Digi Power X Announces Closing of $15 Million Registered Direct Offering of Common Stock

Rhea-AI Summary

Digi Power X (NASDAQ: DGXX) has successfully closed a $15 million registered direct offering of common stock, pricing 4,807,693 shares at $3.12 per share. The offering was made to a single new fundamental institutional investor, highlighting growing interest in DGXX's AI infrastructure strategy.

Following the offering, DGXX's cash position has strengthened to over $30 million with zero long-term debt. The proceeds will fund the expansion of NeoCloud Tier 3 AI infrastructure, accelerate ARMS 200 pods manufacturing, and support strategic joint ventures. Titan Partners Group served as the sole placement agent, receiving a 7% commission and 240,385 purchase warrants exercisable at $3.588 per share.

Positive

• Strengthened balance sheet with over $30 million in cash position
• Zero long-term debt maintained post-offering
• Strategic investment from a new fundamental institutional investor validates business model
• Proceeds will support expansion of AI infrastructure and manufacturing capabilities

Negative

• 7% cash commission and warrants to placement agent creates additional costs
• Equity dilution for existing shareholders
• Warrants could lead to future dilution if exercised

Insights

Capital Markets Analyst

DGXX secures $15M from institutional investor, bolstering cash to $30M with zero debt for AI infrastructure expansion.

Digi Power X's successful $15 million registered direct offering represents a strategic capital infusion at a critical juncture. The financing was secured at $3.12 per share from a single new institutional investor—a vote of confidence in the company's AI infrastructure strategy during challenging market conditions for tech fundraising.

This capital raise strengthens DGXX's balance sheet considerably, bringing total cash reserves to over $30 million with no long-term debt—a fortress-like financial position uncommon in the high-growth AI infrastructure sector. The clean capital structure gives DGXX substantial operational flexibility without interest burden or debt covenants restricting strategic decisions.

The 7% cash commission to Titan Partners is within market standards for placements of this size. However, the 240,385 purchase warrants with a $3.588 strike price (representing a 15% premium to the offering price) and lengthy exercise term (5-year window starting January 2026) create potential future dilution worth monitoring.

Most significant is the specific allocation of proceeds toward NVIDIA B200/B300-powered infrastructure deployment and ARMS 200 manufacturing—suggesting DGXX is positioning to capitalize on the explosive demand for specialized AI compute capacity. The mention of pursuing PPA-backed energy deployments indicates a strategic focus on securing cost-effective, potentially renewable energy sources—a critical competitive advantage in the energy-intensive AI infrastructure space.

This news release constitutes a “designated news release” for the purposes of the Company’s prospectus supplement dated May 30, 2025 to its short form base shelf prospectus dated May 15, 2025.

• The offering was to a single new fundamental institutional investor
• Cash position is now over U.S. $30 million with no debt

MIAMI, July 23, 2025 (GLOBE NEWSWIRE) -- Digi Power X Inc. (“DGXX” or the “Company”) (Nasdaq: DGXX / TSXV: DGX), a vertically integrated AI and digital infrastructure company, today announced the closing its previously announced registered direct offering of 4,807,693 shares of common stock (or pre-funded warrants in lieu thereof) at an offering price of U.S.$3.12 per share (the “Offering”), resulting in gross proceeds of approximately U.S.$15 million before deducting placement agent fees and other expenses payable by the Company. The closing of the Offering occurred on July 23, 2025.

The Offering was to a single new fundamental institutional investor, underscoring a growing interest in DGXX's scalable AI infrastructure strategy, including its proprietary ARMS 200 Tier 3 modular data center platform and NeoCloud GPU-as-a-Service infrastructure.

The completion of the Offering resulted in DGXX holding over U.S.$30 million in cash and cash equivalents, with zero long-term debt on its balance sheet.

Titan Partners Group, a division of American Capital Partners (“Titan”), acted as the sole placement agent for the offering.

Key Highlights:

• U.S.$15 million equity financing at U.S.$3.12 per share
• The offering was to a new single fundamental institutional investor
• Strengthened DGXX's balance sheet to over U.S.$30 million in cash and cash equivalents and no long-term debt
  

Expected Use of Proceeds:

• Expand deployment of NeoCloud Tier 3 AI infrastructure powered by NVIDIA B200 and B300 chips
• Accelerate manufacturing and global distribution of ARMS 200 pods
• Execute strategic joint ventures and PPA-backed energy deployments
• Support operating runway and non-dilutive financing initiatives

Titan received a cash commission representing 7% of the gross proceeds from the Offering and 240,385 purchase warrants, with each warrant exercisable for one share at a price of US$3.588 per share commencing on January 17, 2026 and expiring on July 21, 2030.

