The proposed combination of Nixxy and Tachyon9 follows the financing template that now dominates AI data center development, in which contracted cash flows rather than the developer's balance sheet are meant to carry roughly $1 billion of construction debt.

NEW YORK, June 11, 2026

Strip away the AI framing and the Nixxy-Tachyon9 announcement reads like a familiar project finance story with a 2026 twist. Nixxy, Inc. (NASDAQ: NIXX) said Thursday that its recently announced strategic combination with Tachyon9 Corporation is designed to attack the shortage of power-ready AI data center capacity in North America. For anyone who follows the money, the structure underneath the announcement is the part that rewards attention.

The components, as the companies describe them, are straightforward. Tachyon9 contributes approximately $64 million in equipment, land option rights for the Nakota project, and a signed LOI for the entire 1 GW development. Nixxy brings its public market platform, telecommunications infrastructure, AI technologies and capital markets capabilities. On top of that asset stack, Tachyon9 is pursuing approximately $1 billion of planned capital investment, largely through debt facilities and construction loans, backed by projected offtake agreements, according to the company. Phase 1, a 120 MW buildout, is slated for Q2 2027.

It is worth being precise about where the transaction stands. Per Nixxy's June 10 filing with the Securities and Exchange Commission, the combination is a binding letter of intent, not a closed merger. Company-stated terms in that filing include roughly $1 billion of planned investment into the Nakota project in Williston, North Dakota, a 620-acre site the company describes as designed to scale to 1 GW in 120 MW increments, alongside a planned $75 million private placement and a $5 billion GPU financing memorandum of understanding. All of it is forward-looking, and all of it is the companies' own projection.

How an offtake-backed construction loan works

The financing architecture Nixxy and Tachyon9 are describing has become the workhorse of the AI buildout, and the mechanics are worth walking through in plain terms.

In the template, laid out in detail by law firm Orrick in its November 2025 "Megawatts to Megabytes" analysis and by S&P Global Market Intelligence, a developer signs a long-dated offtake agreement, typically 10 to 20 years, with a creditworthy tenant such as a hyperscaler or a large GPU cloud provider. Lenders then size construction debt against those contracted cash flows rather than against the developer's balance sheet. On-site generation can compress the schedule considerably: behind-the-meter gas generation can reach first power in roughly 18 months, versus grid interconnection queues that now run four to seven years in major markets, according to Data Center Knowledge and SemiAnalysis. At completion, the construction loan refinances into longer-term project bonds or asset-backed securities.

The appeal for lenders is that the tenant's credit, not the developer's, does the heavy lifting. The discipline of the structure lies in the sequencing, because the offtake has to come first. Nixxy and Tachyon9 say their planned debt will be backed by projected offtake agreements. Converting those projections into signed, bankable contracts is therefore the single most important milestone between this week's announcement and a funded construction loan. That conversion is the step every lender in this market prices, and it is the clearest marker for anyone tracking the deal's progress.

Where the deal sits in the 2026 financing wave

The companies are not inventing this playbook; they are mapping onto it. Total data center debt issuance nearly doubled to $182 billion in 2025, with hyperscalers alone issuing roughly $121 billion of bonds, four times the five-year average, according to Commercial Property Executive's reporting on the sector. Morgan Stanley projects private credit will supply roughly $800 billion more over the next two years. Apollo alone deployed more than $40 billion into data centers in 2025.

The reference transactions show what contracted cash flow buys. Meta and Blue Owl's Hyperion joint venture carried roughly $27 billion of development cost, financed with SPV debt rated A+ (PIMCO took about $18 billion of it), priced at 225 basis points over Treasuries and anchored by Meta's 16-year residual-value guarantee, according to the companies' October 2025 disclosures. CoreWeave's $8.5 billion delayed-draw term loan, closed March 31, 2026, became the first investment-grade GPU-backed financing, rated A3 by Moody's and anchored by a Meta contract, per CoreWeave's investor disclosures. Vantage Data Centers closed $5 billion of green loans last June, including a $2.25 billion construction loan against a pre-leased Ohio campus. Data center securitization reached roughly $25 billion in 2025, and JPMorgan projects $30 billion to $40 billion annually in 2026 and 2027, according to RBC Capital Markets.

