BitNile Holdings Announces Record Date for Stock Dividend for Spinoff of Imperalis Holding (to be Renamed TurnOnGreen)
23 Novembre 2022 - 12:30PM
Business Wire
Record date is December 30, 2022 with a distribution date of
January 5, 2023
BitNile 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 its Board of Directors has declared a pro rata
dividend to the stockholders of BitNile of (i) 140 million shares
of common stock of Imperalis Holding Corp. (to be renamed
TurnOnGreen, Inc.) (“TurnOnGreen”), which represents
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”).
BitNile stockholders of record as of the close of business on
December 30, 2022 (the “Record Date”) will receive the
Distribution Securities, which will be payable on January 5, 2023
(the “Distribution Date”).
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For BitNile stockholders that own BitNile common stock in
registered form, in most cases the transfer agent, acting as the
distribution agent, will credit their Distribution Securities to
book-entry accounts established to hold their Distribution
Securities. The distribution agent will mail these stockholders a
statement reflecting their ownership of Distribution Securities
shortly after the Distribution Date. For stockholders who own
BitNile common stock through a broker, bank or other nominee, their
Distribution Securities will be credited to their accounts by that
broker, bank or other nominee.
No fractional shares of TurnOnGreen common stock are being
issued. In lieu of receiving fractional shares, holders of BitNile
common stock who would otherwise be entitled to receive fractional
shares of TurnOnGreen common stock will be receiving cash for their
fractional interests.
Subsequent to the Distribution, BitNile will continue to
beneficially own approximately 370,000 shares of TurnOnGreen common
stock and 25,000 shares of series A convertible redeemable
preferred stock and BitNile would remain TurnOnGreen’s largest
stockholder.
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, 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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