New Era Energy & Digital Inc. (NASDAQ: NUAI) announced an underwritten public offering of common stock shares through an effective shelf registration statement filed with the Securities and Exchange Commission.

The Midland, Texas-based company plans to use net proceeds from the offering to repay outstanding borrowings under a senior secured convertible promissory note payable to SharonAI Inc., with any remainder allocated for general corporate purposes.

The company will grant underwriters a 30-day option to purchase up to an additional 15% of the offered shares at the public offering price, minus underwriting discounts and commissions.

Northland Capital Markets serves as lead book-running manager for the offering, while Texas Capital Securities acts as book-running manager. The offering remains subject to market and other conditions, with no assurance regarding completion, timing, size or final terms.

The registration statement, filed January 23, 2026, and declared effective by the SEC on January 30, 2026, enables the proposed offering through a prospectus and prospectus supplement.

New Era Energy & Digital describes itself as a developer and operator of digital infrastructure and integrated power assets.