M&A: Hyperscale Data, Inc.

Form Type: 8-K

Filing Date: 2024-12-23

Corporate Action: Acquisition

Type: New

Accession Number: 000121465924020833

Comments: On December 21, 2024, Hyperscale Data, Inc. entered into a Securities Purchase Agreement with Ault & Company, Inc. to sell up to 25,000 shares of Series G convertible preferred stock and warrants for a total purchase price of up to $25 million. The transactions are contingent upon regulatory and stockholder approval. The Series G Convertible Preferred Stock has a stated value of $1,000 and can be converted into Common Stock at a price calculated based on market conditions. It provides holders with voting rights, cumulative cash dividends at 9.5%, and preferential rights in the event of liquidation. The Series G Warrants allow purchases of Common Stock at an exercise price of $5.92. The agreement includes provisions regarding stockholder meetings, financing, and potential stockholder dilution, requiring approval if issuing more than 19.99% of Common Stock. Hyperscale Data also issued a press release on December 23, 2024, announcing the execution of the Agreement.

Document Link: View Document

Additional details:

Execution Date: 2024-12-21


Purchase Price: 25,000,000


Series G Preferred Stock Value: 1,000


Conversion Floor Price: 0.10


Max Conversion Price: 6.74


Annual Dividend Rate: 9.5%


Warrants Exercise Price: 5.92


Warrants Term Years: 5