GPUS 8-K
Hyperscale Data, Inc. (GPUS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________________
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
___________________________________________________________________
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
| American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 7.01 | Regulation FD Disclosure |
On August 4, 2026, Hyperscale Data, Inc. (the “Company”) issued a press release announcing 2027 financial guidance (the “Press Release”) and that the Company would be holding an investor conference call on August 4, 2026 to discuss the financial guidance and the underlying assumptions, including the planned business activities of the Company. In connection with the investor conference call, the Company will use a presentation (the “Corporate Presentation”), which may contain nonpublic information. Copies of the of the Corporate Presentation and Press Release, which are furnished herewith as Exhibit 99.1 and Exhibit 99.2, respectively, are incorporated by reference herein.
In accordance with General Instruction B.2 of Form 8-K, the information under this item, Exhibit 99.1 and Exhibit 99.2 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
The Securities and Exchange Commission encourages registrants to disclose forward-looking information so that investors can better understand the future prospects of a registrant and make informed investment decisions. This Current Report on Form 8-K and exhibits may contain these types of statements, which are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and which involve risks, uncertainties and reflect the Registrant’s judgment as of the date of this Current Report on Form 8-K. Forward-looking statements may relate to, among other things, operating results and are indicated by words or phrases such as “expects,” “should,” “will,” and similar words or phrases. These statements are subject to inherent uncertainties and risks that could cause actual results to differ materially from those anticipated at the date of this Current Report on Form 8-K. Investors are cautioned not to rely unduly on forward-looking statements when evaluating the information presented within.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits: |
| Exhibit No. | Description | |
| 99.1 | Investor Presentation for use on August 4, 2026 | |
| 99.2 | Press Release issued on August 4, 2026. | |
| 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: August 4, 2026 | /s/ Henry Nisser | |
| Henry Nisser | ||
| President and General Counsel | ||
-3-
Exhibit 99.1
HYPERSCALE DATA, INC. AULT CAPITAL GROUP, INC. STRATEGIC OUTLOOK AUGUST 2026
P 2 CAUTIONARY STATEMENT REGARDING FORWARD - LOOKING STATEMENTS This presentation and other written or oral statements and communications made from time to time by representatives of Hyperscale Data, Inc . (“ Hyperscale Data ” or the “ Company ”) contain “forward - looking statements” within the meaning of Section 27 A of the Securities Act of 1933 , as amended (the “ Securities Act ”), and Section 21 E of the Securities Exchange Act of 1934 , as amended (the “ Exchange Act ”) . Forward - looking statements reflect the current view about future events, and they are not guarantees of assurance of future performance . Statements that are not historical in nature, such as forecasts for the industries in which the Company and its subsidiaries operate, and which may be identified by the use of words like “expect,” “assume,” “project,” “anticipate,” “estimate,” “believe,” “could be,” “future,” “intend,” “plan,” “guidance,” “potential,” “forecast,” “target,” or the negative of these terms and other words of similar meaning, are forward - looking statements . Such statements include, but are not limited to, statements contained in this presentation relating to the business, business strategy, expansion, growth, products and services that may be offered in the future and the timing of their development, sales and marketing strategy, and capital outlook of the Company and its subsidiaries . Forward - looking statements are based on management’s current expectations and assumptions regarding the Company’s business, the economy and other future conditions, and are subject to inherent risks, uncertainties and changes of circumstances that are difficult to predict and may cause actual results to differ materially from those contemplated or expressed . Hyperscale Data cautions the reader therefore against relying on any of these forward - looking statements . These risks and uncertainties include those risk factors discussed under the heading “Risk Factors” in the Company’s filings with the Securities and Exchange Commission (the “ SEC ”), including the Company’s most recent Annual Report on Form 10 - K and subsequent Quarterly Reports on Form 10 - Q and other filings, each