Diginex Revenues Surge as "Proof" Becomes Essential

Rhea-AI Summary

Hyperscale Data (NYSE American: GPUS) announced a special one-time dividend of 20,000,000 shares of newly created Class B common stock to holders of Class A common stock and four series of convertible preferred stock on an as-converted basis.

The record date is October 6, 2025 and the planned payment date is October 31, 2025 (subject to adjustment). As of Sept 19, 2025 the company reported ~227,980,533 Eligible Capital Stock equivalents, implying a current Payment Ratio of ~0.0877268 Class B share per Eligible Capital Stock. The Class B shares carry 10x voting power versus Class A, convert one-for-one to Class A after payment, and have no public trading market yet. NYSE American approved the Distribution; fractional shares will be paid in cash.

Positive

• Distribution of 20,000,000 Class B shares approved by NYSE American
• Record date set for October 6, 2025 with planned payment on October 31, 2025
• Class B shares carry 10x voting power and convert one-for-one to Class A

Negative

• Issuable shares currently represent ~8.77% of Eligible Capital Stock (20,000,000 of ~227,980,533)
• Company anticipates additional Eligible Capital Stock issuance could reduce the Payment Ratio
• There is no public trading market for the Class B shares currently

Key Figures

Special dividend shares 20,000,000 shares One-time Class B Common Stock distribution by Hyperscale Data

Record date October 6, 2025 Eligibility date for Hyperscale Data dividend Distribution

Payment date October 31, 2025 Planned date for issuing Class B dividend shares

Class A shares outstanding 68,138,668 shares Hyperscale Data Class A Common Stock as of September 19, 2025

Class B shares outstanding 4,989,330 shares Hyperscale Data Class B Common Stock as of September 19, 2025

Eligible capital stock approximately 227,980,533 shares Total Eligible Capital Stock for dividend Distribution

Issuable to Class A holders 5,977,618 shares Class B dividend shares allocated to Class A Common Stock holders

Voting power multiple 10x voting power Each Class B Common share vs. a Class A Common share

Market Reality Check

$8.06 Last Close

Volume Volume 737,643 is below 20-day average 904,571 ahead of this announcement. normal

Technical Shares traded below 200-day MA of 10.69, at a prior close of 8.065.

Peers on Argus

Consulting peers mostly showed modest declines, with moves from -3.17% to 0.09%, while DGNX was down 8.85%, indicating comparatively weaker stock-specific performance rather than a broad sector swing.

Common Catalyst Peer newsflow was limited, with one HR appointment at FTI Consulting and no evident sector-wide catalyst.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 02	Platform expansion news	Positive	-1.8%	MOU to acquire Plan A to expand ESG and carbon management platform.
Dec 02	Acquisition MOU	Positive	-1.8%	All-share MOU for Plan A to drive AI-powered carbon accounting growth.
Dec 01	Strategy overview	Positive	-7.5%	Description of compliance super-stack using software, AI and remediation services.
Nov 28	Platform positioning	Positive	+0.6%	Details on AI-powered emissions engine and planned acquisitions for detection and remediation.
Nov 21	Acquisition MOU	Positive	+1.9%	MOU to acquire The Remedy Project and updates on other M&A activities.

Pattern Detected

Recent strategic and M&A announcements have generally been positive in tone but produced mixed to negative next-day price reactions, with several divergences where shares fell on ostensibly constructive news.

Recent Company History

Over the last few weeks, Diginex highlighted an expanding compliance and ESG "super-stack" built through acquisitions and MOUs. Events included MOUs to acquire Plan A, Kindred OS and The Remedy Project, plus the completed all-share acquisition of Matter DK ApS. These moves aim to deepen AI-driven carbon accounting, supply-chain detection and remediation capabilities. Market reactions have been inconsistent: some updates around M&A and platform positioning led to gains, while others, including Plan A and compliance stack news, saw negative follow-through.

Market Pulse Summary

The stock is surging +28.3% following this news. A strong positive reaction aligns with management’s broader push to highlight strategic initiatives and structural changes. Recent history shows mixed responses to news, with several positive M&A updates followed by declines or only modest gains. Investors would need to weigh how any new information interacts with prior equity issuances and concentrated ownership, as disclosed in recent filings, when considering the durability of a sharp move.

Key Terms

convertible preferred stock financial

"Series B Convertible Preferred Stock, Series C Convertible Preferred Stock..."

Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.

record date financial

"The record date for the Distribution is October 6, 2025..."

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

payment date financial

"the Company has set a payment date of October 31, 2025..."

The payment date is the day when you actually receive money from a financial transaction, like getting your paycheck or the interest from a savings account. It matters because it tells you when the funds will be available to spend or use. Think of it as the day your paycheck hits your bank account, so you know when you can access the money.

cusip financial

"The CUSIP number of the Class B Common Stock is 09175M 606."

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

fractional shares financial

"The Company will pay holders... cash in lieu of issuing fractional shares..."

