Ault Alliance, Inc. announced that it has entered into a note purchase agreement with two institutional investors pursuant to which the Investors agreed, severally and not jointly, to acquire, and the Company agreed to issue and sell in a registered direct offering to the Investors an aggregate of $2,000,000 principal face amount convertible promissory notes on March 11, 2024. The Notes are being sold to the Investors for a purchase price of $1,800,000. The Notes will not be issued pursuant to an indenture.

The Notes are convertible at any time after NYSE approval of the Supplemental Listing Application into shares of Class A common stock, par value $0.001 per share of the company. The Notes will accrue interest at the rate of 6% per annum, unless an event of default occurs, at which time the Notes would accrue interest at 12% per annum. The Notes will mature on June 12, 2024, provided, however, that the Company shall have the right, upon written notice to the Investors, to extend the maturity date to September 12, 2024, for which the Company shall increase the principal amount of the Notes then outstanding by 5%.

The Notes are convertible into Conversion Shares at any time after NYSE approval of the Supplemental Listing Application into shares of Common Stock at a conversion price of $0.35 per share. The Offering is expected to close on March 12, 2024.