of which is available on the Company’s website and on the SEC’s website (www . sec . gov) . Any forward - looking statement made in this presentation speaks only as of the date of this presentation . All forward - looking statements are qualified in their entirety by reference to the risk factors discussed in the Company’s SEC filings and this cautionary statement regarding forward - looking statements . Should one or more of these risks or uncertainties materialize (or in certain cases, fail to materialize), or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned . Important factors that could cause actual results to differ materially from those in the forward - looking statements include, but are not limited to : a decline in general economic conditions nationally and internationally ; decreased demand for the Company’s products and services ; market acceptance of the Company’s products and services ; the ability to protect the Company’s intellectual property rights ; impact of any litigation or infringement actions brought against the Company ; competition from other providers and products ; risks in product development ; inability to raise capital to fund continuing operations ; changes in governmental regulation ; the ability to complete customer transactions and capital raising transactions . Factors or events that could cause the Company’s actual results to differ may emerge from time to time, and it is not possible for the Company to predict all of them . Hyperscale Data cannot guarantee future results, levels of activity, performance or achievements . Except as required by applicable law, including the securities laws of the United States, Hyperscale Data does not intend to update publicly any of the forward - looking statements, or any other information in this presentation, whether as a result of future events, new information or otherwise, or to correct any inaccuracies or omissions in them which may become apparent . All forecasts are provided by management in this presentation and are based on information available to the Company at this time, and management expects that internal projections and expectations may change over time . In addition, the forecasts are based entirely on management’s best estimate of the future financial performance of the Company and its subsidiaries given current contracts, current backlog of opportunities, discussions with new and existing customers about products and services, and currently available sources of financing . Hyperscale Data Investor Relations Contact : IR@hyperscaledata . com or 1 - 888 - 753 - 2235
SECTIONS Executive Overview & Organizational Chart Hyperscale Data: Business & Key Initiatives Ault Capital Group: Lending, Financial Services & Digital Assets Portfolio Companies Financial Outlook I II III IV V
Executive Overview & Organizational Chart I
P 5 EXECUTIVE OVERVIEW HYPERSCALE DATA, INC. Hyperscale Data (NYSE American : GPUS) is an artificial intelligence (AI) - infrastructure company operating a 617 , 000 square - feet data center campus in Michigan with approximately 30 megawatts (“ MW ”) of power energized to date, with its previously announced expansion program targeting long - term potential in excess of 300 MW, subject to utility agreements, regulatory approvals and financing . The campus is anchored by a master services agreement between the Company's indirect wholly owned subsidiary Alliance Cloud Services, LLC (“ ACS ”) and a California - based neocloud provider (the “ MSA ”) that related to an initial 20 MW of critical AI compute capacity, which may be expanded at the customer’s option for a total deployment of up to 52 MW (if available) . The MSA has an initial term of 10 years, which may be extended at the customer’s option for up to two five - year extension terms . If exercised for the maximum term of the MSA, the Company expects to generate in excess of $ 1 . 2 billion in total revenue . Further, if the customer exercises its right to an additional deployment of up to 32 MW, total contract revenue would be expected to exceed $ 3 . 0 billion . The Company also has digital asset mining operations, maintains a Bitcoin treasury, and is developing an embodied - AI humanoid robotics platform (through its wholly owned subsidiary Omnipresent Robotics, LLC (“ Omnipresent ”)) . Hyperscale Data Inc. – an Artificial Intelligence (AI) - Infrastructure Company AI high - performance computing data center operations Data centers and AI colocation (Sentinum, Inc. (“Sentinum”), & ACS); digital asset mining treasury; robotics Michigan data center campus: 617,000 sq. ft.; ~83 acres; ~30 MW energized Business Model: MSA: initial 20 MW (option to expand total deployment up to 52 MW); 10 - year initial term, plus up to two five - year extensions; e xpected total revenue in excess of $1.2 bn over the maximum term, and in excess of $3.0 bn if the additional 32 MW deployment right is also exercis ed by the provider Principal Operations: Flagship Asset: Anchor Contract: Energized/contracted MW; contracted revenue; profitability and cash generated from operations Performance:
