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Valor Energy Incorporated (VAI) 8-K Filings

VAI NASDAQ

Ticker history: AIHS became VAI (Valor Energy Incorporated) on . Earlier news and filings retain their original names and dates. View AIHS history.

Here are the 8-K filings from Valor Energy Incorporated (VAI) in our archive since June 2025, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

An 8-K covers material events a company has to report between its quarterly reports, so if you follow VAI and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full VAI filings page.

Rhea-AI Summary

Valor Energy Inc. amended its Youngstown Computing Center equity transfer agreement with Glorious Star, LLC, eliminating escrow for the $360,000 purchase-price deposit. The amendment provides for direct payment to the seller after Valor gives written confirmation that its due diligence and Initial Valuation are satisfactory. The deposit is generally non-refundable, is credited toward the $3,600,000 purchase price, and remains subject to the amendment’s refund provisions.

The remaining purchase price is payable at Closing, concurrently with the transfer of all equity interests and control, subject to satisfaction or applicable waiver of the Closing conditions. The Closing and balance-payment deadline is the 30th Business Day after the agreement’s original effective date of October 18, 2026, unless extended by written agreement. The amendment also revises termination, material-breach and payment-default provisions while preserving applicable notice and cure requirements.

Any potential acquisition of additional power capacity would be a separate transaction, subject to applicable approvals and a separate written agreement. Neither party is obligated to buy, sell or pay for that capacity, and it is not a Closing condition or a basis to modify or delay the existing purchase-price obligations or deadline unless expressly agreed in writing.

Rhea-AI Summary

Valor Energy Inc agreed to sell up to 2,145,923 common shares at $2.33 per share in a private placement. Aggregate gross proceeds would be approximately $5,000,000 if all shares are sold. The offering is subject to closing conditions and will close upon their satisfaction or waiver.

Valor Energy plans to use net proceeds for AI data center project development, working capital and general corporate purposes. The shares are offered in reliance on a Regulation D exemption; assuming the investors’ representations and warranties are accurate, registration under the Securities Act is not required for this offer and sale. Investors represented that they are accredited or sophisticated investors and are acquiring the shares for their own accounts for investment purposes.

Rhea-AI Summary

Valor Energy Inc. agreed to acquire 100% of Glorious Star LLC for an aggregate purchase price of $3,600,000, subject to closing conditions. Glorious Star holds interests in a completed and energized computing-center project in Youngstown, Ohio, including approximately 30,888 square feet of warehouse space and rights to a 23kV electricity connection with 18 MVA of site-level apparent power capacity; that figure does not necessarily equal usable IT load. The land-use contract is valid through December 31, 2030, with renewal under its terms.

Valor must place a refundable $360,000 deposit within five business days after the agreement’s effective date; at closing, it will be applied to the price, with the stated remaining payment of $3,240,000. Valor also must reimburse the seller $30,000 for prepaid rent. The agreement provides for 30 business days of due diligence and a closing deadline no later than the 30th business day after the effective date, unless extended in writing. Closing depends on conditions including Valor’s written acceptance of due diligence results. After closing, Valor plans to pursue conversion of the project for artificial-intelligence and high-performance-computing workloads; that work requires additional design, construction, equipment and permitting.

Rhea-AI Summary

Valor Energy Inc. (VAI) issued warrants to investors on October 19, 2026, to purchase up to 4,510,000 shares of restricted common stock, following stockholder approval and satisfaction or waiver of all other closing conditions. A June 25, 2026 financing issued 10,000,000 common shares and warrants to purchase 40,000,000 shares; Valor received approximately $10.23 million in net proceeds.

As of June 30, 2026, Valor reported a $35,344,336 stockholders’ deficit. The approximately $41.90 million fair value of the June 2026 Warrants, recorded as derivative liabilities, was the principal cause. An amendment increased authorized common shares from 50,000,000 to 500,000,000, effective August 6, 2026, enabling reclassification of the June warrants from derivative liabilities to stockholders’ equity. The reclassification was noncash and did not reverse prior gains or losses. Valor believes it has regained compliance with Nasdaq’s $2,500,000 minimum stockholders’ equity requirement. Nasdaq will continue monitoring; if Valor fails to evidence compliance upon filing its Form 10-Q for the period ended September 30, 2026, it may be subject to delisting.