New ERA Energy & Digital Terminates Material Agreement

Ticker: NUAIW · Form: 8-K · Filed: Oct 20, 2025 · CIK: 2028336

New Era Energy & Digital, INC. 8-K Filing Summary
FieldDetail
CompanyNew Era Energy & Digital, INC. (NUAIW)
Form Type8-K
Filed DateOct 20, 2025
Risk Levelmedium
Pages2
Reading Time2 min
Key Dollar Amounts$1.0 billion
Sentimentneutral

Sentiment: neutral

Topics: material-agreement-termination, corporate-action

TL;DR

New ERA Energy & Digital just terminated a major deal. Big changes coming?

AI Summary

New ERA Energy & Digital, Inc. filed an 8-K on October 20, 2025, reporting the termination of a material definitive agreement as of October 16, 2025. The company, formerly known as Roth CH V Holdings, Inc. and New Era Helium Inc., is incorporated in Nevada and operates in the crude petroleum and natural gas sector.

Why It Matters

The termination of a material definitive agreement can significantly impact a company's operations, financial standing, and future strategic direction.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement introduces uncertainty regarding the company's business relationships and future prospects.

Key Players & Entities

FAQ

What was the material definitive agreement that was terminated?

The filing does not specify the details of the material definitive agreement that was terminated.

What is the reason for the termination of the material definitive agreement?

The filing does not provide the reason for the termination of the material definitive agreement.

When did the termination of the material definitive agreement become effective?

The termination of the material definitive agreement was effective as of October 16, 2025.

What is the principal executive office address of New ERA Energy & Digital, Inc.?

The principal executive office is located at 4501 Santa Rosa Dr., Midland, TX 79707.

What is the SIC code for New ERA Energy & Digital, Inc.?

The Standard Industrial Classification code is 1311, which corresponds to Crude Petroleum & Natural Gas.

Filing Stats: 589 words · 2 min read · ~2 pages · Grade level 11.7 · Accepted 2025-10-17 18:15:42

Key Financial Figures

Filing Documents

02 Termination of a Material Definitive

Item 1.02 Termination of a Material Definitive Agreement. As previously disclosed, on August 12, 2025, New Era Energy & Digital, Inc. (the " Company ") entered into the Fourth Amended and Restated Equity Purchase Facility Agreement (the " EPFA ") with an investor (the " Investor "). Pursuant to the EPFA, we have the right, and not the obligation, to sell to the Investor up to $1.0 billion of our Common Stock, at our request during the commitment period commencing on December 6, 2025 and terminating on the first day of the month following the 36 month anniversary of December 6, 2025. On October 16, 2025, the Company provided the Investor with notice of termination of the EPFA, with such termination to be effective October 24, 2025, in accordance with the terms of the EPFA. The Company determined that it is sufficiently capitalized at present and does not expect to sell any additional shares to the Investor. The Company will not incur any termination penalties as a result of its termination of the EPFA. The foregoing description of the EPFA is not complete and is qualified in its entirety by reference to the full text of the EPFA, a copy of which was filed as Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q filed with the SEC on August 14, 2025 and is incorporated herein by reference. 1

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: October 17, 2025 NEW ERA ENERGY & DIGITAL, INC. By: /s/ E. Will Gray II Name: E. Will Gray II Title: Chief Executive Officer 2

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