P 6 EXECUTIVE OVERVIEW AULT CAPITAL GROUP, INC. (“ACG”) ACG is a hybrid private equity and holding company that acquires, finances and holds controlling interests in businesses across the financial services, digital assets, defense technologies, industrial services, and hospitality and real estate sectors . Its private credit and structured finance activities are conducted through Ault Lending, LLC (" Ault Lending "), its California - licensed lending subsidiary . ACG's portfolio companies are operated by their own management teams, with ACG's performance assessed by reference to portfolio earnings and net asset value . ACG – A Hybrid Private Equity and Holding Company Hybrid private equity firm that actively manages an investment portfolio of controlling and non - controlling interests in various business sectors Private credit and structured finance (Ault Lending); Blockchain Protocol (Ault Blockchain); defense electronics (Gresham Wo rld wide); digital platforms (Ault Blockchain, OnlyBulls, askROI); hospitality and real estate; power electronics (TurnOnGreen, includin g D igital Power Corporation); equipment rental services (Circle 8); aviation; commodities Ault Lending platform; diversified operating portfolio; Ault Markets; Ault Blockchain; Tokenization of Real - World Assets (“RWAs”) Business Model: Principal Operations: Flagship Asset: Portfolio earnings; interest income; net asset value Performance:
P 7 EXECUTIVE OVERVIEW ORGANIZATIONAL CHART
Hyperscale Data: Business & Key Initiatives II
P 9 HYPERSCALE DATA: BUSINESS & KEY INITIATIVES MICHIGAN DATA CENTER CAMPUS; DIGITAL ASSETS; ROBOTICS Michigan Data Center Campus Facility ~617,000 sq. ft. Recent acquisition of additional ~48.5 - acre parcel Campus expanded to ~83 acres; current energized capacity ~28 - 30 MW Digital Assets ▪ Expansion Plan : Phased gross - power increase to approximately 52 MW within ~ 2 years via new natural gas distribution with on - site generation and longer - term potential in excess of 300 MW . All power increases are subject to utility agreements, regulatory approvals and funding . ▪ Anchor Agreement : MSA executed June 2026 between ACS and a California - based neocloud provider : initial 20 MW of critical AI compute capacity (option to expand total deployment up to 52 MW) ; initial 10 - year initial term, with up to two five - year extension terms ; expected total revenue in excess of $ 1 . 2 billion over the maximum term, and in excess of $ 3 . 0 billion if the provider’s right to an additional 32 MW deployment is also exercised over the maximum term ; expected to be operational Q 4 2026 . ▪ AI Retrofit : ~ 60 , 000 sq . ft . retrofit for initial 20 MW ; total estimated cost of $ 100 – 120 million . Robotics - Omnipresent ▪ Sentinum is a wholly owned subsidiary with digital asset mining operations at the Michigan facility . The Company mined 212 Bitcoins (BTC) during fiscal year 2025 , generating approximately $ 22 . 6 million of revenue, with approximately 1 . 83 exahashes per second of capacity . ▪ The Company’s Bitcoin treasury holdings totaled 959 Bitcoin (valued at approximately $ 60 . 8 million) as of August 2 , 2026 . ▪ Omnipresent has entered into a partner agreement and purchase orders with AGIBOT PTE . LTD . for the purchase of up to 143 intelligent robots, which products are authorized to be resold under Omnipresent’s own brand, and assistance in establishing an approximately 100 , 000 sq . ft . robotics data collection facility within the Michigan campus for teleoperation and embodied - AI model training . ▪ In June 2026 , production of the first 30 OPR - R 2 humanoid robots began, with deployment at the Michigan campus targeted for Q 3 2026 . Robotics revenue has been excluded from the Company’s 2026 earnings guidance .
Ault Capital Group: Lending, Financial Services & Digital Assets III
P 11 AULT CAPITAL GROUP: BUSINESS & PORTFOLIO LENDING, FINANCIAL SERVICES & DIGITAL ASSETS Ault Lending is a California licensed lender enabling it to act as a lending subsidiary engaged in private credit and structured finance activities for public growth companies, generally through convertible instruments and preferred securities, together with origination and structuring fees . Lending and Financial Services – Ault Lending Holding Business Ault Lending Structured finance for public entities; Private credit Markets activities; Treasury strategy; Blockchain activities; Tokenization Ault Markets, Inc.; Ault Global Commodities, Inc. Ault Blockchain AI software platform; trading operations through OnlyBulls consumer facing app askROI, Inc.
