Ault Alliance Announces Share Buyback of up to 333,333,333 Shares of Common Stock at $0.15 per Share Through Exchange Offer for New Class of Preferred Stock
Ault Alliance, Inc. (“Ault Alliance” or the “Company”) (NYSE American: AULT), announced today that it is commencing an offer (the “Offer”) to holders of Ault Alliance’s outstanding shares of Class A Common Stock (the “Common Stock”), to exchange up to 333,333,333 shares of Common Stock for up to $50,000,000 aggregate liquidation preference of its 10.00% Series H Cumulative Redeemable Perpetual Preferred Stock (“Series H Preferred Stock”), with each 200 shares of Common Stock being exchangeable in the Offer for three shares of Series H Preferred Stock having a liquidation preference of $10.00 per share of Series H Preferred Stock (an effective price of $0.15 per share of Common Stock).
If Common Stock tendered is freely tradable, the Series H Preferred Stock received in the exchange will be freely tradable. If the Common Stock tendered in the exchange is restricted, the Series H Preferred Stock will be restricted to the same degree. The Offer is being made pursuant to the terms and subject to the conditions set forth in the Offer to Exchange dated March 31, 2023, as may be amended or supplemented in accordance with the terms thereof.
Holders of Common Stock who validly tender on or prior to one minute following 11:59 P.M (12:00 midnight), New York City time, on Friday April 28, 2023 (unless extended, the “Expiration Date”), will receive for each 200 shares of Common Stock tendered, three shares of Series H Preferred Stock with a liquidation preference of $10.00 per share. The maximum number of shares of Common Stock that may be exchanged into Series H Preferred Stock in the Offer is 333,333,333. If the number of shares of Common Stock designated by all tendering holders of shares of Common Stock making valid tender exceeds 333,333,333, then all tenders will be accepted on a pro rata basis such that the aggregate liquidation preference of Series H Preferred Stock issued in exchange for Common Stock does not exceed $50,000,000.
Stockholders who hold their shares through a brokerage firm (e.g., Schwab, TD Ameritrade, Fidelity, Robinhood, etc.), should contact their brokerage firm and follow the brokerage firm’s procedures for instructing the broker to tender shares of Common Stock. Because it may take some time for the broker to process instructions, stockholders should contact their broker far enough in advance of the Expiration Date to enable the broker to timely follow the tender instructions and ensure they meet any earlier deadlines set by their broker.
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