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Soluna (NASDAQ: SLNH) secures $53M wind farm to power 300 MW AI campus

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Soluna Holdings, Inc. has closed the acquisition of the 150 MW Briscoe Wind Farm in West Texas for a total purchase price of $53.0 million, funded with cash and debt. The deal is expected to be immediately accretive, with projected Year-One Adjusted EBITDA of $6 million to $11 million and annualized revenue of $20.0 million to $24.4 million.

By acquiring the wind farm that powers Project Dorothy, Soluna achieves full vertical integration, owning the power, land, and compute for its green data center campus. This positions the company to advance Dorothy 3, a planned renewable-powered AI campus on 300 new acres with potential capacity of up to 300 MW+.

The company highlights a broader development pipeline exceeding 4.3 GW, including the recently energized 83 MW Project Kati 1 and the planned 300+ MW Project Kati 2 AI campus in partnership with Metrobloks, reinforcing its focus on renewable-powered high-performance computing and generative AI workloads.

Positive

  • Transformative vertical integration of Project Dorothy: Acquisition of the 150 MW Briscoe Wind Farm for $53.0 million gives Soluna control of both renewable power and data center infrastructure, supporting a more durable cost structure for AI and high-performance computing workloads.
  • Projected immediate financial accretion: Management estimates Year-One Adjusted EBITDA of $6–$11 million and annualized revenue of $20.0–$24.4 million from the acquired wind farm, indicating a meaningful new cash-flow source.
  • Significant AI campus expansion potential: With power secured, Soluna plans Dorothy 3, a renewable-powered AI campus with potential capacity of up to 300 MW+ on 300 new acres, enhancing long-term growth prospects.

Negative

  • None.

Insights

$53M wind acquisition vertically integrates Soluna’s flagship AI campus.

Soluna is purchasing the 150 MW Briscoe Wind Farm for $53.0 million, financed with cash and $12 of debt from Generate Capital. Management projects Year-One Adjusted EBITDA of $6 million–$11 million and annualized revenue of $20.0 million–$24.4 million, suggesting meaningful cash generation from the asset.

Owning the wind farm fully aligns power generation with Project Dorothy’s data center load, shifting Soluna from an energy consumer to an energy producer. This vertical integration can stabilize energy availability and pricing for its compute operations, which is critical for AI and high-performance workloads that require reliable, low-cost power.

The acquisition underpins plans for Dorothy 3, a renewable-powered AI campus with potential capacity of up to 300 MW+ on 300 acres adjacent to existing facilities. Combined with a development pipeline above 4.3 GW, including Project Kati 1 and Kati 2, the transaction signals a step-change in scale. Actual results will depend on power market conditions and successful build-out of the planned capacity.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Purchase Price $53.0 million Total purchase price for 150 MW Briscoe Wind Farm
Year-One Adjusted EBITDA $6–$11 million Projected Year-One Adjusted EBITDA from Briscoe Wind Farm
Annualized Revenue $20.0–$24.4 million Projected annualized revenue from Briscoe Wind Farm
Briscoe Capacity 150 MW Nameplate capacity of Briscoe Wind Farm in West Texas
Dorothy 3 Planned Capacity up to 300 MW+ Potential capacity of planned Dorothy 3 AI campus
Debt Financing Component $12 debt Debt provided by Generate Capital as part of financing structure
Development Pipeline over 4.3 GW Total capacity across Soluna’s development pipeline
Project Kati 1 Capacity 83 MW Recently energized Project Kati 1
Adjusted EBITDA financial
"projected Year-One Adjusted EBITDA of $6 million to $11 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
vertical integration financial
"Strategic Outcome | Full Vertical Integration — Soluna now owns the power, land, and compute"
Vertical integration occurs when a company controls multiple stages of its production or supply chain, such as making its own products and also distributing or selling them. This can help the company reduce costs and increase control over quality and delivery. For investors, it often signals a company’s effort to become more self-sufficient and competitive in its industry.
Project Dorothy financial
"With this acquisition, Soluna achieves full vertical integration for Project Dorothy"
generative AI technical
"being designed to serve high-performance computing and generative AI workloads"
Generative AI is a type of computer technology that can create new content, like text, images, or music, on its own. It’s important because it can produce realistic and useful material quickly, which could change how we create art, write stories, or even develop new products. Think of it as a smart robot that can invent and produce things almost like a human.
non-GAAP financial measure financial
"Projected Year-One Adjusted EBITDA is a non-GAAP financial measure"
A non-GAAP financial measure is a way companies present their financial results that excludes certain expenses or income to show how they believe their core business is performing. It matters because it can give a clearer picture of how the company is really doing, but it can also be used to make results look better than they actually are.
development pipeline financial
"The Company’s development pipeline exceeds 4.3 GW across multiple sites"
A development pipeline is the collection of products, drugs, or projects a company is actively creating, shown by the stage each one is in from early research to final approval or launch. For investors it acts like a roadmap of future revenue potential and risk—similar to a restaurant’s planned menu items at different stages of testing—because items farther along are likelier to generate sales while earlier-stage projects carry more uncertainty and longer timelines.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