Portfolio Companies IV
P 13 PORTFOLIO COMPANIES OPERATING PORTFOLIO COMPANIES Beyond its lending platform, ACG holds controlling and other equity interests in a portfolio of operating companies, each managed by its own independent leadership team . ACG does not conduct the day - to - day operations of these businesses ; its role is that of a holding company — allocating capital, overseeing governance through board representation, and assessing performance by reference to portfolio earnings and net asset value . Debt at portfolio companies is generally non - recourse to ACG . Ownership interests are as reported in the Company’s public filings and, where applicable, the respective portfolio companies' SEC filings . Portfolio Companies – Hybrid Private Equity Operations Holding Business Gresham Worldwide, Inc., to be renamed to Ballista Group, Inc. Defense and aerospace electronics (through Enertec Systems 2001 Ltd, Relec Electronics Ltd., Microphase Corp., and Giga - tronics Inc.); emerged from Chapter 11 proceedings in November 2025 and was reconsolidated in Q4 2025 Circle 8 Crane Services, LLC Crane rental and lifting services; independent management; non - recourse financing Ault Global Real Estate Equities, Inc. Hotel operations and commercial real estate; non - recourse financing TurnOnGreen, Inc. Commercial power electronics and electric vehicle charging
Financial Outlook V
P 15 FINANCIAL OUTLOOK PRELIMINARY 2027 GUIDANCE Preliminary 2027 Guidance Projected Range Consolidated Estimated Revenue $ 300 million to $ 350 million Estimated Revenue by Operating Platform Data Center, AI Infrastructure and Robotics $ 40 million to $ 50 million Lending, Financial Services and Digital Assets $ 100 million to $ 150 million Portfolio Companies $ 150 million to $ 200 million Adjusted Earnings before Interest, Taxes, Depreciation, and Amortization (“Adjusted EBITDA”) $ 60 million to $ 80 million Actual results could differ materially from the preliminary guidance as a result of changes in assumptions or the occurrence of other risks and uncertainties .
P 16 USE OF NON - GAAP FINANCIAL MEASURES This presentation includes preliminary guidance regarding Adjusted EBITDA, a financial measure that is not calculated in accordance with generally accepted accounting principles in the United States (“ GAAP ”) . The Company defines Adjusted EBITDA as net income or loss before interest expense, interest income, income taxes, depreciation and amortization, adjusted to exclude stock - based compensation, impairment charges, gains or losses from changes in the fair value of financial instruments, gains or losses from the sale of assets and businesses, acquisition - related expenses, restructuring expenses and other items that management believes are not representative of the Company’s core operating performance . Management uses Adjusted EBITDA as a supplemental measure to evaluate the Company’s operating performance, compare results between periods and assess the performance of its operating businesses . Adjusted EBITDA should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating activities or any other measure calculated in accordance with GAAP . The Company is not providing a quantitative reconciliation of its projected Adjusted EBITDA to projected GAAP net income or loss because certain components required to calculate projected GAAP net income or loss cannot presently be reasonably estimated without unreasonable effort . These components may include future interest expense, income taxes, depreciation and amortization, stock - based compensation, impairment charges, acquisition - related expenses and changes in the fair value of financial instruments . These items could be material to the Company’s future GAAP results .
Exhibit 99.2
Hyperscale Data Provides 2027 Guidance of Revenue of $300 Million to $350 Million and Adjusted EBITDA of $60 Million to $80 Million
Preliminary Outlook Driven by Data Center, AI Infrastructure and Robotics; Lending, Financial Services and Digital Assets; and Portfolio Companies Operated Through the Company’s Hybrid Private Equity Platform
Management to Review 2027 Financial Guidance, Underlying Business Drivers and Key Growth Initiatives During Conference Call Today at 3:30 PM Pacific Time
LAS VEGAS--(PR NEWSWIRE) – August 4, 2026 – Hyperscale Data, Inc. (NYSE American: GPUS), an artificial intelligence (“AI”) data center company anchored by Bitcoin (“Hyperscale Data” or the “Company”), today announced financial guidance for the year ending December 31, 2027.
