$DPW Authorizes Pursuit of Initial Public Offering for its DPW Technology Group

Company Affirms Value Creation Strategy for 2019

NEWPORT BEACH, Calif., Dec. 18, 2018  — DPW Holdings, Inc. (NYSE American: DPW), a diversified holding company (“DPW” or the “Company”), announced today that its Board of Directors has authorized the officers of DPW to pursue a separate listing and initial public offering of its DPW Technology Group, which will include the Company’s Defense and Aerospace businesses as well as the Electronics and Power Solutions businesses. The Company anticipates completing the initial public offering in the first half of 2019 and expects that DPW will remain a majority shareholder of the new entity after the offering has been completed.

In November 2018, the Company announced the planned simplification of its organizational structure, including the formation of the DPW Technology Group, which is on track for completion by the end of 2018. The proposed initial public offering would enable investors to directly invest in DPW Technology Group which will include Coolisys Technologies, Inc., Microphase Corporation, Enertec Systems 2001 Ltd, Digital Power Limited, and Power-Plus Technical Distributors, LLC. Management believes that this divestiture and subsequent investment will facilitate execution of the Company’s existing $71 million backlog and fuel future growth. DPW Technology Group intends to hire a Chief Executive Officer to provide leadership during the IPO and to develop and execute future growth strategies.

This announcement is consistent with the Company’s stated holding company strategy, which includes strategic growth, acquisition and disposition of assets and will enable DPW to fund growth opportunities for the benefit of its stockholders. The result will be that DPW maintains ownership benefits while providing the opportunity for the businesses to grow, raise capital and create value as separately listed entities.

CEO and Chairman, Milton “Todd” Ault, III said, “Our strategy is to create opportunities for investors to hold equity in more focused, streamlined entities. The technology and defense businesses have generated a significant backlog, and we believe the capital from an IPO will accelerate revenue growth and, ultimately, add value to our stockholders. This announcement follows recent news regarding our pursuit of a spin-off of, or other transaction involving, Super Crypto Mining, Inc. and we look forward to enhancing value for both companies as they enter their next phase of growth.”

DPW’s primary investor/lender has agreed to provide purchase order financing up to $700,000 which shall be secured by a guarantee of Ault & Company, Inc. (“Ault”). Mr. Ault is the Chairman and Chief Executive Officer of Ault and also its majority shareholder. The proceeds from the purchase order financing, if received, shall be used to deliver on the backlog of products in DPW’s defense business. The financing will not be convertible into shares of DPW’s common stock and will carry an annual interest rate of approximately 10%. The parties are in the process of negotiating definitive documents; however, no assurance can be given that the parties will reach agreement.

For more information, DPW recommends that stockholders, investors and any other interested parties read the Company’s public filings and press releases available under the Investor Relations section at http://www.DPWHoldings.com or available at www.sec.gov.

About DPW Holdings, Inc.

DPW Holdings, Inc. is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly owned subsidiaries and strategic investments, the Company provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, telecommunications, medical, crypto-mining, and textiles. In addition, the company owns a select portfolio of commercial hospitality properties and extends credit to select entrepreneurial businesses through a licensed lending subsidiary. DPW Holdings, Inc.’s headquarters is located at 201 Shipyard Way, Suite E, Newport Beach, CA 92663; www.DPWHoldings.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.com and on the Company’s website at www.DPWHoldings.com.

Contacts:

Mary Magnani and Kirsten Chapman, LHA Investor Relations, 415.433.3777, dpwholdings@lhai.com