Ault Alliance Completes Final Distribution of TOG Securities

Rhea-AI Summary

Ault Alliance, Inc. completes the final distribution of TurnOnGreen, Inc. securities, distributing 140 million shares of common stock and warrants to purchase additional shares to its stockholders. Stockholders received approximately 0.83 shares of TurnOnGreen common stock per share of Ault Alliance common stock owned on the record date of April 15, 2024. The distribution was completed on April 29, 2024. The Company believes this distribution is a significant achievement, setting TurnOnGreen on a path to independent growth.

Positive

• Ault Alliance successfully fulfilled its commitment to distribute 140 million shares of TurnOnGreen common stock to its stockholders, representing approximately 76% of TurnOnGreen's outstanding shares.

• The Company's support for TurnOnGreen's listing on a national securities exchange reflects a commitment to the growth and independence of TurnOnGreen.

Negative

• None.

Ault Alliance Distributed an Aggregate of 140 Million Shares of Common Stock and Warrants to Purchase 140 Million Shares of Common Stock of TurnOnGreen, Inc. to its Stockholders

LAS VEGAS--(BUSINESS WIRE)-- Ault Alliance, Inc. (NYSE American: AULT), a diversified holding company, (“Ault Alliance” or the “Company”), hereby announces that it has completed the final distribution (the “Final Distribution”) of the securities of TurnOnGreen, Inc., formerly Imperalis Holding Corp. (OTC: IMHC) (“TurnOnGreen”) that it held prior to the Final Distribution. In the Final Distribution, Ault Alliance stockholders received approximately 0.83 shares of TurnOnGreen common stock and warrants to purchase approximately 0.83 shares of TurnOnGreen common stock (the “TOG Securities”) for each share of common stock of the Company that they owned on the record date of April 15, 2024. The TOG Securities in the Final Distribution were distributed on April 29, 2024.

“Given the completion of the Final Distribution, Ault Alliance has fulfilled its previously announced commitment to distribute the TOG Securities to its stockholders. The 140 million shares of TurnOnGreen common stock distributed to the Company’s stockholders represents approximately 76% of the outstanding shares of TurnOnGreen. We believe this is a significant accomplishment, setting TurnOnGreen on a path to grow independently of the Company. We will continue to support TurnOnGreen in its application to list its common stock on a national securities exchange as soon as it meets the requisite listing criteria,” said Milton “Todd” Ault III, the Company’s Executive Chairman.

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 Final Distribution was not made to any person in any jurisdiction in which the offer, solicitation or sale is unlawful. Distribution of the TOG Securities was made only by means of the applicable registration statement, the prospectus included therein and a prospectus supplement.

For more information on Ault Alliance and its subsidiaries, Ault Alliance recommends that stockholders, investors, and any other interested parties read Ault Alliance’s public filings and press releases available under the Investor Relations section at https://www.ault.com/ or available at https://www.sec.gov/.

About Ault Alliance, Inc.

Ault Alliance, 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, Ault Alliance owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including metaverse platform, oil exploration, crane services, defense/aerospace, industrial, automotive, medical/biopharma, consumer electronics, hotel operations and textiles. In addition, Ault Alliance extends credit to select entrepreneurial businesses through a licensed lending subsidiary. Ault Alliance’s headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141; www.Ault.com.

About TurnOnGreen, Inc.

TurnOnGreen 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 that TurnOnGreen serve include defense and aerospace, medical and healthcare, industrial, telecommunications, and e-Mobility. TurnOnGreen brings decades of experience to every project, working with its clients to develop leading-edge products to meet a wide range of needs. TurnOnGreen’s headquarters are located in 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 https://www.sec.gov/ and on the Company’s website at https://www.Ault.com/.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240503129969/en/

IR@Ault.com or 1-888-753-2235

Source: Ault Alliance, Inc.

FAQ

What was the record date for the Final Distribution of TOG Securities?

The record date for the Final Distribution was April 15, 2024.

How many shares of TurnOnGreen common stock did Ault Alliance distribute to its stockholders?

Ault Alliance distributed 140 million shares of TurnOnGreen common stock.

When was the Final Distribution of TOG Securities completed?

The Final Distribution was completed on April 29, 2024.

What percentage of TurnOnGreen's outstanding shares were distributed to Ault Alliance stockholders?

Approximately 76% of TurnOnGreen's outstanding shares were distributed to Ault Alliance stockholders.

Where can stockholders and investors find more information about Ault Alliance and its subsidiaries?

Stockholders, investors, and interested parties can find more information on Ault Alliance and its subsidiaries in the Investor Relations section at https://www.ault.com/ or https://www.sec.gov/.