This press release constitutes a “specified press release” for the purposes of the Company's amended and restated prospectus supplement dated November 18, 2025 to the short form base prospectus dated May 15, 2025.
MIAMI, Nov. 18, 2025 (GLOBE NEWSWIRE) — Digi Power X Inc. (“Digital Power X” or “Company(Nasdaq: DGXX / TSXV: DGX), an innovative energy infrastructure company, announces the filing of an amended and restated prospectus supplement dated November 18, 2025 (“A&R prospectus supplement“), amending and restating the prospectus supplement dated May 30, 2025 (“May complement“), to the Company's existing US$250 million base shelf prospectus dated May 15, 2025 (“Basic shelf prospectand, together with the A&R Prospectus Supplement, “A&R prospectus“).
As described in the Company's press release dated May 30, 2025, the Company previously entered into a market purchase agreement (“ATM Agreement“) dated May 30, 2025 with AGP/Alliance Global Partners (“Agent“), in accordance with which the Company has developed a program for placing shares “on the market” (“ATM Equity Program“). Pursuant to the ATM Equity Program, upon filing of the A&R Prospectus, the Company may, in its sole discretion and from time to time during the term of the ATM Agreement, sell through the Agent such number of subordinated voting shares of the Company (“SV shares“) with a total offer price of up to 200 million US dollars. Sales of SV shares, if any, under the ATM Equity Plan are expected to be made in transactions that are considered “market distributions” as defined in National Instrument 44-102. Distribution by shelvesas sales made directly on the Nasdaq Capital Market or other stock trading market in the United States at the market price prevailing at the time of each sale. SV Shares will not be offered or traded under the ATM Equity program on the TSX Venture Exchange or any other trading market in Canada. The ATM Equity Program may be terminated by either party at any time.
The Company intends to use the net proceeds from the ATM Equity Program, if any, primarily for general corporate purposes, including funding ongoing operations and/or working capital needs, completing construction of the Company's data center, repaying outstanding indebtedness from time to time and completing potential acquisitions to expand its mining capacity and build out its planned artificial intelligence and high-performance computing network.
Because SV Shares will be distributed at trading prices prevailing at the time of sale, prices may vary between purchasers during the distribution period. The volume and timing of sales, if any, will be determined at the sole discretion of the Company's management and in accordance with the terms of the ATM Agreement. To date, the Company has distributed 20,078,450 SV Shares for gross proceeds of approximately $76,486,562 million pursuant to the ATM Agreement through the May Supplement.
The offering and sale of SV shares under the ATM Equity Program will be made by means of a prospectus A&R and a U.S. registration statement on Form F-10 (“Application for registration“), which includes the Base Offshore Prospectus. The registration statement has been declared effective by the U.S. Securities and Exchange Commission (“”SEC“) On May 20, 2025, the A&R prospectus was filed with the relevant provincial regulatory authorities in Canada and with the SEC. The A&R prospectus is available on the SEDAR+ website maintained by the Canadian Securities Administrators at www.sedarplus.ca and is available on the SEC's EDGAR website at www.sec.gov/EDGAR.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States or in any jurisdiction where the offer, sale or solicitation would be unlawful. The SV shares referred to in this press release may not be offered or sold in the United States absent registration or an applicable exemption from registration.
ABOUT Digital Power X
Digi Power X is an innovative energy infrastructure company that develops Tier III certified modular AI data centers and drives the expansion of sustainable energy assets.
For more information contact:
Michel Amar, CEO
Digi Power X Inc.
www.digipowerx.com
Investor Relations
T: 888-474-9222
E-mail: [email protected]
Carefully Statement
Trading in the Company's securities should be considered highly speculative. No stock exchange, securities commission or other normative power has approved or rejected That information contained Here. None That TLC Risk Exchange neither him Regulation Services Supplier (How What term is definite V That policy from That TLC Risk Exchange) accepts responsibility For adequacy or accuracy of this release.
Visionary Statements
Except for statements of historical fact, this press release contains “forward-looking information” and “forward-looking statements.” (together, “visionary information”) What are based on on expectations, assessments And forecasts How V That date of this press release and are subject to safe harbor provisions under the securities laws of Canada and the United States. Forward-looking information in this press release includes information about the Company's expectations regarding potential continued improvements in the profitability and efficiency of all of the Company's operations, including as a result of the Company's expansion efforts, the potential for the Company's long-term growth and clean energy strategy, and business goals And goals from That Company. Factors What could cause valid results To differ financially from those described in such forward-looking information include, but are not limited to: delivery of equipment and implementation of systems may not occur within the timeframes expected by the Company or at all; future capital requirements and uncertainty regarding additional financing; equity dilution resulting from share issues; risks associated with the strategy of maintaining and increasing Bitcoin reserves and influence from depreciation Bitcoin prices on working capital; effects on Bitcoin prices How A result from That majority recent Bitcoin splitting in half; development additional features and installation infrastructure for can expand operations No be completed on expected time frame To company, or V All; ability to gain access additional power from That local power network and realize the potential of a clean energy strategy on economic terms or at all; A decline V cryptocurrency prices, volume from deal activity or generally, That profitability from cryptocurrency mining; further improvements To profitability and efficiency Maybe No be accomplished; development from additional facilities To expand operations Maybe No be completed on That the timing expected by the Company; ability to access additional power from the local power grid; Rising natural gas prices could have a negative impact influence That profitability from That companies power plant; That digital currency market; That companies ability To successfully mine digital data currency on cloud; company maybe not be able to profitable to liquidate your current digital currency inventory or in general; a decrease in digital currency prices could have a material negative impact on the Company’s operations; volatility of digital currency prices; and other related risks, as set forth in more detail in the Company's Annual Information Form and other disclosures in the Company's filings at: www.sedarplus.ca And www.SEC.gov/EDGAR. Forward-Looking Information V this news release reflects That current expectations, assumptions and/or beliefs from That Company based on on information currently available to the Company. In connection with the forward-looking information contained in this press release, the Company has did assumptions oh, among other things, That current profitability V mining cryptocurrency (including pricing And volume from current transaction activity); profitable use from That companies resources going forward; That companies ability To profitable liquidate his digital currency inventory How necessary; historical prices from digital currencies And That ability from That Company To my digital currencies in the cloud will correspond to historical prices; ability to maintain reliable and cost-effective energy sources to run your cryptocurrency mining resources; That negative influence from normative changes V That energy modes V That jurisdiction V which That The company is operating; and there will be no regulations or laws that would prevent the Company from conducting its business. The Company also assumes that no material events occur outside the normal course of business of the Company. Although the Company believes that the assumptions embodied in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and, accordingly, undue reliance should not be placed on such information due to the inherent uncertainties. The Company undertakes no obligation to revise or update any forward-looking information except as required by applicable law.
