---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-26-043542"
form_type: "8-K"
ticker: "NUAI"
cik: "0002028336"
company_name: "New ERA Energy & Digital, Inc."
filed_at: "2026-04-14T23:59:59+00:00"
generated_at: "2026-05-15T06:28:05.803496+00:00"
event_type: "debt"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# New Era Energy & Digital closes $115M equity offering, draws $20M term loan, gets $5M Macquarie equity

## Summary
- Underwriters exercised option for 4,477,611 shares at ~$5 each, total equity proceeds ~$115M as of April 14, 2026.
- Drew entire $20M Tranche A-1 from Macquarie; potential future availability of additional $270M for TCDC development.
- Issued to Macquarie warrants for 400,208 shares at $5 exercise price and sold 1,000,520 shares at ~$5/share.
- Proceeds will repay SharonAI Holdings convertible note and related liens, simplifying capital structure.
- Funds support long-lead equipment procurement and site development for Texas Critical Data Centers project.

## SEC filing metadata
- accession: 0001213900-26-043542
- form_type: 8-K
- ticker: NUAI
- cik: 0002028336
- company_name: New ERA Energy & Digital, Inc.
- filed_at: 2026-04-14T23:59:59+00:00
- event_type: debt
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 3.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/2028336/000121390026043542/0001213900-26-043542-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/2028336/000121390026043542/ea0286104-8k_newera.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-26-043542
- JSON: https://secwatch.observer/filing/0001213900-26-043542.json
- Plain text: https://secwatch.observer/filing/0001213900-26-043542.txt

## Key facts
- Equity Issuances
  New ERA Energy & Digital, Inc. issued warrants to purchase 400,208 shares of warrant to Macquarie Equipment Capital Inc. for exercise price of approximately $5.00.
  - Security: warrant
  - Shares: warrants to purchase 400,208 shares
  - Purchaser: Macquarie Equipment Capital Inc.
  - Consideration: exercise price of approximately $5.00
  source text: the Company issued to the Lender warrants to purchase 400,208 shares of common stock of the Company, par value $0.0001 per share (the “Common Stock” and such warrants, the “Warrants”), with an exercise price of approximately $5.00
  evidence_url: https://www.sec.gov/Archives/edgar/data/2028336/000121390026043542/0001213900-26-043542-index.htm
- Equity Issuances
  New ERA Energy & Digital, Inc. issued 1,000,520 shares of common stock to Macquarie Equipment Capital Inc. for approximately $5.00 per share.
  - Security: common stock
  - Shares: 1,000,520 shares
  - Purchaser: Macquarie Equipment Capital Inc.
  - Consideration: approximately $5.00 per share
  source text: On April 13, 2026, the Company also sold 1,000,520 shares of the Company’s Common Stock at a price per share of approximately $5.00
  evidence_url: https://www.sec.gov/Archives/edgar/data/2028336/000121390026043542/0001213900-26-043542-index.htm
- Material Agreements
  New ERA Energy & Digital, Inc. entered into Registration Rights Agreement with Macquarie Equipment Capital Inc. (effective 2026-04-13).
  - Action: entry
  - Counterparty: Macquarie Equipment Capital Inc.
  - Effective: 2026-04-13
  source text: the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”) on April 13, 2026 with the Lender with respect to the registration of the Lender’s Securities for resale under the Securities Act of 1933, as amended.
  evidence_url: https://www.sec.gov/Archives/edgar/data/2028336/000121390026043542/0001213900-26-043542-index.htm
- Material Agreements
  New ERA Energy & Digital, Inc. entered into Term Loan Agreement with Macquarie Equipment Capital Inc. valued at $20 million Term Loan A-1 (effective 2026-04-08).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Macquarie Equipment Capital Inc.
  - Value: $20 million Term Loan A-1
  - Effective: 2026-04-08
  source text: On April 13, 2026, the Company drew down the entire $20 million Term Loan A-1 under that certain Term Loan Agreement, dated April 8, 2026 (the “Term Loan Agreement”), by and between Texas Critical Data Centers LLC
  evidence_url: https://www.sec.gov/Archives/edgar/data/2028336/000121390026043542/0001213900-26-043542-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.