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NX Energy SPV LLC Issues Update on NextNRG, Inc.

On November 10, 2026, NX Energy SPV LLC (referred to as the "Investor"), which has invested in NextNRG, Inc. ("NextNRG" or "the Company"), shared a significant update concerning the company's recent activities and strategic decisions.

Nasdaq Listing Status

The Investor revealed that NextNRG is facing challenges regarding its status on the Nasdaq Capital Market. Following a hearing with a Nasdaq panel, the Company was informed that its common stock will be suspended from trading on Nasdaq starting November 11, 2026. This suspension may lead to the company's delisting as it has failed to comply with the minimum bid price requirements. The Nasdaq officials noted that after a reverse stock split in September, the Company managed to maintain its closing bid price above the mandated $1.00 for only five trading days before dipping back below this threshold again.

Concerns were raised about the potential dilution of shares linked to the Company's financing strategies, which rely heavily on issuing various securities. This situation poses a substantial risk to the Company's stock prices as it attempts to navigate its financial obligations and satisfy shareholder equity deficiencies. As a result, NextNRG's common stock is scheduled to transition to the OTC Markets on the same day the delisting becomes effective.

Acquisition of Turbines

In addition to issues surrounding its Nasdaq listing, NextNRG is reportedly negotiating a potential acquisition of three five-megawatt turbines. This deal is with a third party and includes an option for the Company to purchase up to eight additional turbines in the future. As part of the agreement, the Company plans to issue preferred stock as compensation for the initial turbine purchase, valued at $15 million for three turbines—equating to $5 million for each turbine.

The arrangement also highlights provisions that would secure protections concerning specific deliverables and the performance of the turbines. Should any obligations remain unfulfilled by the set deadlines, or if the turbines are not delivered promptly, there are terms in place that allow for the cancellation of the preferred stock related to these purchases.

The preferred stock envisioned in this deal will have a stated value presumably around $1,000 but will not be designed to accrue dividends, nor will it have a set maturity date. Importantly, this stock structure is intended to rank above the Company's common equity but behind other existing and future debts.

Conversely, the preferred stock is set to be non-convertible into common stock until at least 18 months after issuance, contingent upon the successful delivery of all turbines per the contract stipulations. Conversion conditions will also include limits preventing the preferred stock from exceeding an 80% share of the Company’s outstanding common stock upon conversion.

NextNRG retains the right to redeem these preferred shares after a three-year period, enhancing its strategic flexibility in managing its capital structure.

Caution for Investors

It is critical for investors to approach these developments with caution. The press release issued by NX Energy contains forward-looking statements which are inherently uncertain and involve various risks. The future of NextNRG's acquisitions and its operational status remains contingent on multiple factors, including successful negotiations and compliance with stringent regulatory demands.

As outlined, the Company must navigate the complexities of its financial position while aiming to restore its standing within Nasdaq and successfully execute its turbine acquisition plan. Market observers and investors should track any forthcoming announcements regarding this venture closely, as they could significantly influence the Company's operational strategy and investor sentiment moving forward.

In summary, NX Energy's updates concerning NextNRG serve as a crucial reminder of the volatility in the energy sector and the broader implications for companies aiming to sustain growth amid market pressures and compliance challenges.