BitNile Holdings Announces Postponement of the Distribution of Securities of Imperalis Holding
28 Diciembre 2022 - 12:47PM
Business Wire
BitNile still intends to distribute to its stockholders 140
million shares and warrants to purchase an additional 140 million
shares of Imperalis
BitNile Holdings, Inc. (NYSE American: NILE), a diversified
holding company (“BitNile” or the “Company”),
announced today that the record date for the stock dividend for the
spinoff of Imperalis Holding, to be renamed TurnOnGreen
(“TurnOnGreen”), which was previously set for January 17,
2023, has been cancelled until further notice. On November 22,
2022, the Company’s Board of Directors declared a pro rata dividend
to the stockholders of BitNile of (i) 140 million shares of common
stock of TurnOnGreen, which represent approximately 81% of the
outstanding shares of TurnOnGreen common stock, and (ii) warrants
to purchase an additional 140 million shares of TurnOnGreen common
stock (the “Distribution Securities” and the transaction,
the “Distribution”).
Federal securities laws require that the Distribution Securities
have been registered for distribution prior to the date set
therefor. At present, the Company does not believe that the
registration statement filed in connection therewith will have been
declared effective by the Securities Exchange Commission by January
17, 2023, the previously announced record date.
The Company remains intent on effectuating the Distribution as
soon as it may do so in compliance with federal securities
compliance and appropriate regulatory approval. The Company will
update its stockholders with respect to the Distribution when
circumstances so permit.
The Company’s Founder and Executive Chairman, Milton "Todd"
Ault, III, said, “We are committed to completing our announced
distribution of securities in TurnOnGreen. The delay is
fundamentally driven by two factors. These factors were the result
of unforeseen obstacles in having the registration statement
declared effective coupled with the challenge of a dividend that
may be deemed close in value to the current market capitalization
of the Company. Despite these challenges, I remain optimistic that
both these barriers will be timely dealt with and the resulting
dividend will achieve the desired outcome for the Company and its
stockholders.”
For more information on BitNile and its subsidiaries, BitNile
recommends that stockholders, investors, and any other interested
parties read BitNile’s public filings and press releases available
under the Investor Relations section at www.BitNile.com or
available at www.sec.gov.
About BitNile Holdings, Inc.
BitNile Holdings, Inc. is a diversified holding company pursuing
growth by acquiring undervalued businesses and disruptive
technologies with a global impact. Through its wholly and
majority-owned subsidiaries and strategic investments, BitNile owns
and operates a data center at which it mines Bitcoin and provides
mission-critical products that support a diverse range of
industries, including oil exploration, crane services,
defense/aerospace, industrial, automotive, medical/biopharma,
consumer electronics, hotel operations and textiles. In addition,
BitNile extends credit to select entrepreneurial businesses through
a licensed lending subsidiary. BitNile’s headquarters are located
at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV
89141; www.BitNile.com.
About TurnOnGreen
Imperalis Holding Corp. (to be renamed TurnOnGreen, Inc.)
designs and manufactures innovative, feature-rich, and top-quality
power products for mission-critical applications, lifesaving and
sustaining applications spanning multiple sectors in the harshest
environments. The diverse markets we serve include defense and
aerospace, medical and healthcare, industrial, telecommunications
and e-Mobility. TurnOnGreen brings decades of experience to every
project, working with our clients to develop leading-edge products
to meet a wide range of needs. TurnOnGreen’s headquarters are
located at Milpitas, CA; www.turnongreen.com.
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 www.BitNile.com.
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