Edition: June 19, 2026

Hyperscale Data Opens $300 Million ATM on $166 Million Market Cap

Hyperscale Data, Inc. (GPUS) At edition (Jun 19, 2026) $166M · Live $59M

Distressed

Company Background

Hyperscale Data (NYSE American: GPUS) is a Las Vegas-based holding company that operates a Bitcoin mining and AI colocation data center through its Sentinum subsidiary. Its other principal subsidiary, Ault Capital Group (ACG), spans crane rental, defense and aerospace, hotels, lending, and financial services — a sprawling portfolio the company has been planning to spin off. As of October 31, 2025, total assets were estimated at $330 million, including $122 million in combined cash and Bitcoin holdings, and the company had reduced debt by more than $30 million year-to-date.

Revenue reached approximately $100 million in full-year 2025 and grew roughly 76% year-over-year in the first quarter of 2026 to approximately $44 million, driven by newly consolidated subsidiary Gresham Worldwide and a $10 million litigation settlement recognized by the lending unit Ault Lending. Management has guided for $180 million to $200 million in full-year 2026 revenue, while targeting profitability in the fourth quarter of 2026. Despite those operating metrics, the common stock has traded well below management's stated intrinsic value — the prior ATM averaged approximately $0.1793 per share over 137.6 million shares sold.

On May 7, 2026, the company announced a formal review of strategic alternatives, citing "a substantial disconnect between the public market valuation of the Company and the underlying value of its assets and operations." Rather than completing a buyback or tender offer under that review, the company has instead pursued multiple dilutive capital raises in rapid succession.

What Was Disclosed

On June 18, 2026, Hyperscale Data entered into an at-the-market sales agreement with Spartan Capital Securities, LLC to sell up to $300 million of Class A common stock from time to time on the NYSE American. The offering is made pursuant to a shelf registration (File No. 333-291595) that became effective December 11, 2025. Management intends to use the majority of net proceeds to develop data center facilities in Michigan and Montana, acquire additional Bitcoin, and purchase precious metals including gold, silver, and copper. A smaller portion is earmarked for working capital and potential debt repayment. Management retains broad discretion over timing and application of proceeds, and the filing cautions that no specific use can be predicted with certainty.

The new program directly replaced a prior ATM — also with Spartan, and also with Wilson-Davis & Co. as co-agent — that the company terminated effective June 8, 2026. Under that prior program, Hyperscale had sold approximately 137.6 million shares and raised approximately $24.7 million in gross proceeds, or approximately $0.1793 per share, before termination. The new program is both larger (six times the prior $50 million cap) and uses Spartan as the sole agent, removing Wilson-Davis. The same 8-K includes a routine preferred stock dividend declaration: $0.2708333 per share on the 13.00% Series D Cumulative Redeemable Preferred Stock and $0.20833 per share on the 10.00% Series E Cumulative Redeemable Perpetual Preferred Stock, both with a June 30, 2026 record date and a July 10, 2026 payment date.

Why It Matters

At the prior ATM's average price of roughly $0.18 per share, fully deploying $300 million would require issuing approximately 1.67 billion new Class A shares. That capacity exists: on April 16, 2026, following stockholder approval at a special meeting, Hyperscale filed a certificate of amendment increasing authorized Class A shares from 500 million to 2.5 billion. The authorization increase and the ATM scale are directly linked in their practical effect on the common share base.

The new ATM came seven days after Hyperscale borrowed $15 million from YA II PN, Ltd. (Yorkville), a Cayman Islands partnership that specializes in variable-rate convertible structures. Under that June 11 Pre-Paid Advance Agreement, Yorkville can at any time demand stock in satisfaction of the advance at the lower of $0.2153 per share or 90% of the lowest five-day VWAP, with a floor of $0.10 per share. These two instruments — the Yorkville advance and the $300 million ATM — together create concurrent dilution pressure on a stock already trading near $0.18.

Management's stated rationale for raising equity is offensive: fund data center construction, buy Bitcoin, purchase precious metals. The company's balance sheet does show real assets — $330 million in total assets as of October 2025, with a $122 million cash-and-Bitcoin position — and revenue growth has been genuine, with Q1 2026 at approximately $44 million and full-year guidance of $180 million to $200 million reaffirmed. But the company has not demonstrated profitability, the ACG divestiture has now slipped from an original target of December 31, 2025 to the second quarter of 2027, and the proceeds from the prior ATM arrived at roughly $0.18 per share — far below the net-asset-value-per-share management has repeatedly cited as evidence of undervaluation. Each new dilutive instrument widens the gap it claims to be trying to close.

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