inc. (company) — Former name of Hyperscale Data, Inc.
- November 7, 2023 (date) — Date of Original Form 8-K filing
- March 26, 2024 (date) — Date of March 2024 Form 8-K filing
- March 25, 2024 (date) — Date of the First Amendment to the Agreement
FAQ
What is the primary purpose of this 8-K/A filing?
The primary purpose is to amend and restate previous Current Reports on Form 8-K filed on November 7, 2023, and March 26, 2024, concerning an agreement.
What was Hyperscale Data, Inc. formerly known as?
Hyperscale Data, Inc. was formerly known as Ault Alliance, Inc.
When was the Original Form 8-K filed?
The Original Form 8-K was filed on November 7, 2023.
When was the First Amendment to the Agreement dated?
The First Amendment to the Agreement was dated March 25, 2024.
What is the filing date for this Amendment No. 2?
This Amendment No. 2 was filed as of October 1, 2024.
Filing Stats: 1,057 words · 4 min read · ~4 pages · Grade level 11.2 · Accepted 2024-09-19 12:05:58
Key Financial Figures
- $0.001 — nge on which registered Common Stock, $0.001 par value GPUS NYSE American 13.0
- $50,000,000.00 — gs, for a total purchase price of up to $50,000,000.00 (the " Financing "). On March 25, 2024
- $75,000,000 — mount of the Financing was increased to $75,000,000.00, with the COD and the Series C Warra
- $43.5 million — tock for an aggregate purchase price of $43.5 million. The Purchaser is an affiliate of the
- $44 million — tock for an aggregate purchase price of $44 million. The foregoing description of the Sec
Filing Documents
- o9172438ka2.htm (8-K/A) — 38KB
- ex10_1.htm (EX-10.1) — 10KB
- 0001214659-24-016539.txt ( ) — 277KB
- gpus-20240917.xsd (EX-101.SCH) — 4KB
- gpus-20240917_def.xml (EX-101.DEF) — 27KB
- gpus-20240917_lab.xml (EX-101.LAB) — 37KB
- gpus-20240917_pre.xml (EX-101.PRE) — 25KB
- o9172438ka2_htm.xml (XML) — 8KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. 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 (the " Financing "). On March 25, 2024, the Company and the Purchaser entered into the First Amendment, pursuant to which the total amount of the Financing was increased to $75,000,000.00, with the COD and the Series C Warrants being amended accordingly. As of March 25, 2024, t he Purchaser had purchased an aggregate of 43,500 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $43.5 million. The Purchaser is an affiliate of the Company. On September 17, 2024, the Company and the Purchaser entered into the Second Amendment. Pursuant to the Second Amendment, the "Termination Date" was amended from June 30, 2024 to December 31, 2024, in each case subject to the right of the Purchaser to extend such date for an additional ninety (90) days. As of September 17, 2024, t he Purchaser had purchased an aggregate of 44,000 shares of Series C Convertible Preferred Stock for an aggregate purchase price of $44 million. The foregoing description of the Second Amendment as well as the transactions contemplated thereby do not purport to be complete and are qualified in their entirety by reference to the Second Amendment filed hereto as Exhibits 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 10.1 Amendment to the Securities Purchase Agreement, dated September 17, 2024. 101 Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101). -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HYPERSCALE DATA, INC. Dated: September 17, 2024 /s/ Henry Nisser Henry Nisser President and General Counsel -3-