New ERA Energy & Digital, Inc. (NUAI): debt financing — New Era acquires remaining 50% of TCDC for $70M; partners with Primary Digital to co-develop 1+ GW campus

New ERA Energy & Digital, Inc.

Closed acquisition of SharonAI's 50% interest in Texas Critical Data Centers for $70M: $10M cash, $10M equity, $50M convertible note.
Convertible note carries 10% interest, matures June 30, 2026; conversion price floored at 20% of $4.33 closing price.
Waiver with ATW AI Infrastructure reduces warrant exercise price to $2.00 and opens up to $60M in convertible preferred stock negotiations.
Partners with Primary Digital Infrastructure to co-develop a 1+ gigawatt hyperscale data center campus in Ector County, Texas.
Expects to sign a hyperscale anchor tenant in line with previous guidance; project shifts from planning to execution.

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Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

New ERA Energy & Digital, Inc. incurred senior notes of $50 million with SharonAI, Inc. at 10% per annum maturing June 30, 2026.

Instrument: senior notes
Principal: $50 million
Counterparty: SharonAI, Inc.
Rate: 10% per annum
Maturity: June 30, 2026
Event: incurrence

Exact text from the filing

(a) $10 million is payable in cash, (b) $10 million is payable in equity securities to be issued in connection with the Company’s next equity financing transaction, and (c) $50 million is payable in the form of a senior secured convertible promissory note (the “ Convertible Note ”) (described further below). The entirety of the acquisition consideration is

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

New ERA Energy & Digital, Inc. entered into Purchase Agreement with SharonAI, Inc. (effective 2026-01-16).

Action: entry
Agreement: asset purchase
Counterparty: SharonAI, Inc.
Effective: 2026-01-16

Exact text from the filing

On January 16, 2026, New Era Energy & Digital, Inc. (the “ Company ”) completed its previously announced acquisition of SharonAI, Inc.’s (“ SharonAI ”) equity interests in Texas Critical Data Centers LLC (“ TCDC ”) pursuant to the Membership Interest Purchase Agreement, dated as of January 16, 2026, by and between the Company and SharonAI (the “ Purchase Agreement ” and the transactions contemplated thereby, the “ Transaction ”).

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114 debt financings filed in the last 30 days. Browse all debt financings →

New ERA Energy & Digital, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-26-005330

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