New ERA Energy & Digital Files ATM Offering Agreement for up to $100M

What Happened

• On September 24, 2026, New ERA Energy & Digital, Inc. (NASDAQ: NUAI) announced an At-The-Market (ATM) Issuance Sales Agreement with Mizuho Securities USA, B. Riley, Northland, TCBI (Texas Capital Securities), BTIG and Roth Capital Partners to sell up to $100 million of common stock from time to time. The shares will be issued under the company’s shelf registration on Form S-3 (File No. 333-292892), declared effective January 30, 2026, and a prospectus supplement dated September 24, 2026 was filed in connection with the offering.
• The company also disclosed in the prospectus supplement that it is negotiating with multiple potential tenants (including one described as one of the world’s largest consumers of AI infrastructure) for its flagship project and warned that a recent Texas pause on data center permits (directed September 21, 2026) tied to an ERCOT audit could delay permits and affect project timelines.

Key Details

• ATM program size: up to $100 million of common stock.
• Placement agents: Mizuho Securities USA LLC, B. Riley Securities, Northland Securities, TCBI Securities (Texas Capital), BTIG, LLC and Roth Capital Partners, LLC; commission up to 3.5% of gross proceeds.
• Registration: shares issued under shelf registration S-3 (No. 333-292892), SEC effective date January 30, 2026; Prospectus Supplement filed September 24, 2026.
• Regulatory risk: Texas Governor directed a pause on data-center permits on September 21, 2026 pending an ERCOT audit, which may delay needed permits (e.g., air permits) for the company’s projects.

Why It Matters

• The ATM gives New ERA a flexible way to raise capital quickly if needed, but any sales would dilute existing shareholders; the company is not obligated to sell shares and the agents are not required to sell any amount.
• Commissions and issuance costs (plus potential future sales) may affect net proceeds; the company said proceeds would be used for general corporate purposes, including capex, working capital or refinancing debt.
• The disclosed Texas permitting pause is a concrete regulatory risk that could delay development timelines and affect operations or financial results if permits for projects like TCDC are postponed. Investors should watch for any actual offerings under the ATM and updates on tenant agreements and permit outcomes.