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ChronoScale, Microsoft plan 50MW AI compute buildout

ChronoScale Holdings Corporation (CHRN) reported that it has entered into a strategic AI infrastructure partnership with Microsoft for a planned 50-megawatt (MW) AI compute deployment in North America.

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

ChronoScale Holdings Corporation (CHRN) reported that it has entered into a strategic AI infrastructure partnership with Microsoft for a planned 50-megawatt (MW) AI compute deployment in North America. The deployment is expected to use NVIDIA GB300 NVL72 systems with advanced liquid-cooling, high-performance networking, storage, and purpose-built data center infrastructure to support large-scale AI training and inference workloads.

The company also disclosed that the term of its previously announced strategic partnership with Microsoft has been extended from two years to three years, reflecting a longer planned collaboration around this AI compute deployment. ChronoScale positions its platform as an accelerated compute environment purpose-built for demanding AI workloads and emphasizes that numerous risks and uncertainties, including integration of its recently completed business combination, capital access, and cloud compute industry growth, could affect actual outcomes versus current expectations.

Positive

  • None.

Negative

  • None.

Filing Explained

The planned Microsoft deployment is announced through furnished, not filed, disclosure; March 31 cash equaled 169.3 days of the last reported operating cash use.

The August 27 Form 8-K records an agreed extension of the Microsoft partnership to three years for a 50-megawatt deployment that remains planned, and Item 7.01 furnishes the announcement rather than filing it.

The filing states that the Item 7.01 text and Exhibit 99.1 are not deemed filed or incorporated by reference into registration statements or other SEC filings, so this disclosure does not itself establish deployment completion or create a registration effect.

As of March 31, 2026, the latest supplied quarterly record shows $3.993 million in cash and equivalents and $2.123 million of operating cash outflow for the quarter.

At that reported rate, the cash balance equals 169.3 days of the last reported operating cash use.

That is a historical liquidity comparison, not a disclosed funding amount or completion measure for the planned deployment.

A future 8-K or quarterly report stating deployment progress and associated funding would resolve the remaining implementation-state and financing uncertainty.

Sources and calculations
  • Available liquidity against the last reported quarterly operating outflow, in days at that rate $3,993,000 / ($2,123,000 / 90) = 169.3 days
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
AI compute deployment size 50 megawatt (MW) AI compute deployment Planned deployment in North America with Microsoft
Partnership term Three years Strategic partnership term with Microsoft extended from two to three years
Common Stock par value $0.001 per share CHRN common stock listed on the Nasdaq Capital Market
Trading symbol CHRN ChronoScale common stock on Nasdaq Capital Market
Event date August 27, 2026 Date of earliest event reported and press release date
Regulation FD regulatory
"Item 7.01 Regulation FD Disclosure. On August 27, 2026, ChronoScale Holdings"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.
forward-looking statements regulatory
"Statements in this Press Release about future expectations, plans, and prospects"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
AI compute deployment technical
"plans with Microsoft for a 50-megawatt (MW) AI compute deployment in North America"
accelerated compute platform technical
"an accelerated compute platform purpose-built to support demanding artificial intelligence"
liquid-cooling infrastructure technical
"NVIDIA GB300 NVL72 systems and advanced liquid-cooling infrastructure designed"
Nasdaq Capital Market financial
"Common Stock, par value $0.001 per share | | CHRN | | Nasdaq Capital Market"
The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

FAQ

What AI partnership did CHRN announce with Microsoft?

ChronoScale (CHRN) announced a strategic partnership with Microsoft for a planned 50-megawatt (MW) AI compute deployment in North America, integrating NVIDIA GB300 NVL72 systems, liquid cooling, and high-performance networking to support advanced AI training and inference workloads.

How large is the planned AI compute deployment for CHRN?

ChronoScale plans a 50-megawatt (MW) AI compute deployment in North America. The deployment is designed around NVIDIA GB300 NVL72 systems, advanced liquid-cooling, and high-bandwidth networking to support high-density, next-generation accelerated AI computing.

How long is ChronoScale’s strategic partnership term with Microsoft?

