NASDAQ TICKER RESERVED: APGX**

Invest in the Power Plants Every AI Company Needs

You don’t have to pick which AI company wins. Invest in the energy that every one of them needs, at the development stage, before institutional capital reprices the opportunity.

$3M+

Raised

1000+

Investors

$2.50

Per Share

  • 440+ new Texas data centers planned — all need power.¹
  • 450+ GW of New Power Demand Requested: 5X Current Texas Capacity²
  • American PowerGen planning 16 projects across Texas
  • Projects include 22 GW of planned capacity
  • Leadership has exited 12+ energy projects*

$3M+

Raised

1000+

Investors

$2.50

Per Share

** Reservation of a ticker symbol does not indicate that the Company's securities are currently listed or traded on Nasdaq, does not constitute approval by Nasdaq or any regulatory authority, and does not guarantee that a future listing will occur.
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The problem

The AI bottleneck is no longer chips. It's electricity.

3X

U.S. Data Center Power Demand
25 GW (2024) → 80+ GW (2030)³

$2.5T

Global AI Spending in 2026⁴

1,400 TWh

Of Global Data Center Power Demand by 2030³

Why the grid can’t keep up

AI infrastructure is being built faster than the power infrastructure needed to support it. Data centers can be developed in just a few years, while new generation, transmission and grid infrastructure can take longer. As AI and data center demand accelerates, access to reliable power is becoming one of the biggest constraints on where new capacity can be built.

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The solution

New Power Plant Development

America is entering one of the largest power infrastructure buildouts in decades. AI, data centers, advanced manufacturing, and electrification are driving unprecedented demand for reliable electricity, while the existing grid struggles to keep pace.

Texas sits at the center of this growth. The opportunity isn’t simply owning power plants. It's developing the next generation of energy infrastructure needed to power what comes next.

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Why Texas

Texas is emerging as one of the country’s largest data center markets, with more than 400 operating facilities and another 440+ planned or underway.¹ At the same time, it is experiencing unprecedented growth in large-load interconnection requests.²

With extensive energy infrastructure, natural gas access, available land and a growing industrial base, Texas is positioned at the center of America’s next major power buildout. The challenge is bringing new generation online fast enough to meet growing demand.

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Our Development Model

We take a site from raw land toshovel-ready in stages:

  1. Secure land and permits
  2. Lock in grid interconnections
  3. Connect long-term gas supply

All of this is set up so that when buyers like AI companies or large-scale operators arrive, they find shovel-ready projects. Not years of uncertainty.

strategic risk aware

Strategic. Risk-aware. Exit-focused.

We target projects where disciplined development can create significant value before the capital-intensive construction phase.

  • Early-Stage Upside: Invest at the development stage. Capture value as projects advance.
  • Disciplined Risk Reduction: Deploy capital as projects achieve key milestones, reducing risk as development progresses.
  • Multiple Exit Opportunities: Position projects for strategic sales, partnerships, financing or construction.
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HOW WE CREATE VALUE

Our Business Model

We develop power projects. As projects advance, we create value in two ways.

Site Control

Permitting

Engineering

Interconnection

Fuel

Develop Power Projects

pipeline top abstract
develop and sell

Develop and Sell.

Advance power projects through key development milestones, then sell project.

Develop, Own, and Operate.

Develop, Own, and Operate.

Own the projects and sell the power to data centers, utilities, manufacturers, and large power users.

Bottom lines
Building Shareholder Value

Building Shareholder Value

Whether we monetize a project through just a strategic sale or retain ownership and generate revenue from power sales, our goal is the same: build the overall value of American PowerGen and its portfolio.

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Development pipeline

We Develop Power Plants From the Ground Up

American PowerGen is advancing a 22 GW development pipeline across 16 Texas projects. We identify opportunities and perform the critical early-stage work required to advance potential generation sites through the development process.

  • We Originate: Identify high-demand markets and strategic generation sites

  • We Secure: Land control, gas access and required infrastructure

  • We Develop: Advance engineering, permitting and grid interconnection

  • We Commercialize: Position projects for potential
    customers, financing, construction or strategic sale.

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Traction

Turning Plans Into Projects

The milestones that stall most projects are already behind us. Tap any milestone for the specifics.

Land Secured

Site control established across multiple development locations.

Natural Gas Supply Available

Projects are located near major interstate natural gas infrastructure.

Interconnection

Advancing studies, negotiations, and key agreements required for interconnection.

Permitting and Approvals

Advancing air, environmental, zoning and local approvals across our development pipeline.

Engineering

Our engineering team is actively advancing the technical work to move our pipeline toward construction.

40% of Funding Goal Reached

We’re excited to see our investor community continue to grow.

First Offering Closing Completed

Successfully completed our first offering closing after reaching the minimum offering amount.

NASDAQ Ticker APGX Reserved**

Reserved as part of the APG’s long-term strategy. Reservation does not indicate Nasdaq approval or a future listing.

Back the team building the AI power backbone

$2.50/share · Offering closing soon

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How investing works

Heading

01

Choose your amount

From $1,000. Open to everyone 18+.

