NEW YORK, NY, September 22nd, 2026, NewsDirect
Site II would add approximately $391 million in base-term contracted revenue to previously announced base-term contracted revenue of $1.25 billion for Site I.
Host Digital Inc. (NYSE American: HOST) (“Host Digital” or the “Company”), a vertically integrated digital infrastructure company that develops, acquires, owns, and operates institutional-quality, RightScaled data centers for artificial intelligence (“AI”) and high-performance computing (“HPC”), began trading on Friday, September 18 on the NYSE American under the ticker symbol “HOST.”
Host Digital also announced that it has signed a Preferential Rights Agreement with its Sponsor, which provides Host Digital with a right of first offer and a right of first refusal on qualifying data center projects held by its Sponsor. Host Digital expects to acquire from the Sponsor a second data center facility, also located in northeast Oklahoma (“Site II”). The Sponsor has signed a 12-year take-or-pay lease for Site II, with a publicly traded AI cloud provider, for approximately 20 MW of gross / 16 MW of critical IT load, representing approximately $391 million in base-term rent, or approximately $819 million over a total 22-year term assuming all renewal options are exercised, which is expected to be supported by a lease backstop from an investment-grade publicly listed U.S.-based global technology company.
Any contribution of Site II remains subject to negotiation and the execution of definitive agreements, and no assurance can be given that it will occur.
TRANSACTION AND LEASE HIGHLIGHTS
- Merger completed: Host Digital completed its merger with Host Digital Infrastructure LLC on September 17, 2026. Following the Closing of the priced offering, HOST’s outstanding share count is 48,088,414, which implies a market capitalization of $384,947,754.07 as of market close on September 21, 2026.
- Trading as HOST: Shares began trading on the NYSE American under the ticker symbol “HOST” on Friday, September 18, 2026.
- Site I: With the closing of the merger, Site I is now owned by Host Digital. The fully executed 15-year, take-or-pay lease is for 55 MW gross / 43 MW of critical IT load, representing approximately $1.25 billion in base-term contracted revenue, or approximately $3.2 billion over a 30-year total term if all renewal options are exercised, and a Year 1 contracted revenue of $67 million, with delivery expected in the first quarter of 2027. The terms also include a 3.0% annual rent escalator with the tenant bearing operating expenses. The lease is expected to be supported by a lease backstop from an investment-grade publicly listed U.S.-based global technology company.
- Site II: Host Digital expects to acquire from the Sponsor a second data center facility, also located in northeast Oklahoma (“Site II”), pursuant to its rights under the Preferential Rights Agreement. The Sponsor has signed a 12-year take-or-pay lease with a publicly traded AI cloud provider for approximately 20 MW gross / 16 MW of critical IT load, representing approximately $391 million in base-term rent, or approximately $819 million over a total 22-year term assuming all renewal options are exercised, and Year 1 contracted revenue of $28.3 million. The terms also include a 2.5% annual rent escalator with the tenant bearing operating expenses. The lease is expected to be supported by a lease backstop from a different investment-grade publicly listed U.S.-based global technology company. The contribution of Site II remains subject to negotiation and the execution of definitive agreements.[1]
- Sponsor relationship: Under the Preferential Rights Agreement, Sponsor provided the Company with a 24-month exclusive right of first offer and right of first refusal on qualifying data center assets from the Sponsor’s pipeline, which includes an additional 450 MW of RightScaled data center assets with the potential ability to be delivered to tenants in 2027, as well as longer-term, “land and expand” growth from both grid and behind-the-meter expansions at existing sites, followed by the potential development of larger scale projects which may potentially be delivered to tenants in 2028 and beyond.
- Differentiated approach: Host Digital expects to target a combination of RightScaled, 20-100 MW grid-powered assets with existing or near-term electricity in place, which it expects to be able to deliver to tenants in 2026, 2027 and 2028, and which can potentially be expanded with additional utility capacity and behind-the-meter private grid generation, along with larger scale opportunities which may potentially be delivered in 2028 and beyond. This “barbell” approach aims to accelerate revenue by emphasizing speed to power, while maximizing opportunities for scale over time. The Company focuses on rapidly delivering “turnkey” facilities, which go beyond a typical powered shell to meet tenants, chipmakers and end users where they are, in what the Company considers a “sweet spot” of development cost and lease rates.
“Host Digital is entering the public markets with the three things that matter most in AI infrastructure today: access to power, contracted demand, and a model we can repeat,” said Shawn Matthews, Chairman of Host Digital. “At our initial site, we have 43 MW of critical IT load committed under a long-term lease. We now have started negotiations to acquire a second energized and leased facility. If we complete that acquisition, Host Digital expects to have approximately 59.3 MW of total contracted critical IT load and an aggregate of $1.64 billion in base-term contracted revenue across the two sites. Our listing on the New York Stock Exchange American gives us a public-markets platform to continue building that portfolio with discipline.”
“Infrastructure is ultimately constrained by how quickly operators can secure power and bring capacity online,” said Harmol Samra, Chief Executive Officer of Host Digital. “The Host Digital platform’s strategy addresses this constraint. We target acquiring sites where power is already flowing or available in the near term, then develop against long-term contracted demand, rather than building speculative capacity and hoping tenants follow. Site II is exactly the type of asset our RightScaled strategy was designed to capture: energized infrastructure, a modular design, contracted demand, and a defined path to tenant delivery.”