ChronoScale stated that the term of its strategic partnership with Microsoft has been extended from two years to three years, providing a longer planned period to support the 50 MW AI compute deployment and related infrastructure initiatives.

What AI hardware will CHRN use in the Microsoft deployment?

The planned deployment will feature NVIDIA GB300 NVL72 systems, combined with liquid cooling, high-performance networking, storage, software, and purpose-built data center infrastructure to meet the thermal and operational requirements of next-generation NVIDIA accelerated computing clusters.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
false 0001549084 0001549084 2026-08-27 2026-08-27 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

August 27, 2026

(Date of earliest event reported)

 

CHRONOSCALE HOLDINGS CORPORATION

(Exact name of registrant as specified in its charter)

 

Nevada   001-37854   42-3357005
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

2440 Sand Hill Road,

Suite 400

Menlo Park, CA

  94025
(Address of principal executive offices)   (Zip Code)

 

214-427-1704

Registrant’s telephone number, including area code

 

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   CHRN   Nasdaq Capital Market

 

 

 

 

 

 

Item 7.01 Regulation FD Disclosure.

 

On August 27, 2026, ChronoScale Holdings Corporation, a Nevada corporation (the “Company”) issued a press release announcing its previously disclosed strategic partnership with Microsoft Corporation (“Microsoft”) for a planned 50-megawatt (MW) AI compute deployment (the “Deployment”).

 

A copy of the press release announcing the partnership is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information contained in this Item 7.01, including the related information set forth in Exhibit 99.1 is being “furnished” and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise. The information in this Item 7.01 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.

 

Item 8.01 Other Events.

 

The Company previously disclosed it entered into a two-year strategic partnership with Microsoft to support the Deployment. The Company and Microsoft have agreed to extend the term from two years to three years.

 

Cautionary Note Regarding Forward-Looking Statements

 

Statements in this Current Report on Form 8-K about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, (i) statements regarding the Company, its plans and objectives and anticipated future economic performance; (ii) statements about the cloud compute industry; (iii) statements regarding the Company’s ability to expand capacity and meet accelerating demand; (iv) statements regarding the planned partnership, deployment, performance, reliability, and scalability of the infrastructure described herein; and (v) statements of assumptions underlying other statements and statements about the Company or its business. You are cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events and thus are inherently subject to uncertainty. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the Company’s expectations. These risks, uncertainties, and other factors include limitations on the Company’s ability to attract and retain key personnel, including executive officers and Board members of the Company; customer concentration, and an inability to renew existing customer agreements; the success of the Company’s risk management activities, including any failure by the Company to implement and maintain effective internal controls; litigation, including the potential litigation concerning the recently completed business combination; cash flow and access to capital; conditions in the debt and equity capital markets; slower than anticipated growth in the cloud compute industry; uncertainties related to market conditions, and other factors discussed in the “Risk Factors” section of the Company’s Annual Report on Form 10-K filed with the SEC on February 23, 2026, as amended on April 10, 2026, subsequently filed Quarterly Reports on Form 10-Q, the definitive Information Statement on Schedule 14C filed with the SEC on April 3, 2026, and the risks described in other filings that the Company may make from time to time with the SEC. Any forward-looking statements contained in this Current Report are being made only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
99.1   Press release, dated August 27, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

   CHRONOSCALE HOLDINGS CORPORATION
     
Dated: August 27, 2026By:/s/ Jerome Wong
   Name:Jerome Wong
   Title:Chief Financial Officer

 

 

 

 

Exhibit 99.1

 

 

ChronoScale Announces AI Infrastructure Partnership with Microsoft

for 50 MW AI Compute Deployment in North America

 

Menlo Park, CA — August 27, 2026 — ChronoScale Corporation (NASDAQ: CHRN), (“ChronoScale” or the “Company”), an accelerated compute platform purpose-built to support demanding artificial intelligence workloads, today announced plans with Microsoft for a 50-megawatt (MW) AI compute deployment in North America. The deployment will feature NVIDIA GB300 NVL72 systems and advanced liquid-cooling infrastructure designed for high-density AI workloads.

