Sellers of a northern Pennsylvania tract earmarked for Alpha Compute Corp.'s 200-megawatt AI data center campus have agreed to carry $47 million of the $55 million purchase price, leaving the buyer to fund just $8 million in cash when the deal closes.
The First Amendment to the Binding Term Sheet and Exclusive Option, announced Sept. 10, keeps the base purchase price unchanged and shifts the bulk of the consideration into a five-year seller note carrying fixed interest at 6.00% per annum, payable monthly in arrears on an interest-only basis with no scheduled amortization or cash sweep. Outstanding principal and accrued interest come due as a balloon payment at maturity.
"The sellers agreeing to finance $47 million of the purchase price is a direct statement of confidence in this project and in this team," Brittany Kaiser, chief executive officer of Alpha Compute, said. "Pairing that with production-linked principal payments means the asset helps retire its own acquisition debt as gas comes online."
The collateral package excludes the data center, power generation and compute assets, along with the buildings, equipment, revenues and contracts arising from them, whether existing or later constructed. The note is non-recourse to Alpha Compute and its affiliates, with no guaranty required and no deficiency claim, subject to customary carve-outs for fraud, intentional waste and environmental violations first occurring after closing. Alpha Compute can prepay in whole or in part at any time without premium, penalty or make-whole payment, and may increase the cash portion at closing to reduce the note dollar-for-dollar.
Production-linked payments tie the note to Marcellus gas
Once production begins, quarterly principal payments equal 50% of the Alpha parties' share of proceeds or value from natural gas produced on the property, applied against the note until it is repaid in full. Power generation, data center and compute revenue are excluded from that calculation — a carve-out that keeps the campus's eventual revenue streams outside the repayment formula.
The transaction covers roughly 350 aggregate surface and pore-space acres, including two contiguous Tioga County parcels of about 155 acres and 88 acres intended to host the campus, plus a 107-acre Beaver County property held for future development. The mineral package comprises approximately 1,800 net unleased Marcellus acres in Tioga County carrying a 100% net revenue interest, subject to title confirmation. Leasehold rights in the Utica and deeper formations are excluded.
Alpha Compute first announced the Binding Term Sheet on Aug. 11, 2026, and has structured the acquisition through special purpose vehicles and joint ventures with regional energy and development partners to avoid issuing equity. The company trades on Nasdaq under the ticker ALP.
The site remains greenfield. No power or data center capacity is operating or available there, and the 200 MW figure is planned capacity. The design contemplates an initial 200 MW with potential expansion to 1 gigawatt, generated behind the meter from gas produced on the property. A third-party evaluation concluded the underlying Marcellus resource could supply 200 MW of continuous generation for 10 years at an all-in delivered cost of about $0.0585 per kilowatt-hour, against prevailing PJM commercial and industrial rates of roughly $0.08 to $0.10 per kilowatt-hour. Those estimates remain subject to validation of the underlying assumptions, and the company did not disclose the test conditions behind the comparison.
County approvals and $2.08B tax estimate frame the timeline
Development requires review by the County Planning Commission and approval by the Board of Commissioners, an environmental and community impact analysis, an environmental impact assessment, a water feasibility study, coordination with the County 911 Coordinator and Department of Emergency Services, and permits from the Pennsylvania Department of Environmental Protection and the Susquehanna River Basin Commission.
The county's chief assessor has publicly estimated that a data center project of this scale could add about $2.08 billion to taxable assessed value, roughly 54% above the current total, with a combined annual tax impact of about $33.4 million across the county, municipalities and school district. Actual outcomes depend on final configuration and are set by county assessment procedures, not the developer.
Closing is not assured. The sellers' obligation to extend the financing arises only after the Alpha parties' closing conditions are satisfied or waived and the applicable entity is ready, willing and able to close, and is performed concurrently with closing. Completion still depends on due diligence, execution of a Property Purchase Agreement, title and survey review, financing, and governmental and regulatory approvals. The company said no assurance can be given that the transaction will close, that the seller financing will be extended, or that the campus will reach commercial operation.
For investors, the structure defers the equity question rather than eliminating it. The $8 million cash requirement is small relative to the substantial capital needed to build 200 MW of generation and compute, and the note's production-linked principal means repayment accelerates only if wells perform. Alpha Compute joins a field of developers racing to convert gas and grid capacity into AI compute, including Crusoe, Vantage Data Centers and Switch, while PJM's capacity market has repriced power across the region. Alpha Compute also said it joined the Pennsylvania Chamber of Business and Industry, which represents more than 12,000 member businesses.
This article is for informational purposes only and does not constitute investment advice.