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

 

Date of Report (Date of earliest event reported): April 2, 2026

 

SOLUNA HOLDINGS, INC.

(Exact name of Registrant as Specified in Its Charter)

 

Nevada   001-40261   14-1462255

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

325 Washington Avenue Extension    
Albany, New York   12205
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (516) 216-9257

 

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:

 

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))

 

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   SLNH   The Nasdaq Stock Market LLC
9.0% Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share   SLNHP   The Nasdaq Stock Market LLC

 

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. ☐

 

 

 

 
 

 

Item 7.01 Regulation FD Disclosure.

 

On April 2, 2026, Soluna Holdings, Inc. issued a press release announcing that it has closed the acquisition of the 150 MW Briscoe Wind Farm in West Texas for a total funded cost of $53.0 million. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

The information in Item 7.01 and in Exhibit 99.1 will not be treated as “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or into another filing under the Exchange Act, unless that filing expressly incorporates this information by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

EXHIBIT INDEX

 

Exhibit No.   Description
     
99.1   Press Release, dated April 2, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SOLUNA HOLDINGS, INC.
     
Date: April 2, 2026 By: /s/ Michael Picchi
    Michael Picchi
    Chief Financial Officer
    (principal financial officer)

 

 

 

Exhibit 99.1

 

 

Soluna Closes $53M Briscoe Wind Farm Acquisition; Achieves Vertical Integration

 

$6–$11M Year-One Projected EBITDA | 300 MW AI Campus Expansion at Project Dorothy

 

ALBANY, NY, April 2, 2026 — Soluna Holdings, Inc. (“Soluna” or the “Company”) (NASDAQ: SLNH), a developer of green data centers that converts renewable energy into computing power, today announced that it has closed the acquisition of the 150 MW Briscoe Wind Farm in West Texas for a total purchase price of $53.0 million. The transaction was financed through cash on the balance sheet and debt.

 

The acquisition is expected to be immediately accretive, with projected Year-One Adjusted EBITDA of $6 million to $11 million and annualized revenue of $20 million to $24.4 million. With this acquisition, Soluna achieves full vertical integration for Project Dorothy, owning both the renewable energy source and the data center infrastructure it powers. The closing positions the Company to unlock development of Project Dorothy 3, a planned renewable-powered AI campus expansion on 300 new acres adjacent to the existing site with potential capacity of up to 300 MW+.

 

TRANSACTION HIGHLIGHTS
Asset Acquired 150 MW Briscoe Wind Farm, West Texas (GE Vernova Turbines, ERCOT Interconnection)
Purchase Price $53.0 Million
Financing Structure $12.5M Debt (Generate Capital) + Cash (balance sheet)
Year-One Adj. EBITDA $6 Million – $11 Million
Annualized Revenue $20.0 Million – $24.4 Million
Strategic Outcome Full Vertical Integration — Soluna now owns the power, land, and compute at Project Dorothy
Growth Catalyst Dorothy 3: potential 300 MW+ Renewable-Powered AI Campus on 300 New Acres Adjacent to Dorothy 1 & 2

 

 

 

 

Immediate Financial Accretion

 

The acquisition is expected to provide immediate and significant cash flow. For the first twelve months of ownership, the wind farm is projected to have an earnings power of between $6 million and $11 million in Adjusted EBITDA, depending on prevailing power market conditions. Annualized revenue contribution is projected at $20.0 million to $24.4 million.

 

“This closing is a transformative step in Soluna’s evolution,” said John Belizaire, CEO of Soluna.