02

5-minute secure checkout

Funds are held in escrow with our broker-dealer.

03

Your investment closes

You can cancel up to 48 hours before your scheduled closing.

Get the investor deck

The full opportunity — market, projects, model, and team — in one PDF.

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Investor Perks

More Ways to Earn Bonus Shares

Earn bonus shares when you invest now, invest more or invest again.

Invest before September 30 for an extra 2% bonus

5% Repeat Investor Bonus available on subsequent investments. See below for details.

+2% included on all bonuses shown above.

The bonus shares presented are cumulative of time-based and amount-based perks. Bonus Share Perks are capped at 20%. Eligibility, terms, and limitations are subject to the offering documents.

Eligibility for Repeat Investor Bonus: An Investor whose initial subscription in this Offering has been accepted will be eligible to receive bonus Securities equal to five percent (5%) of the Securities purchase in each subsequent subscription in this Offering that is accepted by the Company, in each case subject to the Bonus Cap. See offering documents for further information.

Lock in your bonus before the close

Earn up to 17% in bonus shares through September 30.

$2.50/share · Offering closing soon

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Peter Perri

Peter Perri

CEO

  • 20+ years building and financing power infrastructure across the U.S., with a focus on firm, dispatchable energy
  • Led growth of PowerPHASE and a $25M equity raise backed by major energy players including NextEra and Energy Impact Partners
  • Known for aligning strategy, capital, and execution, with deep networks across utilities, manufacturers, and investors
Vince Palmieri

Vince Palmieri

CFO

  • 25+ years of investing, operating, and exiting businesses across energy, infrastructure, and industrial sectors.
  • Worked on transactions representing more than $300 million in enterprise value, leading diligence, structuring, and execution.
  • Track record of executing strategic transactions and investments across power generation, manufacturing, and infrastructure.
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Development team

Decades of energy expertise. Multiple exits to institutional buyers.

With $5B+ in transaction history and 12 successful power plant project exits, the team brings the network, operational expertise, and credibility to execute on this opportunity. *

Peter Perri

Peter Perri

CEO

  • 20+ years building and financing power infrastructure across the U.S., with a focus on firm, dispatchable energy
  • Led growth of PowerPHASE and a $25M equity raise backed by major energy players including NextEra and Energy Impact Partners
  • Known for aligning strategy, capital, and execution, with deep networks across utilities, manufacturers, and investors
Vince Palmieri

Vince Palmieri

CFO

  • 25+ years of investing, operating, and exiting businesses across energy, infrastructure, and industrial sectors.
  • Worked on transactions representing more than $300 million in enterprise value, leading diligence, structuring, and execution.
  • Track record of executing strategic transactions and investments across power generation, manufacturing, and infrastructure
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FAQs

Frequently asked questions

Regulation CF allows investors to invest in startups and early-growth companies. This is different from helping a company raise money on Kickstarter; with Regulation CF Offerings, you aren’t buying products or merchandise - you are buying a piece of a company and helping it grow.

Accredited investors can invest as much as they want. But if you are NOT an accredited investor, your investment limit depends on either your annual income or net worth, whichever is greater. If the number is less than $124,000, you can only invest 5% of it. If both are greater than $124,000 then your investment limit is 10%.

To calculate your net worth, just add up all of your assets and subtract all of your liabilities (excluding the value of the person’s primary residence). The resulting sum is your net worth.

We cannot give tax advice, and we encourage you to talk with your accountant or tax advisor before making an investment.

Individuals over 18 years of age can invest.

There will always be some risk involved when investing in a startup or small business. And the earlier you get in the more risk that is usually present. If a young company goes out of business, your ownership interest could lose all value. You may have limited voting power to direct the company due to dilution over time. You may also have to wait about five to seven years (if ever) for an exit via acquisition, IPO, etc. Because early-stage companies are still in the process of perfecting their products, services, and business model, nothing is guaranteed. That’s why startups should only be part of a more balanced, overall investment portfolio.

The Common Stock (the "Shares") of American Power Gen (the "Company") are not publicly-traded. As a result, the shares cannot be easily traded or sold. As an investor in a private company, you typically look to receive a return on your investment under the following scenarios: The Company gets acquired by another company. The Company goes public (makes an initial public offering). In those instances, you receive your pro-rata share of the distributions that occur, in the case of acquisition, or you can sell your shares on an exchange. These are both considered long-term exits, taking approximately 5-10 years (and often longer) to see the possibility for an exit. It can sometimes take years to build companies. Sometimes there will not be any return, as a result of business failure.

Shares sold via Regulation Crowdfunding offerings have a one-year lockup period before those shares can be sold under certain conditions.

In the event of death, divorce, or similar circumstance, shares can be transferred to:
• The company that issued the securities;
• An accredited investor;
• A family member (child, stepchild, grandchild, parent, stepparent, grandparent, spouse or equivalent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships).

If a company does not reach their minimum funding target, all funds will be returned to the investors after the close of the offering.