 

The project brings together ChronoScale’s experience developing and operating purpose-built AI infrastructure with Microsoft’s global cloud and AI capabilities. It is designed to support the power, cooling, networking, storage, and operational requirements of next-generation accelerated computing.

 

“Microsoft is helping define the next era of AI, and we are proud to partner with them on the infrastructure required to support that transformation,” said Cenly Chen, Chief Executive Officer of ChronoScale. “This planned 50 MW deployment reflects our focus on building AI infrastructure for the density and scale of accelerated computing. By combining NVIDIA GB300 NVL72 systems, liquid cooling, and our full-stack infrastructure capabilities, we intend to deliver production-ready AI compute with the performance, reliability, and scalability our customers require.”

 

The North America deployment will integrate NVIDIA GB300 NVL72 systems with liquid cooling, high-performance networking, storage, software, and purpose-built data center infrastructure. The integrated design is intended to manage the thermal and operational requirements of next-generation NVIDIA accelerated computing clusters while supporting advanced AI training and inference workloads.

 

“The next generation of AI clouds must operate as full-stack AI factories, delivering more intelligence from every watt and lower token costs over the life of the infrastructure,” said Raj Mirpuri, Vice President of Global AI Clouds and Infrastructure Ecosystem at NVIDIA. “ChronoScale’s deployment of NVIDIA GB300 NVL72 systems will provide the performance, efficiency and flexibility developers and enterprises need to train and deploy frontier and open-source AI at scale.”

 

As AI models increase in size and complexity, the infrastructure supporting them must accommodate greater power density, advanced cooling technologies, high-bandwidth networking, and tightly integrated operations. ChronoScale’s full-stack platform brings together compute, networking, storage, software, and purpose-built data center infrastructure to deploy and operate accelerated computing capacity at scale.

 

###

 

 

 

 

About ChronoScale

 

ChronoScale (Nasdaq: CHRN) is an accelerated compute platform purpose-built to support demanding artificial intelligence workloads. Focused on large-scale deployments, the platform delivers dedicated compute environments optimized for performance, consistency, and long-term operational execution, with the ability to scale capacity alongside accelerating AI demand.

 

Forward-Looking Statements

 

Statements in this Press Release about future expectations, plans, and prospects, as well as any other statements regarding matters that are not historical facts, may constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, (i) statements regarding the Company, its plans and objectives and anticipated future economic performance; (ii) statements about the cloud compute industry; (iii) statements regarding the Company’s ability to expand capacity and meet accelerating demand; (iv) statements regarding the planned partnership, deployment, performance, reliability, and scalability of the infrastructure described herein; and (v) statements of assumptions underlying other statements and statements about the Company or its business. You are cautioned not to rely on these forward-looking statements. These statements are based on current expectations of future events and thus are inherently subject to uncertainty. If underlying assumptions prove inaccurate or known or unknown risks or uncertainties materialize, actual results could vary materially from the Company’s expectations. These risks, uncertainties, and other factors include: difficulties and delays in integrating the combined business resulting from the recently consummated business combination; the possibility that the anticipated benefits of the business combination are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies; limitations on the Company’s ability to attract and retain key personnel, including executive officers and Board members of the Company; customer concentration, and an inability to renew existing customer agreements; the success of the Company’s risk management activities, including any failure by the Company to implement and maintain effective internal controls; litigation, including the potential litigation concerning the business combination; cash flow and access to capital; conditions in the debt and equity capital markets; slower than anticipated growth in the cloud compute industry; uncertainties related to market conditions, and other factors discussed in the “Risk Factors” section of the Company’s Annual Report on Form 10-K filed with the SEC on February 23, 2026, as amended on April 10, 2026, subsequently filed Quarterly Reports on Form 10-Q, the definitive Information Statement on Schedule 14C filed with the SEC on April 3, 2026, and the risks described in other filings that the Company may make from time to time with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and the Company specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required by applicable law.

 

Investor Relations & Media Contacts

Matt Glover or Ralf Esper

Gateway Group, Inc.

(949) 574-3860

CHRN@gateway-grp.com

 

 

 

Filing Exhibits & Attachments

5 documents