 

“Energy sovereignty is the key durable moat in the AI infrastructure race. By owning the Briscoe Wind Farm, we have secured the cornerstone infrastructure needed to build an AI campus with up to 300 MW of capacity. This acquisition delivers on our founding vision: building a utility-scale digital infrastructure company powered by its own renewable energy,” Belizaire continued.

 

Vertical Integration: From Energy Consumer to Energy Producer

 

Energy availability remains the primary constraint in scaling AI and high-performance computing infrastructure. By acquiring the dedicated wind-generation asset behind Project Dorothy, Soluna secures long-term energy certainty, eliminates reliance on third-party power purchase agreements (PPAs), and creates a durable cost advantage.

 

Dorothy 3: 300 MW Renewable-Powered AI Campus

 

With full ownership of the power source secured, Soluna expects to advance development of Dorothy 3 on a new 300-acre land parcel adjacent to Dorothy 1 and Dorothy 2. Dorothy 3 is planned as a renewable-powered AI compute campus with potential capacity of up to 300 MW, and is being designed to serve high-performance computing and generative AI workloads. The 300MW expansion is expected to result from continued development of grid interconnection expansion and onsite generation.

 

Asset Overview

 

Attribute Detail
Capacity 150 MW
Turbine Technology GE Vernova 1.85-87 Turbines
Grid Connection ERCOT substation and grid interconnection
Transaction Structure 100% of the equity interests of the wind farm operating entity
Location West Texas, co-located with the Project Dorothy campus

 

 

 

 

Generate Capital (“Generate”) continues to support Soluna in connection with this acquisition. Their participation underscores institutional confidence in Soluna’s vertically integrated strategy and long-term growth trajectory.

 

Following this milestone, Soluna expects to continue pursuing opportunities to vertically integrate additional project sites where appropriate. The Company’s development pipeline exceeds 4.3 GW across multiple sites, including the recently energized 83 MW Project Kati 1, the 300+ MW Project Kati 2 AI campus in its joint venture with Metrobloks, and additional greenfield opportunities.

 

Soluna was advised by Norton Rose Fulbright (legal), Lowenstein Sandler LLP (legal), O’Melveny & Myers LLP (energy regulatory), Leo Berwick (financial and tax due diligence), Leidos (power market analysis), IMA (insurance), Verdonck Partners (financial advisory), Jed Brawley (strategic consulting), CAMS eSPARC, LLC (environmental), and DNV GL (technical and engineering). Generate was advised by Vinson & Elkins LLP.

 

Soluna expects to file a Current Report on Form 8 K with the Securities and Exchange Commission that will contain a more complete description of the terms of the acquisition and the related agreements. The summary information in this press release is qualified in its entirety by the full text of such agreements, which will be filed as exhibits to the Form 8 K.

 

For more information on the acquisition, including an investor presentation and FAQ, visit Soluna’s Investor Center at www.solunacomputing.com/investors. More on Project Dorothy and Soluna’s data center projects is available at www.solunacomputing.com.

 

Safe Harbor Statement by Soluna

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include all statements, other than statements of historical fact, regarding our current views and assumptions with respect to future events regarding our business, our expectations with respect to the anticipated development of Project Dorothy 3, the expected financial contribution of the Briscoe Wind Farm acquisition, including projected Year-One Adjusted EBITDA and annualized revenue, the expected opportunities to vertically integrate additional project sites, and other statements that are predictive in nature. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” and similar statements. Soluna may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“SEC”), in its annual report to shareholders, in press releases and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Forward-looking statements involve inherent risks and uncertainties, further information regarding which is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Soluna undertakes no duty or obligation to update such information, except as required under applicable law.

