Jet.AI and Consensus Core Complete Second Milestone of Canadian Hyperscale Data Center Project

Rhea-AI Summary

Jet.AI (Nasdaq: JTAI) and Consensus Core completed the second milestone for Midwestern and Maritime Canadian hyperscale data center projects on Nov 7, 2025.

Key facts: Jet.AI contributed $1.7M, the joint venture assumed $1.8M of unsecured debt and interest from Consensus Core, Consensus Core contributed 100% equity of the Midwestern Project, and a Letter of Intent was executed to acquire 350 acres adjacent to existing Midwestern property (vs. previously anticipated 100 acres). Jet.AI completed the Maritime site inspection. Next milestone focuses on securing power supply and transmission approvals; expected proceeds from a closing would largely repay assumed debt.

Positive

• $1.7M cash contribution by Jet.AI
• Consensus Core contributed 100% equity of Midwestern Project
• Letter of intent to acquire 350 acres adjacent to Midwestern site
• Joint venture assumed $1.8M debt to consolidate ownership

Negative

• Joint venture assumed $1.8M unsecured debt and accrued interest
• Third milestone requires confirmed power supply and transmission approvals

Insights

Infrastructure finance analyst

Joint‑venture advances: property equity transferred, liens cleared, cash injected, and Nov. 07, 2025 milestone reached.

The transaction mechanics show tangible project de‑risking: Jet.AI contributed $1.7 million, mortgage liens on existing acreage were released, and Consensus Core contributed 100% of the Midwestern Project equity to the joint venture while the JV assumed $1.8 million of unsecured debt and accrued interest. The partners also executed a letter of intent to acquire substantially more land (350 acres versus the prior ~100 acres) and completed a Maritime site inspection, which together move site control and permitting readiness forward.

Key dependencies and risks remain clearly stated and limited to items in the release: formal power approvals and transmission studies for the Midwest and a power supply letter of intent for the Maritime project. The next milestone requires a Transmission Power Load Study filing and utility confirmation of turbine gas supply in the Midwest, and a power procurement LOI for the Maritime project; Jet.AI plans a further $2,000,000 contribution at that time. Monitor completion of those technical filings and the timing of cash contributions because the press release says the majority of proceeds from a successful closing are expected to repay the assumed $1.8 million debt.

LAS VEGAS, Nov. 07, 2025 (GLOBE NEWSWIRE) -- Jet.AI Inc. ("Jet.AI" or the "Company") (Nasdaq: JTAI) and Consensus Core Technologies Inc. ("Consensus Core"), a leader in high-performance GPU infrastructure and AI cloud services, today announced that the second milestone has been substantially completed for their hyperscale data center campus in Midwestern Canada (the “Midwestern Project”) and Maritime Canada (the “Maritime Project”), respectively.

The completed second milestone includes the following:

• Contribution of $1.7 million by Jet.AI to the joint venture
• Release of mortgage liens of the existing acreage owned by the Midwestern Project
• Execution of a Letter of Intent to acquire 350 acres of property adjacent to the existing property owned by the Midwestern Project (a significantly larger amount of acreage than the previously anticipated 100 acres)
• Contribution of 100% of equity interest of the Midwestern Project by Consensus Core to the joint venture
• Completion of the Maritime site inspection by Jet.AI
  

Founder and Executive Chairman Mike Winston commented: “The energy and natural resources we need are already present in abundance at our sites, and the next milestone (#3) is about turning that advantage into action. We’re making sure we don’t just have places to build data centers, but also the energy commitments to make them run. Overall, we’re encouraged by the progress and believe the odds of success for both projects have now moved in our favor. Consensus Core CEO Wayne Lloyd is the kind of partner you look forward to hearing from: smart, dependable, and able to turn plans into progress.”

In connection with the completion of the second milestone, the joint venture assumed $1.8 million in unsecured debt and accrued interest from Consensus Core, related to the existing acreage owned by the Midwestern Project. The cost of achieving the third milestone is expected to be relatively modest, so the majority of proceeds from a successful closing are expected to be used to repay the assumed debt and accrued interest at that time.

The next (third) milestone for the Midwestern and Maritime Projects are as follows:

	Midwest Milestones		Maritime Milestones		Contribution Amount by Jet.AI
	The submission by Convergence Compute of a Transmission Power Load Study application with respect to the Midwest data center project. Confirmation from natural gas utility or other supplier or reseller that they are willing to supply sufficient flow to operate up to the six proposed turbines.		The contribution by Consensus Core as set forth in the Contribution Agreement.   Execution of a letter of intent by Convergence Compute with a power producer to acquire power from their proposed wind farm for use by the Maritime data center project (the “Wind Power Project”).		$	2,000,000

About Jet.AI

Founded in 2018 and is based in Las Vegas, NV, Jet.AI currently operates in two segments, Software and Aviation, and is transitioning to a pure-play AI data center company. Leveraging a leadership team with deep expertise in data center development and AI-driven technologies, Jet.AI intends to build a scalable, high-performance infrastructure to support the increasing computational demands of artificial intelligence. Our suite of AI-powered tools stems from our origin as an aviation company, and leverages natural language processing technologies to enhance efficiency, optimize operations, and streamline the private jet booking experience.

Forward-Looking Statements

This press release contains certain statements that may be deemed to be "forward-looking statements" within the meaning of the federal securities laws, including the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, with respect to the products and services offered by Jet.AI and the markets in which it operates, and Jet.AI's projected future results. Statements that are not historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements relate to future events or our future performance or future financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about our Company, our industry, our beliefs and our assumptions. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions or the negative of these terms or other similar expressions, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties that could cause the actual results to differ materially from the expected results. As a result, caution must be exercised in relying on forward-looking statements, which speak only as of the date they were made. Factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found in the Company's most recent Annual Report on Form 10-K and subsequent reports filed with the Securities and Exchange Commission, and those set forth in the Risk Factors section of AI Infrastructure Acquisition Corp.’s registration statement and related prospectus filed in connection with its offering with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Readers are cautioned not to put undue reliance on forward-looking statements, and Jet.AI assumes no obligation and does not intend to update or revise these forward-looking statements, whether because of new information, future events, or otherwise, except as provided by law.

Jet.AI Investor Relations:
Gateway Group, Inc.
949-574-3860
Jet.AI@gateway-grp.com

FAQ

What did Jet.AI (JTAI) announce on November 7, 2025 about its Canadian data center projects?

Jet.AI and Consensus Core completed the second milestone: Jet.AI contributed $1.7M, the JV assumed $1.8M debt, Consensus Core contributed 100% equity of the Midwestern Project, and a LOI was signed to acquire 350 acres.

How much acreage will Jet.AI's Midwestern project add after the November 7, 2025 LOI?

The LOI covers 350 acres adjacent to existing Midwestern property, larger than the prior 100-acre expectation.

What is the financial impact to Jet.AI (JTAI) from the second milestone completion on November 7, 2025?

Jet.AI contributed $1.7M in cash and the JV assumed $1.8M of unsecured debt and accrued interest related to the Midwestern acreage.

What must Jet.AI (JTAI) and partners achieve for the third milestone on the Midwestern project?

They must secure a Transmission Power Load Study submission and confirmation of sufficient natural gas flow to operate up to six proposed turbines.

Will proceeds from a future closing be used to pay debt for Jet.AI's (JTAI) projects?

Yes; the release says the majority of proceeds from a successful closing are expected to repay the assumed debt and accrued interest.