Valor Energy has amended its agreement to acquire all equity interests in the Youngstown Computing Center from Glorious Star, LLC. The purchase price remains $3.6 million, but the amendment changes how the deposit is paid and clarifies the closing timetable, termination protections and treatment of any additional power capacity.
The acquisition has not yet closed. Valor’s remaining payment and the transfer of ownership are due at closing, subject to the agreement’s closing conditions.
Key details
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The $3.6 million price is unchanged. The Initial Valuation and Final Valuation Report will not automatically change the purchase price. Other reimbursement and allocation arrangements in the original agreement remain in place, with no amounts to be paid or reimbursed twice.
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The $360,000 deposit will go directly to the seller, not into escrow. Valor must first provide written confirmation that its due diligence and Initial Valuation are satisfactory. The deposit is credited toward the purchase price and is generally non-refundable, subject to the amendment’s specified refund provisions.
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The balance is payable at closing. The remaining purchase price is due at the same time all equity interests and control are transferred, provided the closing conditions are met or waived. The closing and balance-payment deadline is the 30th business day after the agreement’s original effective date of October 18, 2026, unless the parties agree in writing to extend it.
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The amendment revises termination and default terms. It changes how the deposit is treated after termination and updates the parties’ due-diligence termination rights and material-breach and payment-default provisions. Notice and cure requirements remain, as do protections tied to conditional payment obligations and simultaneous delivery of closing items.
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Valor’s subsidiaries may make payments on its behalf. The seller must be told in writing which controlled subsidiary will pay. This does not transfer the agreement to that subsidiary or release Valor from its obligations; payments count only to the extent the seller receives them.
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Additional power capacity is outside the current transaction. Any acquisition of rights to more power capacity would require a separate written agreement and applicable approvals. Neither party is obligated to buy, sell or pay for that capacity, and neither guarantees it will be approved or available. It is not a condition of the Youngstown center acquisition and does not change the purchase price or closing deadline unless the parties expressly agree otherwise in writing.
Plain-English implications
The amendment changes the route and conditions for the upfront payment, but not the agreed purchase price or the basic closing requirement: Valor pays the balance as ownership transfers. The potential additional power capacity is not part of the committed deal and cannot, under the amendment, delay or excuse the existing closing obligations.