2027 Guidance
Based upon known and reasonably calculated projections, including management’s current operating plans, anticipated customer deployments, expected financing activities, projected digital-asset initiatives and the anticipated performance of the Company’s portfolio businesses, Hyperscale Data projects the following consolidated financial results for 2027:
| Preliminary 2027 Guidance | Projected Range | |
| Revenue | $300 million to $350 million | |
| Adjusted EBITDA | $60 million to $80 million |
The Company cannot provide a quantitative reconciliation of its projected Adjusted EBITDA to the most directly comparable measure calculated under GAAP, which in this case, would be net income or loss, because certain components required to calculate net income or loss cannot presently be reasonably estimated without unreasonable effort. These components include future interest expense, income taxes, depreciation and amortization, stock-based compensation, impairment charges, acquisition-related expenses and changes in the fair value of financial instruments. These items are likely to be material to the Company’s future GAAP results.
Management expects the Company’s projected 2027 results to be generated principally through three operating platforms:
Data Center, AI Infrastructure and Robotics: This includes the Company’s Michigan AI data center campus, high-performance computing infrastructure, colocation and hosting services, related digital infrastructure activities and the Company’s robotics operations. Management believes the combination of AI infrastructure and advanced robotics positions the Company to participate in the continued expansion of physical and computational infrastructure supporting the development and deployment of AI.
Lending, Financial Services and Digital Assets: This includes the Company’s lending, private credit, structured finance and related financial services operations, together with its digital asset and blockchain initiatives. These activities include the Ault Blockchain infrastructure, activities at the Ault Markets, Inc. (“Ault Markets”) subsidiary of Ault Capital Group, Inc, (“ACG”), digital-asset trading and liquidity initiatives, Bitcoin-related activities, tokenization infrastructure and other financial technology platforms being developed or operated within the Company’s ecosystem.
Portfolio Companies and Hybrid Private Equity Operations: Through ACG, the Company’s hybrid private equity and operating platform, Hyperscale Data acquires, finances, builds and actively manages portfolio companies across industrial services, defense technologies, hospitality and other strategic sectors. This category includes the Company’s portfolio businesses that are not included within the other two platforms discussed above.
Milton “Todd” Ault, III, Executive Chairman of Hyperscale Data, stated, “We believe 2027 has the potential to represent a major inflection point for Hyperscale Data. Our outlook reflects the scale we expect to achieve from our Michigan data center, AI infrastructure and robotics operations; the expansion of our lending, financial services and digital-asset ecosystem; and the anticipated performance of the portfolio companies operated through our hybrid private equity platform.”
Mr. Ault continued, “We have spent years assembling operating businesses, financial capabilities, technology platforms and strategic assets that we believe can produce substantial revenue and operating cash flow. Our preliminary guidance of $300 million to $350 million in revenue and $60 million to $80 million in Adjusted EBITDA reflects management’s current expectations regarding the combined earnings power of these three operating platforms. During today’s conference call, management will review the principal assumptions underlying this guidance and discuss the opportunities, execution requirements and risks associated with achieving these objectives.”
William B. Horne, Chief Executive Officer of Hyperscale Data, stated, “Our management team has developed the preliminary 2027 guidance based on detailed operating forecasts from the Company’s principal businesses. We intend to provide investors with greater visibility into the anticipated contributions of our major operating platforms, the capital required to support their growth and the milestones that will be important to achieving the objectives set forth in the guidance.”
The preliminary guidance reflects management’s present expectations and is based on a number of material assumptions, including, but not limited to:
| · | Continued development and timely deployment of capacity at the Company’s Michigan AI data center campus; |
| · | Successful expansion and commercialization of the Company’s AI infrastructure and robotics operations; |
| · | Availability of sufficient debt, equity and other financing to complete projects and strategic initiatives within the planned scheduled timelines; |
| · | Continued growth of the Company’s lending, private credit and financial services operations; |
| · | Successful development and commercialization of Ault Blockchain, Ault Markets and the Company’s other digital asset and financial technology initiatives; |
| · | Achievement of projected operating performance of the Company’s portfolio companies; |
| · | Customer deployment schedules, construction timelines and equipment availability proceeding substantially as anticipated; and |
| · | Absence of material adverse changes in economic, regulatory, capital market, digital-asset or industry conditions. |
Actual results could differ materially from the preliminary guidance as a result of changes in these assumptions or the occurrence of other risks and uncertainties. The Company expects to update its guidance periodically as additional information becomes available.
