Hyperscale Data Files 8-K: Material Agreement & Equity Sales
Ticker: GPUS-PD · Form: 8-K · Filed: Oct 21, 2024 · CIK: 896493
| Field | Detail |
|---|---|
| Company | Hyperscale Data, INC. (GPUS-PD) |
| Form Type | 8-K |
| Filed Date | Oct 21, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $450,000, $45.6 million, $75 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-filing
Related Tickers: GPUS
TL;DR
Hyperscale Data (GPUS) filed an 8-K for a material agreement and equity sales. Watch for details.
AI Summary
Hyperscale Data, Inc. (formerly Ault Alliance, Inc.) filed an 8-K on October 21, 2024, reporting a material definitive agreement and unregistered sales of equity securities. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its fiscal year ends on December 31.
Why It Matters
This filing indicates significant corporate activity, including a new material agreement and the issuance of equity, which could impact the company's financial structure and future operations.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered equity sales, which can introduce financial and operational risks.
Key Players & Entities
- Hyperscale Data, Inc. (company) — Filer
- Ault Alliance, Inc. (company) — Former Company Name
- BitNile Holdings, Inc. (company) — Former Company Name
- Ault Global Holdings, Inc. (company) — Former Company Name
- 20241021 (date) — Filing Date
FAQ
What is the nature of the material definitive agreement?
The filing does not specify the details of the material definitive agreement, only that one has been entered into.
What type of equity securities were sold unregistered?
The filing mentions unregistered sales of equity securities but does not specify the type or amount.
When did Hyperscale Data, Inc. change its name from Ault Alliance, Inc.?
Hyperscale Data, Inc. changed its name from Ault Alliance, Inc. on January 3, 2023.
What is the company's SIC code?
The company's Standard Industrial Classification (SIC) code is 3679, for ELECTRONIC COMPONENTS, NEC.
Where is Hyperscale Data, Inc. headquartered?
Hyperscale Data, Inc. is headquartered in Las Vegas, Nevada, with a business address at 11411 Southern Highlands Parkway, Suite 240.
Filing Stats: 693 words · 3 min read · ~2 pages · Grade level 11.1 · Accepted 2024-10-21 16:30:16
Key Financial Figures
- $0.001 — nge on which registered Common Stock, $0.001 par value GPUS NYSE American 13.0
- $450,000 — the Purchaser, for a purchase price of $450,000. As of October 21, 2024, the Purchaser
- $45.6 million — res, for an aggregate purchase price of $45.6 million. The Agreement provides that the Purcha
- $75 million — s that the Purchaser may purchase up to $75 million of Series C Convertible Preferred Stock
Filing Documents
- z10182408k.htm (8-K) — 30KB
- 0001214659-24-017736.txt ( ) — 249KB
- gpus-20241021.xsd (EX-101.SCH) — 4KB
- gpus-20241021_def.xml (EX-101.DEF) — 29KB
- gpus-20241021_lab.xml (EX-101.LAB) — 36KB
- gpus-20241021_pre.xml (EX-101.PRE) — 26KB
- z10182408k_htm.xml (XML) — 6KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On October 18, 2024, Hyperscale Data, 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 450 shares of Series C convertible preferred stock (the " Series C Convertible Preferred Stock "), and warrants (the " Series C Warrants ") to purchase 133,038 shares (the " Warrant Shares ") of the Company's common stock to the Purchaser, for a purchase price of $450,000. As of October 21, 2024, the Purchaser has purchased an aggregate of 45,600 shares of Series C Convertible Preferred Stock and Series C Warrants to purchase an aggregate of 13,481,154 Warrant Shares, for an aggregate purchase price of $45.6 million. The Agreement provides that the Purchaser may purchase up to $75 million of Series C Convertible Preferred Stock and Series C Warrants in one or more closings. The Purchaser is an affiliate of the Company. The material terms of the Agreement, Series C Convertible Preferred Stock and the Series C Warrants were described in the Form 8-K filed with the Securities and Exchange Commission on November 7, 2023 and are incorporated herein by reference.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference to this Item 3.02. Series C Convertible Preferred Stock and the Series C Warrants described in this Current Report on Form 8-K were offered and sold to the Purchaser in reliance upon exemption from the registration requirements under Section 4(a)(2) under the Securities Act of 1933.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 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: October 21, 2024 /s/ Henry Nisser Henry Nisser President and General Counsel -3-