New Era (NUAI) told investors it was pursuing an AI infrastructure strategy built around West Texas data-center development and legacy oil-and-gas assets in New Mexico. But according to the complaint, investors were not told the full picture about the company’s permitting progress and its alleged ties to a broader oil-and-gas scheme in New Mexico.
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Investors who purchased shares of New Era Energy & Digital, Inc. (NASDAQ: NUAI) are now scrutinizing a federal lawsuit filed in Texas that alleges the company made materially false or misleading statements and omissions regarding its operations and flagship project. The case centers on two significant stock price declines following public reports that contradicted statements management had made to investors.
A federal securities lawsuit filed on April 1, 2026, in the U.S. District Court for the Western District of Texas alleges that New Era Energy & Digital and certain of its executives made materially false or misleading statements to investors between November 6, 2024, and December 29, 2025. The complaint identifies two separate stock price drops during that period: a decline of approximately 6.9% on December 12, 2025, and a further decline of approximately 41% on December 29, 2025, each allegedly following the public disclosure of information that contradicted prior company statements. The named plaintiff, Kevyn Annonio, purchased 100 shares of NUAI on November 25, 2025, at $4.65 per share.
Investors who purchased NUAI securities between November 6, 2024, and December 29, 2025, may wish to learn more about their potential legal options.
New Era Energy and Its Pivot to AI Infrastructure
New Era Energy & Digital, Inc., formerly known as New Era Helium Inc., is an oil and natural gas company incorporated in Nevada with principal offices in Midland, Texas. The company’s primary revenue source, according to the complaint, has been oil and gas wells located in Chaves County, New Mexico, operated through its subsidiary Solis Partners. On or about December 9, 2024, New Era became a public company through a business combination with Roth CH Acquisition V Co., a special purpose acquisition vehicle listed on the NASDAQ.
In addition to its legacy oil and gas operations, the complaint states that throughout the relevant period, the company represented to investors that it was pivoting toward providing power and infrastructure for artificial intelligence companies. Its purported flagship venture was the Texas Critical Data Centers project, described as a large-scale AI and high-performance computing data-center campus in Ector County, outside Odessa, Texas. On August 13, 2025, the company changed its name from New Era Helium Inc. to New Era Energy & Digital and began trading under the ticker NUAI.
The complaint notes that New Mexico law requires oil and gas well operators to plug and remediate inactive wells, obligations commonly referred to as asset retirement obligations, or AROs. The costs of these obligations are described in the complaint as reasonably calculable and foreseeable from the moment a well is drilled.
What the Lawsuit Claims Investors Were Not Told
The lawsuit alleges that defendants made materially false and misleading statements and failed to disclose material adverse facts on two distinct fronts. First, the complaint alleges that the company overstated its progress in permitting and regulatory filings for the Texas Critical Data Centers project. According to the Fuzzy Panda report cited in the complaint, searches of Texas, New Mexico, and federal databases showed no required permit applications had been submitted.
Second, and more broadly, the complaint alleges that New Era Energy was involved in a fraudulent scheme to extract revenues from oil and gas wells in New Mexico by transferring those wells among related entities and then placing liability-bearing companies into bankruptcy to avoid plugging and remediation costs. The complaint describes a pattern in which the company’s CEO allegedly formed and controlled a series of affiliated entities, used those entities to acquire productive wells from bankrupt predecessors he had previously led, and structured transactions to leave environmental obligations behind with insolvent entities while channeling revenue to New Era.
Investors who held NUAI shares during the class period may want to follow this case for further developments.
What Company Executives Said
The complaint quotes CEO Everett Willard Gray II, known as E. Will Gray II, on multiple occasions touting the company’s progress and prospects. At the time of the company’s NASDAQ listing in December 2024, Gray stated that the listing marked a significant moment in the company’s journey and would broaden its reach to institutional investors in the AI datacenter and helium markets.
In October 2025, Gray issued a press release stating that the company was making tangible progress across all fronts, including engineering, permitting, regulatory filings, and land expansion. That same release highlighted what it described as significant progress in obtaining air permits and stated that the Texas Critical Data Centers project was pursuing a minor-source air permit through what it characterized as a streamlined process. The complaint also references an investor presentation filed with the SEC in November 2025 that describes regulatory permitting as underway under the company’s four-phase execution model.
How the Alleged Truth Came to Light
The complaint describes two corrective disclosures that it alleges caused New Era’s stock price to decline. The first occurred on December 12, 2025, when market research outlet Fuzzy Panda Research published a report alleging, among other things, that the company had not submitted any permit applications required for its data center project, despite telling investors it had made significant progress. The same report alleged that a substantial portion of the company’s wells had been acquired from companies that went bankrupt while operating those same wells, including entities previously led by Gray. On that date, NUAI’s stock fell approximately $0.25 per share, or 6.9%, to close at $3.35, on what the complaint describes as unusually heavy trading volume.
The second disclosure came on December 29, 2025, when Hunterbrook Media reported that the New Mexico Attorney General had filed a lawsuit against New Era Energy, its subsidiary Solis Partners, and Gray, among others, alleging a fraudulent oil-and-gas scheme to siphon revenue from producing wells while abandoning environmental cleanup obligations. The complaint describes the underlying state lawsuit as alleging a broader pattern of fraudulent transfers, self-dealing, and false statements to regulators, including the use of shell entities and strategic bankruptcies to evade responsibility. On that date, NUAI’s stock fell approximately $1.87 per share, or 41%, to close at $2.69, again on unusually heavy trading volume.
Why Investors Are Paying Attention
The lawsuit alleges that investors paid artificially inflated prices for NUAI shares throughout the class period because the market was not told the full picture regarding either the company’s permit status for its AI data center project or its alleged involvement in a scheme to avoid environmental remediation costs. The complaint contends that as the alleged truth emerged through the two public disclosures described above, the stock price declined sharply, causing losses to investors who had purchased shares while the alleged misstatements remained uncorrected.
The case may be of particular relevance to investors who purchased NUAI shares between November 6, 2024, and December 29, 2025, as those dates define the proposed class period. The complaint seeks compensatory damages, costs, and other relief on behalf of the proposed class.
The Legal Claims Filed Against the Company
The complaint asserts two claims under the Securities Exchange Act of 1934. The first, brought against all defendants, alleges violations of Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder, which prohibit material misstatements and omissions in connection with the purchase or sale of securities. The second claim, brought against the individual defendants, alleges violations of Section 20(a) of the Exchange Act, which imposes liability on persons who control primary violators of the securities laws.
The individual defendants named in the lawsuit are Gray, who has served as CEO throughout the class period and also served as CFO beginning June 1, 2025, and Michael J. Rugen, who served as CFO from November 2023 through May 31, 2025.
Investors who believe they may have been affected by the alleged conduct described in the complaint may wish to review their legal rights.
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