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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: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.
Posted In: NILE