Conference Call Information
Hyperscale Data will host its previously announced financial guidance and business outlook conference call today.
Date: Tuesday, August 4, 2026
Time: 3:30 PM Pacific Time / 6:30 PM Eastern Time
Registration: https://us06web.zoom.us/webinar/register/WN_RIR6rnP8QKifuXnmceyRpw. After completion, a copy will be made available on the Company’s website under Investor Relations.
The conference call will feature presentations by Milton “Todd” Ault III, Executive Chairman; William B. Horne, Chief Executive Officer; Kenneth S. Cragun, Chief Financial Officer; and other members of the Company’s management team.
Use of Non-GAAP Financial Measures
This press release includes preliminary guidance regarding Adjusted EBITDA, a financial measure that is not calculated in accordance with generally accepted accounting principles in the United States (“GAAP”).
The Company defines Adjusted EBITDA as net income or loss before interest expense, interest income, income taxes, depreciation and amortization, adjusted to exclude stock-based compensation, impairment charges, gains or losses from changes in the fair value of financial instruments, gains or losses from the sale of assets and businesses, acquisition-related expenses and restructuring expenses.
Management intends to use Adjusted EBITDA as a supplemental measure to evaluate the Company’s operating performance, compare results between periods and assess the performance of its operating businesses. Adjusted EBITDA should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating activities or any other measure calculated in accordance with GAAP.
For more information on Hyperscale Data and its subsidiaries, Hyperscale Data recommends that stockholders, investors and any other interested parties read Hyperscale Data’s public filings and press releases available under the Investor Relations section at hyperscaledata.com or available at www.sec.gov.
About Hyperscale Data, Inc.
Through its wholly owned subsidiary Sentinum, Inc., Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and hosting services for the emerging AI ecosystems and other industries. Hyperscale Data’s other wholly owned subsidiary, ACG, is a hybrid private equity firm and operating company that acquires, finances, builds and actively manages businesses across financial services, digital assets, industrial services, hospitality, defense technologies and other sectors.
Hyperscale Data currently expects the divestiture of ACG (the “Divestiture”) to occur in the second quarter of 2027. Upon the occurrence of the Divestiture, the Company would be an owner and operator of data centers to support high-performance computing services, as well as a holder of the digital assets. Until the Divestiture occurs, the Company will continue to provide, through ACG and its wholly and majority-owned subsidiaries and strategic investments, mission-critical products that support a diverse range of industries, including an AI software platform, equipment rental services, defense/aerospace, industrial, automotive and hotel operations. In addition, ACG is actively engaged in private credit and structured finance through Ault Lending, LLC, a licensed lending subsidiary. Hyperscale Data’s headquarters are located at 11411 Southern Highlands Parkway, Suite 190, Las Vegas, NV 89141.
On December 23, 2024, the Company issued one million (1,000,000) shares of a newly designated Series F Exchangeable Preferred Stock (the “Series F Preferred Stock”) to all common stockholders and holders of the Series C Preferred Stock on an as-converted basis. The Divestiture will occur through the voluntary exchange of the Series F Preferred Stock for shares of Class A Common Stock and Class B Common Stock of ACG (collectively, the “ACG Shares”). The Company reminds its stockholders that only those holders of the Series F Preferred Stock who agree to surrender such shares, and do not properly withdraw such surrender, in the exchange offer through which the Divestiture will occur, will be entitled to receive the ACG Shares and consequently be stockholders of ACG upon the occurrence of the Divestiture.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “believes,” “plans,” “anticipates,” “projects,” “estimates,” “expects,” “intends,” “strategy,” “future,” “opportunity,” “may,” “will,” “should,” “could,” “potential,” or similar expressions. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties.
Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future events. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors. More information, including potential risk factors, that could affect the Company’s business and financial results are included in the Company’s filings with the U.S. Securities and Exchange Commission, including, but not limited to, the Company’s Forms 10-K, 10-Q and 8-K. All filings are available at www.sec.gov and on the Company’s website at hyperscaledata.com.
Hyperscale Data Investor Contact:
[email protected] or 1-888-753-2235