Nixxy, Inc. 8-K Filing Summary

Nixxy, Inc. has entered into an amended and restated binding Letter of Intent with Tachyon 9 Corporation for a multi-step business combination. The transaction aims to combine the companies into a single publicly traded entity focused on AI and high-performance computing workloads. Nixxy will acquire Tachyon, including assets related to a 620-acre hyperscale development campus in North Dakota with up to 1 gigawatt of power capacity, and data center equipment valued at approximately $64 million. Tachyon's capital stock is valued at an estimated $1 billion. Tachyon shareholders are expected to hold at least 90% of the combined company post-transaction. To fund working capital, Tachyon will seek up to $75 million via a PIPE investment in convertible promissory notes. This business combination will result in a change of control for Nixxy, with changes to its management and board of directors. The completion is subject to various conditions, including board and stockholder approvals, Nasdaq approval, and satisfactory due diligence. Additionally, Nixxy entered into stock purchase agreements to sell 484,375 shares of common stock at $0.64 per share, raising approximately $310,000 in gross proceeds before offering expenses.