Atlantic HPC Adds 29 MW of Contracted Power via Valley Oasis Acquisition

Updates

1. Sep 30, 7:32 AM ET · SEC 8-K — Atlantic completed its acquisition of 100% of Valley Oasis Development LLC on September 23, 2026, adding 29 MW of contracted power in Dyersburg, Tennessee.

   • Acquisition Details — Atlantic acquired 100% of Valley Oasis Development LLC membership interests from Tarleton LLC under a September 17, 2026 agreement for $2 million payable in U.S. dollars and USDT stablecoin, with no escrow, holdback, or post-closing adjustment, seller liability capped at $150,000, and interests acquired on an as-is basis.
   • Power Contracts — Valley Oasis holds two Commercial and/or Industrial Power Contracts with Dyersburg Electric System, each dated September 3, 2026, for 14.5 MW.
   • Capacity and Phases — Approximately 14.5 MW can be served on existing utility infrastructure after Atlantic funds construction; the remaining 14.5 MW requires transformer upgrades at Atlantic's sole cost, subject to utility approval, with phases termed Phase I (14.5 MW) and Phase II (to 29 MW) energization.
   • Site and Lease
     • Valley Oasis holds a one-acre land lease at 1 Bekaert Drive, Dyersburg, Tennessee.
     • The acquisition location is substation-adjacent with heavy-industrial zoning.
     • Landlord consent to change of control was obtained on September 22, 2026.
     • Atlantic guaranteed Valley Oasis's lease obligations arising after closing.
     • Site lease expires in March 2036 without an option to extend.
     • The Dyersburg, Tennessee site has no adjacent residential use.
     • The site is approximately 100 feet from a utility-owned substation.
     • The land lease is in Dyersburg (Dyer County), Tennessee.
   • Utility and Infrastructure
     • Power is served by Dyersburg Electric System, a TVA local power company.
     • Service options include firm and interruptible industrial rate schedules.
     • Interconnection includes 69 kV / 161 kV lines adjacent and 13.2 kV primary service.
     • Fiber is available to the site, scalable to 100 Gbps.
     • Grid mix is 33% nuclear, 24% natural gas, 15% coal, 8% hydro, 20% purchased power.
     • Utility aid-to-construction is estimated at approximately US$3.9 million, unpaid, subject to escalation, and excludes deposits and fees.
     • The utility will not begin procurement or construction scheduling for aid-to-construction until received.
     • Utility-approved capacity definition: capacity under executed agreements, not meaning utility approved delivery or energization.
   • Development Status
     • Atlantic’s total utility-approved capacity is 127 MW across seven sites.
     • Of the 127 MW, 76 MW is under development and 51 MW is in operation.
     • No permits or development approvals for construction or operation have been obtained.
     • Timing of energization is not assured.
     • Specific development sites: 5 MW Alledonia Phase 1, 21 MW Alledonia Phase 2/3, 14 MW Piggott, 7 MW McAlester, 29 MW Dyersburg.
     • Atlantic is negotiating for approximately 10 adjacent acres for full build-out.
     • Terms for the approximately 10 adjacent acres are indicative, under negotiation, and not binding.
     • Atlantic's development platform includes 50 MW of aggregated "Under Development" capacity.
   • Location — Valley Oasis is a Tennessee limited liability company based in Dyersburg, Tennessee, located approximately 86 miles from Memphis, Tennessee.
   • Announcement — Aperture AC and Atlantic HPC Group Inc issued a press release on September 30, 2026, announcing the Tennessee Acquisition.
   All 43 details

   • Valley Oasis is a Dyersburg, Tennessee-based entity.
   • Valley Oasis holds two power contracts with Dyersburg Electric System.
   • Valley Oasis holds a one-acre land lease at 1 Bekaert Drive, Dyersburg, Tennessee.
   • The acquisition location is substation-adjacent with heavy-industrial zoning.
   • Power is served by Dyersburg Electric System, a TVA local power company.
   • Service options include firm and interruptible industrial rate schedules.
   • Atlantic’s total utility-approved capacity is 127 MW across seven sites.
   • Of the 127 MW, 76 MW is under development and 51 MW is in operation.
   • The two power contracts are each dated September 3, 2026, for 14.5 MW.
   • Approximately 14.5 MW can be served on existing utility infrastructure after Atlantic funds construction.
   • The remaining 14.5 MW requires transformer upgrades.
   • Atlantic acquired membership interests from Tarleton LLC under a September 17, 2026 agreement.
   • The $2 million purchase price is payable in U.S. dollars and USDT stablecoin.
   • The deal has no escrow, holdback, or post-closing adjustment.
   • Seller liability is capped at $150,000.
   • Landlord consent to change of control was obtained on September 22, 2026.
   • Atlantic guaranteed Valley Oasis's lease obligations arising after closing.
   • Interconnection includes 69 kV / 161 kV lines adjacent and 13.2 kV primary service.
   • Fiber is available to the site, scalable to 100 Gbps.
   • Grid mix is 33% nuclear, 24% natural gas, 15% coal, 8% hydro, 20% purchased power.
   • Utility aid-to-construction is estimated at approximately US$3.9 million, unpaid, subject to escalation, and excludes deposits and fees.
   • No permits or development approvals for construction or operation have been obtained.
   • Timing of energization is not assured.
   • Site lease expires in March 2036 without an option to extend.
   • Specific development sites: 5 MW Alledonia Phase 1, 21 MW Alledonia Phase 2/3, 14 MW Piggott, 7 MW McAlester, 29 MW Dyersburg.
   • Atlantic is negotiating for approximately 10 adjacent acres for full build-out.
   • Valley Oasis is located approximately 86 miles from Memphis, Tennessee.
   • Remaining 14.5 MW capacity requires transformer upgrades at Atlantic’s sole cost, subject to utility approval.
   • Membership interests in Valley Oasis were acquired on an as-is basis.
   • Terms for the approximately 10 adjacent acres are indicative, under negotiation, and not binding.
   • The utility will not begin procurement or construction scheduling for aid-to-construction until received.
   • Utility-approved capacity definition: capacity under executed agreements, not meaning utility approved delivery or energization.
   • Aperture AC and Atlantic HPC Group Inc issued a press release on September 30, 2026, announcing the Tennessee Acquisition.
   • The Dyersburg, Tennessee site has no adjacent residential use.
   • Atlantic acquired 100% of Valley Oasis Development LLC membership interests.
   • The site is approximately 100 feet from a utility-owned substation.
   • Valley Oasis Development LLC is a Tennessee limited liability company.
   • The acquisition was under a Membership Interest Purchase Agreement.
   • The land lease is in Dyersburg (Dyer County), Tennessee.
   • Valley Oasis holds two Commercial and/or Industrial Power Contracts.
   • Capacity stages are termed Phase I (14.5 MW) and Phase II (to 29 MW) energization.
   • Remaining 14.5 MW requires replacement or upgrade of utility substation equipment.
   • Atlantic's development platform includes 50 MW of aggregated "Under Development" capacity.