Against those numbers, a $1 billion program is modest, sized to a single site rather than a hyperscale portfolio. The companies would likely argue that is the point: a focused, power-first project in a market where capacity, not capital, is the scarce input.

Power as the credit story

The reason lenders have embraced this asset class is the same reason Nixxy says the deal exists. Citing industry reports, the company says nearly half of all U.S. AI data center projects planned for 2026 deployment have been delayed or canceled, and the analysts it cites estimate that more than 7 gigawatts of anticipated capacity may fail to come online as scheduled. Independent research points in the same direction. Sightline Climate analyst Olivia Wang projected in February that 30 to 50 percent of 2026-slated capacity could slip, and JLL pegged North American colocation vacancy at a historic low of 2.3%.

"Power has become the new real estate," as Andrew Batson, head of U.S. data center research at JLL, put it last August. A project that controls its own generation effectively controls its own delivery date, and delivery dates are what offtake counterparties sign against.

That is the logic of Tachyon9's stated approach, which centers on behind-the-meter gas turbines. "We recognized early that AI's greatest bottleneck would not be models or GPUs - it would be infrastructure," said Shahal Khan, chief executive officer of Tachyon9, in the announcement. "We are building behind the meter gas turbines, so we avoid these delays."

The turbine market has a queue of its own. GE Vernova chief executive Scott Strazik said last July that "2026 and '27 are largely sold out; we are approaching filling out '28." That scarcity is part of why hard assets already contributed matter in this structure. The announcement does not itemize Tachyon9's roughly $64 million equipment contribution, but in a market where generation equipment is the binding constraint, equipment in hand functions as a form of currency.

What to watch from here

For deal watchers, the sequence from here is legible. The binding LOI has to mature into a definitive agreement, and the projected offtake behind the planned debt has to become signed contracts. Financing then needs to close against those contracts in time for the Phase 1 buildout of 120 MW slated for Q2 2027. Each of these steps is a company plan rather than a completed fact, and Nixxy's own disclosures frame them that way. The market has demonstrated over the past 18 months that it will fund offtake-backed construction at scale once the contracts exist. It has not, so far, funded projections, which is why progress on signed offtake will be the most informative disclosure between now and the second quarter of 2027.

About Nixxy, Inc. Nixxy, Inc. (NASDAQ: NIXX) is an AI communications and data infrastructure company focused on next-generation digital infrastructure platforms positioned at the intersection of artificial intelligence, high-performance compute, energy, and data center infrastructure. The Company is pursuing large-scale opportunities supporting the rapidly growing global demand for AI compute capacity, sovereign AI initiatives, and next-generation energy-backed digital infrastructure. For more information, visit www.nixxy.com.

About Tachyon9 Tachyon9 is a private operating company specializing in energy infrastructure, transmission equipment, and data center assets. Tachyon9 serves as the primary asset and revenue contributor in the proposed transaction, contributing approximately $64 million in equipment, land option rights for the Nakota project, and a signed LOI for the entire 1 GW development.

Contacts Investor Relations: Nixxy, Inc., [email protected] Media: John Arundel, Managing Director, Perdicus Global Communications, Washington, DC, [email protected], (703) 963-4191

Forward-Looking Statements This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the proposed strategic combination between Nixxy, Inc. and Tachyon9 Corporation, planned capital investment, development timelines, projected offtake agreements, and anticipated market conditions. Forward-looking statements are based on management's current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied. Investors should review the risk factors described in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on April 15, 2026, and other filings with the Securities and Exchange Commission. Nixxy undertakes no obligation to update forward-looking statements except as required by law.