The offering is being made pursuant to an effective shelf registration statement on Form F-10 (File No. 333-286520) previously filed with the Securities and Exchange Commission (the “SEC”) on April 14, 2025, and declared effective on May 20, 2025. The prospectus supplement relating to the offering was filed with the SEC and is available on the SEC’s website at www.sec.gov. The Company also filed the prospectus supplement with the securities regulatory authorities in Canada. Copies of the prospectus supplement and the accompanying base prospectus relating to the offering may be obtained by contacting Titan Partners Group LLC, a division of American Capital Partners, LLC, 4 World Trade Center, 29th Floor, New York, NY 10007, by phone at (929) 833-1246 or by email at prospectus@titanpartnersgrp.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Digi Power X

Digi Power X (NASDAQ: DGXX / TSXV: DGX), is a vertically integrated AI and energy infrastructure company. Digi Power X designs and deploys modular Tier 3 data centers through its ARMS (AI-Ready Modular Solution) platform and offers enterprise-grade GPU compute through its NeoCloud portal, leveraging advanced NVIDIA GPU technology and secured energy infrastructure.

For further information, please contact:

Michel Amar, Chief Executive Officer
Digi Power X Inc.
www.digipowerx.com
Follow us on X: @DigipowerX
Investor Relations
T: 888-474-9222
Email: IR@digihostpower.com

Cautionary Statement
Trading in the securities of the Company should be considered highly speculative. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

Except for the statements of historical fact, this news release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) that are based on expectations, estimates and projections as at the date of this news release and are covered by safe harbors under Canadian and United States securities laws. Forward-looking information in this news release includes information about the Company’s expectations concerning the impact of the offering, potential further improvements to profitability and efficiency across the Company’s operations, including, as a result of the Company’s expansion efforts, potential for the Company’s long-term growth and clean energy strategy, and the business goals and objectives of the Company. Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to: delivery of equipment and implementation of systems may not occur on the timelines anticipated by the Company, or at all; future capital needs and uncertainty of additional financing; share dilution resulting from equity issuances; development of additional facilities and installation of infrastructure to expand operations may not be completed on the timelines anticipated by the Company, or at all; ability to access additional power from the local power grid and realize the potential of the clean energy strategy on terms which are economic or at all; further improvements to profitability and efficiency may not be realized; development of additional facilities to expand operations may not be completed on the timelines anticipated by the Company; ability to access additional power from the local power grid; an increase in natural gas prices may negatively affect the profitability of the Company’s power plant; and other related risks as more fully set out in the Company’s annual report on Form 20-F for the year ended December 31, 2024 and other documents filed or furnished by the Company on SEDAR + and on the SEC’s EDGAR website at www.sedarplus.ca and www.SEC.gov/EDGAR, respectively. The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about, among other things, the timing for, expected proceeds from and impact of the offering. The Company has also assumed that no significant events occur outside of the Company’s normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainties therein. The Company undertakes no obligation to revise or update any forward-looking information other than as required by applicable law.

FAQ

How much did Digi Power X (DGXX) raise in its July 2025 offering?

Digi Power X raised $15 million through a registered direct offering of common stock priced at $3.12 per share.

What is Digi Power X's (DGXX) current cash position after the offering?

Following the offering, Digi Power X holds over $30 million in cash and cash equivalents with zero long-term debt.

How will Digi Power X (DGXX) use the proceeds from the $15M offering?

The proceeds will be used to expand NeoCloud Tier 3 AI infrastructure, accelerate ARMS 200 pods manufacturing, execute strategic joint ventures, and support operating runway.

What compensation did Titan Partners receive for the DGXX offering?

Titan Partners received a 7% cash commission and 240,385 purchase warrants exercisable at $3.588 per share from January 17, 2026 to July 21, 2030.

How many shares did Digi Power X (DGXX) issue in the July 2025 offering?

Digi Power X issued 4,807,693 shares of common stock (or pre-funded warrants in lieu thereof) at $3.12 per share.