Volato Group, which is in the process of rebranding as SOAR AI, entered into a common stock purchase agreement with an institutional investor for an equity facility of up to $1 billion.
The company said the facility is designed to support the development of its Ohio AI infrastructure campus and additional powered industrial sites it is exploring in the U.S. and internationally.
SOAR AI retains control over whether, when, and how much capital it draws from the facility and has no obligation to sell any shares.
The company’s Ohio campus currently has 154 MW of power available, with a roadmap to increase capacity to 480 MW.
Proceeds from any future draws are expected to support power, cooling, data center infrastructure, GPU compute deployments, and the development of additional AI infrastructure locations.
SOAR AI said its development strategy focuses on reusing existing industrial sites and electrical infrastructure where practical rather than building entirely new facilities.
The Ohio campus is the first location to use this approach, and the company is also evaluating additional brownfield and similar industrial sites domestically and internationally.
The financing follows commercial agreements announced in September 2026.
SOAR AI entered into a master services agreement and two four-year, take-or-pay orders with a large AI customer representing $1.17 billion in aggregate contract value.
Those orders include approximately $133 million in contractual customer prepayments and call for dedicated, single-tenant AMD GPU clusters.
The contractual start dates are December 31, 2026, and June 30, 2027.
The company said it is also in active discussions with additional prospective customers for available and planned AI infrastructure capacity.
SOAR AI expects the equity facility to complement customer prepayments, project-level financing, and other sources of capital as it expands.
Under the agreement, each sale is limited to 10% of average daily trading volume, with combined daily sales capped at $6 million.
Subsequent sales must be spaced at least two trading days apart and cannot occur when the prior day’s volume-weighted average price was the lowest of the preceding 10 trading days.
The investor also agreed not to sell short or hedge SOAR AI’s common stock during the term of the agreement.
The investor may not own more than 4.99% of the company’s outstanding common stock at any time.
Without stockholder approval, total issuances under the facility are capped at 19.99% of the shares outstanding on the signing date under NYSE American requirements.
No sales can begin until a resale registration statement covering the shares is filed with and declared effective by the U.S. Securities and Exchange Commission.
SOAR AI said the company can terminate the agreement without penalty on one trading day’s notice, provided no put notice is pending.
Volato Group expects its corporate name change to SOAR AI, Inc. to become effective on October 19, 2026, subject to applicable regulatory and stock exchange requirements.
The company is building an AI infrastructure platform combining data center infrastructure, high-density GPU compute, high-performance networking, and related technologies for AI, machine learning, and high-performance computing workloads.
KEY QUOTES:
“We have approximately $1.2 billion of contracted customer orders, an Ohio campus with 154 MW of power available today and a roadmap to 480 MW, and additional sites under active exploration. The opportunity in front of us is measured in hundreds of megawatts across multiple sites. This facility is sized to support that opportunity, and it gives us the flexibility to fund growth on our timeline as we bring contracted capacity online.”
Chris Ensey, Chief Executive Officer of SOAR AI
“The terms were structured to minimize market impact in the event we draw on the facility. We control the timing and size of every draw, sales are capped by trading volume, and the investor cannot short our stock. We intend to use the facility as our growth requires, alongside customer prepayments, project-level financing and other sources of capital.”
Mark Heinen, Chief Financial Officer of SOAR AI
