Soluna seeks to boost authorized shares to fund AI and Bitcoin mining expansion

Soluna Holdings is asking investors to approve two proposals at its Oct. 16 annual meeting that would dramatically expand the company’s ability to raise equity. The first proposal would raise the authorized common‑stock limit from 375 million to 1 billion shares. The second would permit Soluna to sell up to $250 million of stock under a standby equity agreement with YA II PN, exceeding Nasdaq’s usual 20 % cap on share issuances.

Why the extra equity is needed

Soluna’s development pipeline totals about 6.3 GW, but only roughly 3 % of that capacity is currently energized. The company operates about 192 MW, has 14 MW under construction, and still has around 1.6 GW in planning and 4.5 GW in assessment. Projects such as the proposed “Project Dorothy 3” AI and high‑performance‑computing campus in Texas – slated for more than 300 MW – require substantial capital. Soluna has already acquired the 150 MW Briscoe Wind Farm for $53 million to supply renewable power to the Dorothy complex.

Current financing moves

In Q2, Soluna used some capital to purchase the land for Dorothy 3. It also signed a co‑mining agreement with Bitdeer on Aug. 25, deploying about 28 MW of Bitcoin‑mining equipment at its Project Kati 1 site in Texas. Under the agreement, Bitdeer owns the miners, Soluna provides the site and power, and both share the mining proceeds, allowing Soluna to generate revenue without purchasing hardware.

Potential impact on shareholders

Neither proposal would immediately issue new shares, but approval would give management greater flexibility to raise equity when needed. Issuing additional shares could dilute existing shareholders’ earnings per share and voting power, especially if the standby agreement is used to sell up to $250 million of stock.

Key upcoming vote

Shareholders will decide on both proposals at the Oct. 16 meeting. Approval would enable Soluna to pursue its AI‑focused data‑centre build‑out and expand its Bitcoin‑mining operations using equity financing rather than debt.