Hyperscale Data, Inc. (GPUS) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Stockholders of BitNile Holdings, Inc. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Ken Cragun, Chief Financial Officer of BitNile Holdings, Inc. Mr. Cragun, the floor is yours.

Thank you. Good morning, ladies and gentlemen. I'm Ken Cragun, the Chief Financial Officer of BitNile Holdings, Inc. It's now 9 a.m., and I call to order this annual meeting. I will act as Chairman of this meeting, and I would like to take this opportunity to welcome you to our annual meeting. David Katzoff will act as Secretary of the meeting and has been appointed to act as Inspector of Election. The meeting has been called for the matters set forth in the proxy statement dated September 23, 2022. The affidavit of mailing, establishing that notice of the meeting was duly given and has been delivered to us. The affidavit of mailing is approved and will be incorporated into the minutes of this meeting. Holders of record, at the close of business on September 26, 2022, are entitled to vote at this meeting. The first order of business is to determine whether the shares represented at this meeting, either in person or by proxy, are sufficient to constitute a quorum for the purpose of transacting business. The Secretary will now report as to the presence of a quorum.

The list of stockholders shows that holders of 340,069,402 shares of our common stock and 125,000 shares of Series B convertible preferred stock are entitled to vote at this meeting. A quorum consists of a majority of the shares entitled to vote. There are present, either in person or by proxy, the holders of 179,811,559 shares of common stock and Series B convertible preferred stock or approximately 52.87% of all the shares entitled to vote at this meeting. We, therefore, have a quorum.

Thank you. I hereby declare that a quorum is present at this meeting. And that this meeting is duly convened for purposes of transacting such business as they properly come before it. Proposal #1. The first order of business is the election of 7 directors to serve until the 2023 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified. The nominees include Milton C. Ault, III; William B. Horne, Henry Nisser, Robert O. Smith, Howard Ash, Jeffrey A. Bentz and Mordechai "Modi" Rosenberg. We have been duly -- they have been nominated, and we have not received timely notice of any other nominations. I hereby declare the nominees for director duly nominated. The Board of Directors has approved and recommended that stockholders vote for this proposal. Proposal number 2 is to ratify the appointment of Marcum LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2022. The Board of Directors has unanimously approved and recommended stockholders vote for this proposal. Proposal #3 is the approval on a nonbinding advisory basis, the compensation of our named executive officers. The Board of Directors has approved and recommended that stockholders vote for this proposal. Proposal 4 is the approval of the amendment to the company's Certificate of Incorporation to increase the authorized shares of Class A common stock from 500 million to 1 million -- excuse me, to 1.250 billion. The Board of Directors has unanimously approved and recommended that stockholders vote for this proposal. Proposal 5 is the approval of the 2022 equity issuances to directors and executive officers of the company. In order to comply with the listing rules of the NYSE American, the Board of Directors has unanimously approved and recommended that stockholders vote for this proposal. Proposal 6 is the acceleration of the vesting of certain unvested stock grants made in August of 2021, to current members of our Board of Directors consisting of an aggregate of 1 million shares of common stock, in order to comply with the listing rules of the NYSE American. The Board of Directors has unanimously approved and recommended that stockholders vote for this proposal. Proposal 7 is the approval of the BitNile Holdings Inc. 2022 stock incentive plan. The Board of Directors has unanimously approved and recommended that the stockholders vote for this proposal. Proposal 8 is the approval of the adjournment of the annual meeting to a later date or time, if necessary, to permit further solicitation and vote of proxies if based upon a tabulated vote at the time of the annual meeting, they are not sufficient votes to approve any of the other proposals before the annual meeting. That concludes the presentation of the proposals set forth in the notice of the Annual Meeting of Stockholders. Will the Secretary please report the results of the voting?

The votes have been counted. The 7 nominees for election to the Board of Directors has been duly elected. Proposal 2 to ratify the appointment of Marcum LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2022, has been approved. Proposal 3 to approve, on a nonbinding advisory basis, the compensation of our named executive officers has been approved. Proposal 4, to amend the company's Certificate of Incorporation to increase the authorized shares of Class A common stock from 500 million to 1.25 billion has not been approved. Proposal 5 to approve the 2022 equity issuances to directors and executive officers of the company in order to comply with the listing rules of the NYSE American has not been approved. Proposal 6 to accelerate the vesting of certain unvested stock grants made in August of 2021 to current members of our Board of Directors consisting of an aggregate of 1 million shares of common stock in order to comply with the listing rules of NYSE American has been approved. Proposal 7, to approve the BitNile Holdings, Inc. 2022 stock incentive plan has been approved. There are no other proposals.

Thank you for attending today's meeting. The Annual Meeting of Stockholders is adjourned.

This concludes the meeting. You may now disconnect.