 

 

 

 

Non-GAAP Measures

 

In addition to figures prepared in accordance with generally accepted accounting principles (“GAAP”), Soluna from time to time may present alternative non-GAAP performance measures, e.g., EBITDA, adjusted EBITDA, adjusted net profit/loss, adjusted earnings per share, free cash flow, both on a company basis and on a project-level basis, among others. EBITDA is defined as earnings before interest, taxes, and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for stock-based compensation costs, provision for credit losses, loss on sale of fixed assets and credit on equipment deposit, provision for credit losses, impairment on fixed assets, fair value adjustment loss (gain), fair value on placement agent warrants financing fee, and loss (gain) on debt extinguishment and revaluation, net. Projected Year-One Adjusted EBITDA is a non-GAAP financial measure; however, Soluna cannot predict with certainty the magnitude or scope of certain items that would be included in the most directly comparable GAAP measure for the relevant future periods, and such items may be significant. Due to these uncertainties, Soluna cannot provide a quantitative reconciliation of projected Year-One Adjusted EBITDA to the most directly comparable GAAP financial measure without unreasonable effort. The impact of differences in projected Year-One Adjusted EBITDA and annualized revenue contributions from those estimates provided in this press release could have a material impact on the business’s overall operating results. Project-level measures may not take into account a full allocation of corporate expenses. These measures should be considered in addition to, but not as a substitute for, the information prepared in accordance with GAAP. Alternative performance measures are not subject to GAAP or any other generally accepted accounting principles. Other companies may define these terms differently. See our annual report on Form 10-K for the year ended December 31, 2024, for an explanation of how management uses these measures in evaluating its operations. Investors should review the non-GAAP reconciliation included in the Company’s periodic filings with the SEC and should not rely on any single financial measure to evaluate the Company’s business.

 

About Soluna Holdings, Inc. (Nasdaq: SLNH)

 

Soluna is on a mission to make renewable energy a global superpower, using computing as a catalyst. The Company designs, develops, and operates digital infrastructure that transforms surplus renewable energy into global computing resources. Soluna’s pioneering data centers are strategically co-located with wind, solar, or hydroelectric power plants to support high-performance computing applications, including Bitcoin Mining, Generative AI, and other compute-intensive applications. Soluna’s proprietary software MaestroOS™ helps energize a greener grid while delivering cost-effective and sustainable computing solutions and superior returns. To learn more, visit solunacomputing.com and follow us on:

 

LinkedIn: https://www.linkedin.com/company/solunaholdings/

 

X (formerly Twitter): x.com/solunaholdings

 

YouTube: youtube.com/c/solunacomputing

 

Newsletter: bit.ly/solunasubscribe

 

Resource Center: solunacomputing.com/resources

 

Soluna regularly posts important information on its website and encourages investors and prospective investors to consult the Soluna investor relations and investor resources sections regularly.

 

Contact

 

Public Relations

West of Fairfax for Soluna

Soluna@westof.co

 

 

 

 

FAQ

What transaction did Soluna Holdings (SLNH) announce regarding the Briscoe Wind Farm?

Soluna closed the acquisition of the 150 MW Briscoe Wind Farm in West Texas for a total purchase price of $53.0 million. The deal gives Soluna ownership of the power asset that supports its Project Dorothy green data center campus.

How is the Briscoe Wind Farm acquisition expected to impact Soluna’s earnings?

The acquisition is expected to be immediately accretive, with projected Year-One Adjusted EBITDA of $6 million to $11 million. Management also projects annualized revenue contribution between $20.0 million and $24.4 million from the wind farm during the first year of ownership.

How does the Briscoe Wind Farm purchase change Soluna’s Project Dorothy strategy?

By acquiring Briscoe, Soluna achieves full vertical integration at Project Dorothy, owning the power, land, and compute. This shift from energy consumer to producer is intended to secure long-term energy certainty and support scaling AI and high-performance computing infrastructure.

What is Soluna’s planned Dorothy 3 AI campus and its potential capacity?

Dorothy 3 is planned as a renewable-powered AI compute campus on a new 300-acre parcel adjacent to Dorothy 1 and 2. It is being designed with potential capacity of up to 300 MW+, targeting high-performance computing and generative AI workloads.

How does this acquisition fit into Soluna Holdings’ overall project pipeline?

The Briscoe acquisition supports a broader development pipeline exceeding 4.3 GW across multiple sites. This pipeline includes the recently energized 83 MW Project Kati 1 and the planned 300+ MW Project Kati 2 AI campus developed through a joint venture with Metrobloks.

Who financed the Briscoe Wind Farm acquisition and what is the structure?

The transaction was financed through cash on Soluna’s balance sheet and debt. A transaction highlights table specifies a financing structure of $12 of debt from Generate Capital plus balance-sheet cash, alongside the total purchase price of $53.0 million.

Filing Exhibits & Attachments

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