8-K - New Era Energy & Digital, Inc. | StockGist

Current Report Details

Event Type

Asset Acquisition+5 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

Entry into a Material Definitive Agreement. Purchase Agreement On January 16, 2026, New Era Energy & Digital, Inc. (the “ Company ”) completed its previously an

Material Agreement

$70.0M$10.0M$10.0M$50.0M

Source Document

2.01

. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under I

Asset Acquisition

2.03

. Item 3.02 Unregistered Sales of Equity Securities. The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference i

Financing

3.02

. The securities of the Company were or will be issued upon an exemption from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended

Securities Issuance

7.01

and the attached Exhibit 99.1 and Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or oth

Regulation Fd

9.01

Financial Statements and Exhibits. The Company will file any required financial statements and pro forma financial information related to the Transaction by ame

Exhibits Only

Source Document

Exhibits (6)

10.1

CONSENT AND WAIVER, DATED JANUARY 16, 2026, BY AND BETWEEN THE COMPANY AND THE INVESTOR

2.1

MEMBERSHIP INTEREST PURCHASE AGREEMENT, DATED JANUARY 16, 2026, BY AND BETWEEN THE COMPANY AND SHARONAI

4.1

SENIOR SECURED CONVERTIBLE PROMISSORY NOTE, DATED JANUARY 16, 2026

8-K

CURRENT REPORT

99.1

PRESS RELEASE OF THE COMPANY, DATED JANUARY 16, 2026

99.2

PRESS RELEASE OF THE COMPANY, DATED JANUARY 16, 2026