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重大事件 即時報告 8-K 2026-06-29

SharonAI完成16億美元超額認購戰略融資 用於NVIDIA AI工廠部署

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8-K 申報:Sharon AI 完成 16 億美元戰略融資 💰 SharonAI Holdings Inc.(NASDAQ:SHAZ)今日公佈,已完成此前宣佈、並獲超額認購的 16 億美元私募融資。該交易由兩部分組成:第一部分為約 9 億美元的私募配售,包括 6,719,896 股 A 類普通股及可購買 6,374,823 股 A 類普通股的預付窩輪;第二部分為 7 億美元、票面利率 4.75%、2032 年到期的可轉換優先票據,僅售予合資格機構買家。 是次融資由 Situational Awareness L.P. 及 Oaktree Capital Management 旗下基金牽頭,並獲多家新舊機構及戰略投資者參與。公司表示,所得款項將用於支持早前公佈、與 NVIDIA 的六年戰略運算合作,計劃在澳洲部署最大規模的 AI 工廠之一,包括最多 40,000 個 Grace Blackwell GB300 GPU,以及更廣泛的擴張計劃。 Goldman Sachs 擔任牽頭配售代理,Lucid Capital Markets 亦任配售代理,Macquarie Capital 提供財務顧問服務,Sheppard Mullin Richter & Hampton LLP 則擔任公司的法律顧問。 此項融資進一步鞏固 Sharon AI 作為澳洲領先 Neocloud 的地位,專注於人工智能及雲端 GPU/CPU 運算基建,有助推動 AI 工廠及主權 AI 解決方案的建設。投資者應留意,資金將用於大規模硬件部署,短期或增加資本開支,但長遠有助提升運算能力及市場份額。
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EX-99.1
2
ex99-1.htm
EX-99.1

 

 

Exhibit
99.1

 

 

 

Sharon
AI Announces Closing of US$1.6 Billion Strategic Financing

 

New
York, USA, June, 29 2026 – SharonAI Holdings Inc. (NASDAQ:SHAZ) and its subsidiaries (“Sharon AI” or “the
Company”), a leading Australian Neocloud, today announced the closing of its previously announced, oversubscribed US$1.6 billion
private placement financing (the “Transaction”). The Transaction was comprised of i) a private placement of approximately
US$900 million, split between 6,719,896 shares of the Company’s Class A Ordinary Common Stock and pre-funded warrants to purchase
6,374,823 shares of the Company’s Class A Ordinary Common Stock, and ii) a private placement of US$700 million aggregate principal
amount of 4.75% Convertible Senior Notes due 2032 to qualified institutional buyers as defined in Rule 144A under the Securities Act
of 1933, as amended.

 

The
Transaction was anchored by Situational Awareness L.P. and funds managed by Oaktree Capital Management, L.P., along with new and existing
institutional and strategic investors.

 

As
previously stated, the Company intends to use the proceeds from the offering to support Sharon AI’s previously announced six-year
strategic compute collaboration with NVIDIA, where the Company intends to deploy one of Australia’s largest AI Factories, including
up to 40,000 Grace Blackwell GB300 GPUs, as well as broader expansion plans.

 

Goldman
Sachs & Co. LLC acted as lead placement agent for this transaction. Lucid Capital Markets also acted as placement agent. Macquarie
Capital served as financial advisor. Sheppard Mullin Richter & Hampton LLP served as legal counsel to Sharon AI in connection with
the private placement.

 

Additional
details regarding the Transaction will be disclosed in a Form 8-K to be filed by Sharon AI with the Securities and Exchange Commission
(the “SEC”).

 

This
press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale
of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any state or jurisdiction.

 

Disclosure
Information

 

Sharon
AI primarily uses its Investor Relations page (https://sharonai.com/investors/) to disclose material non-public information and
to comply with its disclosure obligations under Regulation FD. The Company also notes that, at times, it uses other communication mediums
including, but not limited to, its X account (sharon__ai) and/or LinkedIn account (sharon-AI) to disseminate information about the Company,
and can be additional sources of information outside press releases, regulatory filings with the SEC and any other conference calls,
webcasts, investor days, etc. that the company may hold.

 

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About
Sharon AI

 

Sharon
AI, a leading Australian Neocloud, is a High-Performance Computing company focused on Artificial Intelligence and Cloud GPU/CPU Compute
Infrastructure. Our AI Cloud platform and compute infrastructure is accelerating the build of AI factories and sovereign AI solutions,
powering the next wave of accelerated computing adoption. For more information, visit www.sharonai.com.

 

Forward-Looking
Statements

 

This
press release may contain, and our officers and representatives may from time to time make, “forward-looking statements”
within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, which are not historical
facts, and which are not assurances of future performance. Forward-looking statements are based only on our current beliefs, expectations
and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy
and other future conditions. In some cases you can identify these statements by forward-looking words such as “believe,”
“may,” “will,” “estimate,” “continue,” “anticipate,” “intend,”
“could,” “should,” “would,” “project,” “strategy,” “plan,” “expect,”
“goal,” “seek,” “future,” “likely” or the negative or plural of these words or similar
expressions or references to future periods. Forward-looking statements in this release include specific statements regarding the intended
use of proceeds. Examples of such forward-looking statements include but are not limited to express or implied statements regarding Sharon
AI’s management team’s expectations, hopes, beliefs, intentions or strategies regarding the future including, without limitation,
statements regarding:

 

●Service
 and product offerings;

●Receipt
 and use of proceeds;

●The
 deployment of assets and expansion of network procurement;

●Sharon
 AI’s ability to engage with additional potential customers;

●Expansion
 of Sharon AI’s data center footprint and capacity; and

●The
 strengthening of Sharon AI’s partner network.

 

In
addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including
any underlying assumptions, are forward-looking statements. Because forward-looking statements relate to the future, they are subject
to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control.
You are cautioned that such statements are not guarantees of future performance and that actual results or developments may differ materially
from those set forth in these forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.
Important factors that could cause actual results to differ materially from these forward-looking statements include, among others, all
of the risks described in the “Risk Factors” section of the Company’s most recent Annual Report on Form 10-K filed
with the SEC and other reports subsequently filed with the SEC. Additional assumptions, risks and uncertainties are described in detail
in our registration statements, reports and other filings with the SEC, which are available at www.sec.gov.

 

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The
forward-looking statements and other information contained in this news release are made as of the date hereof and Sharon AI does not
undertake any obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information,
future events or otherwise, unless so required by applicable securities laws.

 

Contacts

 

Sharon
AI Media Enquiries:

Ross
Barrows – Head of Capital Strategy & Investor Relations

[email protected]

 

Zachary
Nevas

IMS
Investor Relations

+1
203.972.9200

[email protected]

 

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