🧾 What This Document Is

This is an 8-K filing, which a company uses to announce a major event to investors. The key update is an attached press release about a financial agreement the company just signed. Think of it as a "big news alert" from the company to the market.

🏢 What The Company Does

👉 In simple terms, Digi Power X is transitioning from an energy infrastructure company into a builder and operator of AI data centers. They are essentially repurposing their power assets to run high-performance computing (HPC) and offer GPU-as-a-Service (leasing out powerful computer chips for AI). They have major projects planned in Alabama, New York, and North Carolina.

💰 The Big Financial Move: The ATM Agreement

The "material change" is that Digi Power X has amended and restated a sales agreement with an investment bank (A.G.P./Alliance Global Partners). This agreement governs an "At-The-Market" (ATM) offering program.

• The Pot: Through this program, the company can choose to sell up to US$75 million worth of its "subordinate voting shares" (its stock) directly on the Nasdaq stock exchange.
• How it Works: They don't have to use it all, or even use it at all. They can sell shares gradually over time, at the current market price, whenever they decide they need the capital. It's a flexible funding tool.
• The Price: There's no set price; shares would be sold at the prevailing market price when they execute sales. This can vary.

👉 Why it matters: This gives the company a ready-made, flexible financial runway to fund its ambitious pivot without needing to negotiate a new financing deal each time it needs cash.

🚀 How They Plan to Use the Money

If they sell shares through this program, the net proceeds will be used for:

1. General corporate purposes and working capital.
2. Completing construction on their Tier 3 data center facilities.
3. Repaying debt from time to time.
4. Funding potential acquisitions to expand power capacity and build out their AI network.

👉 This signals their priority: Build, build, build. The money is directly tied to executing their strategic transformation into an AI infrastructure provider.

📦 The Funding Mechanics & Details

• It's U.S.-Focused: Shares will only be sold on the Nasdaq Capital Market in the United States. No sales will be made in Canada or on the Canadian exchange (Cboe Canada).
• Legal Backing: The sales are covered by a new prospectus supplement filed with the SEC on April 9, 2026, as part of a "shelf" registration statement. This means they have pre-clearance from regulators to issue these shares when needed.
• It's Voluntary: The company can terminate this agreement at any time, and so can the agent (the investment bank).

🔮 What's Next For Digi Power X

The company is laser-focused on building out its target of 400 megawatts of AI data center capacity. This ATM agreement is the financial engine to support that physical build-out. Their next steps involve construction milestones, operational scaling, and potentially making strategic acquisitions to grow faster.

⚖️ The Big Picture: Strengths & Risks

👍 Strengths: They have a clear strategic direction in a hot market (AI infrastructure), have secured a flexible funding mechanism, and have defined project targets. ⚠️ Risks: The company explicitly states trading its stock is "highly speculative." Risks include the successful execution of their ambitious tech pivot, managing construction projects, competing in the AI infrastructure space, and the potential for shareholder dilution as they sell new shares to raise capital.

🧠 The Analogy

This ATM agreement is like a company getting a flexible, revolving credit card for its construction project. Instead of borrowing a fixed lump sum, they have a $75 million credit limit they can tap whenever they need to pay contractors for building materials or labor, but they only pay (in this case, by issuing shares) when they actually use it.

🧩 Final Takeaway

Digi Power X is locking in a $75 million flexible funding lifeline to finance its high-stakes transformation from a power company into an AI data center builder. This move underscores their commitment to rapid expansion but also highlights the speculative, capital-intensive nature of their journey.