All available disclosure information can be found on the offering pages for our Regulation Crowdfunding offering.

You can cancel your investment at any time, for any reason, until 48 hours prior to a closing occurring. If you’ve already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To submit a request to cancel your investment please email: info@dealmakersecurities.com

At a minimum, the company will be filing with the SEC and posting on its website an annual report, along with certified financial statements. Those should be available 120 days after the fiscal year end. If the company meets a reporting exception, or eventually has to file more reported information to the SEC, the reporting described above may end. If these reports end, you may not continually have current financial information about the company.

Once an offering ends, the company may continue its relationship with DealMaker Securities for additional offerings in the future. DealMaker Securities’ affiliates may also provide ongoing services to the company. There is no guarantee any services will continue after the offering ends.

American Power Gen Co's pre-money implied valuation is $27,187,500.00. The implied valuation was calculated by multiplying the total number of shares outstanding (TSO) by the price per share offered in this raise. This is a pre-money implied valuation — meaning it reflects the company's value before any new funds raised in this offering are added.

Offering proceeds are expected to fund project development, engineering, permitting, land control, working capital, marketing, and general corporate purposes. The Company may adjust the use of proceeds as business needs evolve.

The offering is being conducted at a $27 million pre-money valuation. The valuation was determined by the Company's management based on a number of factors, including the Company's stage of development, project portfolio, market opportunity, business strategy, and other considerations. The valuation is inherently subjective, is not based on the Company's historical revenues, and has not been validated or determined by any independent third party. As a result, investors should not view the valuation as an indication of the Company's current market value or the price at which its securities could be sold in the future

You are purchasing Units of American PowerGen CF LLC, the special purpose vehicle (SPV) established for this offering. The SPV holds Class B Common Stock of American Power Gen Co., Inc. on behalf of investors.

  1. The underlying Class B Common Stock generally has the same economic rights as the Company's Class A Common Stock, including the right to participate in dividends (if declared) and distributions upon a sale or liquidation of the Company, but it does not carry voting rights, except where required by law. Please review the Form C and offering documents for the complete rights and terms of the Units.

‍

Your Units are newly issued as part of this offering. Your ownership interest is based on the number of Units you purchase relative to the total outstanding Units after each closing.

Yes. Future financings, acquisitions, employee incentive plans, or other equity issuances may reduce your indirect ownership percentage over time.

The Company currently has no plans to pay dividends and expects to reinvest available capital into growing the business. Any future dividends would be determined by the Board of Directors.

Potential returns, if any, may come from dividends, a merger, acquisition, a future public offering, or another liquidity event. There is no guarantee that any of these events will occur.

There is no set date for a future, potential public offering. The Company will continue to share any new developments regarding a potential future public offering through investor email updates as appropriate. There can be no assurance that a public offering will occur.

The Company may continue advancing other projects within its portfolio and adjust its development strategy based on available capital and business conditions. Please review the Risk Factors in the Form C for additional information.

Regulation Crowdfunding is an SEC exemption that allows eligible companies to raise capital from both accredited and non-accredited investors through a registered intermediary. Investors receive required disclosures before investing.

This offering is being conducted through DealMaker Securities LLC, a registered broker-dealer and member of FINRA and SIPC.

Accredited investors generally are not subject to Reg CF investment limits. Non-accredited investors are subject to SEC investment limits based on their annual income and net worth. DealMaker automatically calculates your allowable investment amount during the investment process.

Rather than waiting until the offering ends, the Company may accept subscriptions and issue Units through multiple closings during the offering period. Once your investment is accepted at a closing, you become an investor in American PowerGen CF LLC.

Yes. You may generally cancel your investment commitment until approximately 48 hours before a scheduled closing, subject to Regulation Crowdfunding rules and the offering terms.

Regulation Crowdfunding securities are generally subject to transfer restrictions during the first year, subject to limited exceptions. After that, transfers may still be limited because there is no established public market.

American PowerGen CF LLC has elected to be taxed as a C corporation. Accordingly, investors generally should not expect to receive a Schedule K-1. If required, investors may instead receive applicable IRS information returns, such as Form 1099-DIV, and the Company expects to provide the ongoing reports required under Regulation Crowdfunding.

Yes. You can access your investment details, subscription documents, and transaction history through the DealMaker Investor Portal using the email associated with your investment.

American PowerGen cannot provide tax or legal advice. We encourage you to consult your accountant or tax advisor before investing to understand how this investment may affect your individual tax situation.

Early-stage investments involve significant risk and are generally illiquid. You could lose some or all of your investment, so you should invest only funds you can afford to lose.

There is no guaranteed timeline for receiving a return on your investment. Investors may realize a return, if any, through dividends, a merger, acquisition, a future public offering, or another liquidity event. There is no set date for a potential future public offering, and there can be no assurance that any liquidity event or public offering will occur.

The complete offering materials, including the Form C, financial statements, offering terms, and risk factors, are available at https://invest.americanpowergen.com/. We encourage all prospective investors to review these materials carefully before investing.

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