Host Digital’s development model centers on RightScaled sites of approximately 20 MW to 100 MW with grid power available today or in the near term, supplemented by behind-the-meter generation where appropriate, and developed against long-term contracted demand from strong or credit-enhanced counterparties. The strategy is designed to bring new capacity to market in months rather than years while avoiding many of the interconnection, permitting, and infrastructure constraints facing larger greenfield developments.
Host Digital expects to own and control the core physical infrastructure at each facility, including the real estate, power and interconnection rights, utility agreements, electrical systems, and cooling infrastructure. Tenants are expected to control their own compute infrastructure and model layers, allowing Host Digital to operate as the underlying digital infrastructure and real estate platform rather than taking technology or compute risk.
PREFERENTIAL RIGHTS AGREEMENT
In connection with the closing of the merger, Host Digital entered into a Preferential Rights Agreement with its Sponsor, an entity formed and controlled by the founders of Host Digital Infrastructure LLC. For 24 months, the agreement gives Host Digital exclusive rights of first offer and first refusal on data center assets the Sponsor acquires or develops and intends to place in a public company vehicle. The Sponsor’s potential pipeline includes four additional sites with more than 450 MW of gross power capacity targeted for delivery in 2026 and 2027, including more than 350 MW of grid power and more than 100 MW of behind-the-meter capacity.
Any contributions of additional sites remain subject to negotiation and the execution of definitive agreements, and no assurance can be given that they will occur.
EXPERIENCED LEADERSHIP
Shawn Matthews
Chairman of the Board of Directors
Shawn Matthews has over 30 years of management experience in public and private corporations, with diverse experience across energy and financial sectors. His leadership experience includes serving as CEO of Cantor Fitzgerald & Co. from 2009 to 2018; as founder and CEO of Hondius Energy; as CEO of Mercator Power; and as sponsor of Terrestrial Energy and a former member of its board of directors. Mr. Matthews has deep expertise and connectivity across the energy and real estate sectors, and capital markets more broadly, and brings strong governance leadership to HOST.
Harmol Samra
Chief Executive Officer
Harmol Samra has over a decade of experience in real estate private equity and digital infrastructure development, and previously served in roles at Starwood Capital and ICONIQ Capital in San Francisco and New York. At ICONIQ, Mr. Samra helped build and oversee IPI Partners, which grew to become one of the largest data center development platforms in the world. At the time of its sale to Blue Owl in 2024, IPI had a portfolio of 82 data centers comprising more than 2.2 gigawatts of leased capacity globally. Mr. Samra has significant expertise in developing real estate and digital infrastructure projects, and deep relationships across the AI/HPC and AI infrastructure universe. Mr. Samra previously held investment and investment banking roles, respectively, at PGIM, the global asset management business of Prudential Financial, Inc., with over $1.4 trillion in assets under management, and Morgan Stanley.
ABOUT HOST DIGITAL
Host Digital Inc. (NYSE American: HOST) develops, acquires, owns, and operates institutional-quality data centers in the United States that support AI and HPC workloads. The Company focuses on RightScaled sites of 20 MW to 100 MW with existing or near-term access to power, leased under long-term contracts to strong or credit-enhanced counterparties. Host Digital seeks to own and control the real estate, power, and data center infrastructure at each site, and provides turnkey facilities where tenants select and deploy their own compute infrastructure and model layers.
Through its wholly owned subsidiaries, the Company also operates a portfolio of 19 natural and organic grocery stores across six states under the Ada’s Natural Market, Paradise Health & Nutrition, Mother Earth’s Storehouse, Greens Natural Foods, Ellwood Thompson’s, and GreenAcres Market brands. Healthy Choice Wellness Corp.’s natural and organic grocery business continues to operate as a division of the Company following the merger.
For more information, visit www.hostdigital.ai.
Footnote
- Any contribution of Site II remains subject to negotiation and the execution of definitive agreements, and no assurance can be given that it will occur.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the proposed acquisition and development of one or more data center facilities, including the potential acquisition of Site II; the expected assets leases and other assets to be acquired from the Sponsor or any other third party; the timing of delivery of the Company’s data center facilities to tenants; anticipated contracted revenue, lease terms and renewal options; the Company’s development strategy and ability to execute and scale its business model; and the Sponsor’s potential pipeline and contribution of additional data center assets to the Company. Statements that are not historical facts are based on current estimates, assumptions and projections and are not guarantees of future performance. Words such as “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “will,” “would,” “could” and similar expressions identify forward-looking statements, although not all forward-looking statements contain these words.
Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, including risks relating to the completion of the offering on the anticipated terms or at all; the Company’s ability to satisfy the applicable listing requirements; the Company’s ability to successfully integrate the businesses and realize the anticipated benefits of the offering; the Company’s ability to obtain required financing, complete development and deliver capacity on schedule; and other factors described in the Company’s filings with the SEC, including under the header “Risk Factors” in Exhibit 99.2 to the Current Report on Form 8-K filed with the SEC on September 17, 2026. The Company undertakes no obligation to update these statements except as required by law.
MEDIA CONTACT
Jessica Starman
888-461-2233
INVESTOR CONTACT
Jason Assad
Featured Image @ Freepik
Contacts
MEDIA CONTACT
Jessica Starman
Elev8 New Media
[email protected]
INVESTOR CONTACT
Jason Assad
Bridge Communications
[email protected]