Fractional shares are portions of a whole share of a stock or fund, allowing investors to own less than one full unit. They make it possible to invest a specific dollar amount rather than buy whole shares, like buying a slice of a pizza instead of the entire pie. For investors this lowers the cost barrier, helps with diversification, and lets you reinvest dividends or purchase expensive stocks in small, precise amounts.

AI-generated analysis. Not financial advice.

All Common and Preferred Stockholders to Receive Planned Dividend

LAS VEGAS, Sept. 22, 2025 /PRNewswire/ -- Hyperscale Data, Inc. (NYSE American: GPUS), a diversified holding company ("Hyperscale Data," or the "Company"), announces that it plans to issue a special one-time dividend (the "Distribution") of 20,000,000 shares (the "Issuable Shares") of its Class B Common Stock (the "Class B Common Stock") to all holders of its Common Stock (which we refer to in this press release as the "Class A Common Stock") and its Class B Common Stock (with the Class A Common Stock, the "Common Stock") as well as its Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series G Convertible Preferred Stock and Series H Convertible Preferred Stock (collectively, the "Preferred Stock") on an as-converted basis.

The record date for the Distribution is October 6, 2025 (the "Record Date"). Stockholders who own the Company's Common Stock and Preferred Stock at the close of trading on that date will be eligible to receive the Issuable Shares. Further, the Company has set a payment date of October 31, 2025, subject to adjustment.  As of September 19, 2025, the Company had 68,138,668 shares of Class A Common Stock outstanding,  4,989,330 shares of Class B Common Stock outstanding and approximately 154,852,189 Class A Common Stock equivalents, based on the current conversion price of the four series of Preferred Stock issued and outstanding without regard to conversion limitations set forth in their certificates of designation (collectively, the "Eligible Capital Stock"), for an aggregate of approximately 227,980,533 shares of Eligible Capital Stock, with the number of Issuable Shares distributable to holders of the Class A Common Stock being 5,977,618 such shares. Consequently, the number of Issuable Shares is currently approximately 0.0877268 for each share of Eligible Capital Stock (the "Payment Ratio"). However, the Company anticipates that additional shares of Eligible Capital Stock will be issued prior to the Record Date, which would reduce the Payment Ratio.

There is currently no public trading market for the Class B Common Stock. While the Company may seek to have the Class B Common Stock listed for trading on the NYSE American within the foreseeable future, there can be no assurance when, or if, such a listing will occur.  The CUSIP number of the Class B Common Stock is 09175M 606.

The Class B Common Stock is identical to the currently outstanding Class A Common Stock, with the exception that each share thereof carries ten (10) times the voting power of a share of Class A Common Stock.  The Class B Common Stock is convertible at any time after the payment date into Class A Common Stock on a one-for-one basis. The Company will pay holders of the Eligible Capital Stock cash in lieu of issuing fractional shares of Class B Common Stock. The Distribution has been approved by the NYSE American. 

Stockholders should refer to the Company's official announcements or consult their financial advisors for more information about the specifics of the Distribution.

This press release is for informational purposes only and shall not constitute an offer to sell or exchange nor the solicitation of an offer to buy shares of the Company's common stock or any other securities of the Company. The Distribution is not being made to any person in any jurisdiction in which the offer, solicitation or sale is unlawful.

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 https://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 artificial intelligence ("AI") ecosystems and other industries. Hyperscale Data's other wholly owned subsidiary, Ault Capital Group, Inc. ("ACG"), is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact.

Hyperscale Data currently expects the divestiture of ACG (the "Divestiture") to occur in the first quarter of 2026. 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, social gaming platform, equipment rental services, defense/aerospace, industrial, automotive, medical/biopharma and hotel operations. In addition, ACG is actively engaged in private credit and structured finance through 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 shareholders 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 www.hyperscaledata.com.

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SOURCE Hyperscale Data Inc.

FAQ

What is the Hyperscale Data (GPUS) special dividend announced for October 2025?

Hyperscale Data will distribute 20,000,000 Class B common shares to Eligible Capital Stock holders, with record date Oct 6, 2025 and planned payment Oct 31, 2025.

How many Class B shares will each GPUS shareholder receive under the Distribution?

The current Payment Ratio is approximately 0.0877268 Class B share per Eligible Capital Stock share, subject to change before the record date.

Do the GPUS Class B shares carry different voting rights or convertibility?

Yes. Each Class B share carries 10 times the voting power of a Class A share and is convertible one-for-one into Class A after the payment date.

Will GPUS Class B shares be tradable on the NYSE American immediately?

No. There is currently no public trading market for Class B shares; the company said it may seek listing but provided no timing assurance.

What happens to fractional Class B shares from the GPUS Distribution?

Hyperscale Data will pay holders cash in lieu of fractional Class B shares.

Could the number of Class B shares I receive from GPUS change before Oct 6, 2025?

Yes. The company anticipates additional Eligible Capital Stock issuances prior to the record date, which would reduce the Payment Ratio and the shares issuable per holder.