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Olenox Industries Completes Acquisition of CS Digital Ventures, Launching a Vertically Integrated, Gas-Powered Platform for Energy-Intensive Data Centers and Next-Generation Compute
Olenox Industries Completes Acquisition of CS Digital Ventures, Launching a Vertically Integrated, Gas-Powered Platform for Energy-Intensive Data Centers and Next-Generation Compute
About this update from Olenox Industries Inc.
[{"type":"text","content":"Closing of the transaction establishes a U.S.-based, gas-powered, off-grid digital infrastructure platform targeting power costs below $0.02 per kWh for energy-intensive data center, AI and high-density compute workloads CONROE, TX / ACCESS Newswire / May 28, 2026 / Olenox Industries Inc. (NASDAQ:OLOX) (\"Olenox\" or the \"Company\"), a vertically integrated U.S. energy company, today announced the closing of its acquisition of 100% of the membership interests of CS Digital Ventures, LLC (\"CS Digital\"), an energy-intensive data center and digital infrastructure company co-founded by industry pioneer Bernardo Schucman. With the closing of the transaction, the combined company launches a differentiated, energy-led digital infrastructure platform purpose-built to convert low-cost natural gas into compute at the point of generation.Transaction OverviewUnder the terms of the definitive agreement, the Company acquired 100% of the membership interests of CS Digital for total upfront consideration of US$30 million, consisting of (i) US$14 million in newly issued Series D Preferred Stock of Olenox, with a par value of $1.00 per share and a stated value of $100.00 per share, and (ii) US$16 million in the form of an unsecured promissory note issued by Olenox to the equityholders of CS Digital (the \"Seller Note\").As additional consideration, the equityholders of CS Digital also received warrants to acquire an aggregate of 1,500,000 shares of Olenox common stock, comprised of three equal tranches of 500,000 shares each with exercise prices of $5.00, $7.00 and $9.00 per share, respectively (collectively, the \"Warrants\").The equityholders of CS Digital are also entitled to receive up to an additional US$20 million in additional Series D Preferred Stock, upon the achievement of two pre-agreed milestones tied to cumulative revenue and cumulative Adjusted EBITDA of CS Digital following the closing.In accordance with applicable Nasdaq listing requirements, the Series D Preferred Stock and the Warrants are not convertible or exercisable into Olenox common stock prior to receipt of stockholder approval, which the Company intends to seek following the closing.The transaction was unanimously approved by the boards of directors of both companies and satisfied all customary closing conditions.Strategic Rationale: Energy at the Point of GenerationT...