BitNile to Distribute Approximately 7 Million Shares of Giga-tronics to Its Stockholders

By: BitNile Holdings, Inc. via Business Wire

November 09, 2022 at 06:30 AM EST

BitNile Holdings, Inc. (NYSE American: NILE), a diversified holding company (“BitNile” or the “Company”), announced that its subsidiary Giga-tronics Incorporated (“GIGA”), a publicly-traded holding company currently delivering solutions tailored and selected to enable mission-critical applications for customers in defense, aerospace, medical, and transportation sectors, intends to complete a distribution of approximately 7 million shares of GIGA’s common stock beneficially owned by BitNile (the “GIGA Shares”) as a dividend payable to the stockholders of BitNile common stock.

The distribution of the 7 million GIGA Shares will occur as soon as practicable after GIGA has obtained the requisite regulatory approvals therefor, and in compliance with US federal securities laws. BitNile anticipates that, upon completion of the distribution, the BitNile shareholders as of the record date to be in conjunction with the distribution, will be able to sell the GIGA Shares from time to time in either public or privately negotiated transactions.

On September 8, 2022, the Company announced the closing of a Share Exchange Agreement with BitNile, GIGA and Gresham Worldwide, Inc. (“Gresham”), providing for GIGA’s reverse acquisition of Gresham from BitNile. The transaction combined GIGA, a producer of sophisticated RADAR and electronic threat emulation systems and radio frequency filters, with Gresham, a global provider of proprietary, purpose-built electronic solutions to militaries and leading defense companies around the world in the areas of RF devices, power electronics, displays, automated test and missile launch. The companies expect the transaction to generate synergies that will enable them to significantly enhance their position in the rapidly growing market for electronic countermeasures and RF solutions; driven by a heightened global awareness of the importance of electromagnetic spectrum superiority. Combined, the companies have over 500 total customers, including more than 40 tier-1 defense industry prime contractors and 20 global defense ministry programs.

On September 9, 2022, the Company announced its intention to spin off its holdings in its various subsidiaries, including GIGA.

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.

About BitNile Holdings, Inc.

BitNile Holdings, 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, BitNile owns and operates a data center at which it mines Bitcoin and provides mission-critical products that support a diverse range of industries, including oil exploration, defense/aerospace, industrial, automotive, medical/biopharma, karaoke audio equipment, hotel operations and textiles. In addition, BitNile extends credit to select entrepreneurial businesses through a licensed lending subsidiary. BitNile’s headquarters are located at 11411 Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141; www.BitNile.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 www.sec.gov and on the Company’s website at www.BitNile.com.