New Era Energy & Digital, Inc. Terminates EPFA and Withdraws Preliminary Proxy Statement

New Era Energy & Digital, Inc. (Nasdaq: NUAI) (“New Era,” or the “Company”), a developer and operator of next-generation digital infrastructure and integrated power assets, today announced that it has delivered a notice of termination with respect to the Company’s equity purchase facility agreement “EPFA.” The EPFA termination will be effective on October 24^th 2025. The Company determined that it is sufficiently capitalized at present and does not expect to sell any additional shares under the EPFA.

Additionally, the Company has submitted a written request to the SEC to withdraw the preliminary proxy statement with respect to a special meeting of Company stockholders, that was filed with the SEC on September 19, 2025.

The Company has requested the withdrawal of the preliminary proxy statement because:

• The Company no longer seeks to increase its authorized shares from 250MM to 3B; and
• The Company no longer plans to issue additional shares under the EPFA; and
• Management is no longer considering one or more reverse stock splits of the Company’s Common Stock.

E. Will Gray II, the Chief Executive Officer of New Era, stated: “We are thankful for the EPFA investor providing a source of financing via an equity line of credit in connection with our deSPAC business combination, that resulted in New Era being publicly held and its securities listed on the Nasdaq Stock Market. As a Company we are well positioned and look forward to delivering on the next phase of our Texas based project and delivering behind-the-meter power.”

About New Era Energy & Digital, Inc.
New Era Energy & Digital, Inc. (Nasdaq: NUAI) is a developer and operator of next-generation digital infrastructure and integrated power assets. With a growing portfolio of strategically located, vertically integrated resources including powered land and powered shells, the Company delivers turnkey solutions that enable hyperscale, enterprise, and edge operators to accelerate data center deployment, optimize total cost of ownership, and future-proof its infrastructure investments. For more information, visit: www.newerainfra.ai, and follow New Era Energy & Digital on LinkedIn and X.