›Events›Canopy Wave and SAIHEAT Enter Definitive Merger Agreement to Build a Global AI Inference PlatformCanopy Wave and SAIHEAT Enter Definitive Merger Agreement to Build a Global AI Inference Platform
August 10, 2026
As large language model (LLM) applications continue to expand, the demand structure for AI infrastructure is evolving. Beyond raw model capabilities, enterprises are increasingly focused on inference efficiency, deployment costs, data security, and service stability—particularly in intelligent programming, AI agents, and enterprise-grade scenarios. Sustained, efficient model serving has become a critical foundation for scaled AI adoption.
Against this backdrop, the strategic importance of AI inference infrastructure has never been greater.
On August 10, Canopy Wave, a U.S.-based AI inference and GPU cloud platform company, confirmed that it has entered into a definitive merger agreement with SAIHEAT, which has been formally announced by SAIHEAT. Upon completion of the transaction, Canopy Wave will become a wholly-owned subsidiary of SAIHEAT. The combined company is expected to be renamed Canopy Wave Holdings Inc. and intends to trade on Nasdaq under the ticker symbol "CWAV."
The proposed transaction is expected to enable Canopy Wave to build upon its existing AI inference platform by combining it with SAIHEAT's expertise in modular data centers and high-performance computing infrastructure, expanding AI infrastructure services for global enterprises and developers.
Accelerating AI Adoption Drives Sustained Growth in Inference Demand
AI inference—the process by which AI models receive inputs and generate outputs in production environments—is a critical link in translating technical capability into scaled application.
Beyond the models themselves, enterprises are increasingly evaluating inference platforms on performance, cost efficiency, security, stability, and scalability.
Canopy Wave specializes in AI inference infrastructure, providing enterprises and developers with inference capabilities for open-weight large language models via GPU cloud, an inference platform, and API services.
The company's management believes that as the AI industry shifts from one-time, large-scale model training toward continuous, high-frequency inference workloads, inference infrastructure is poised to become a major component of future AI computing resource investment.
Full-Stack Capabilities to Support Large-Scale Model Deployment
By integrating computing infrastructure, model deployment and orchestration, APIs, and enterprise-grade security, Canopy Wave provides end-to-end support for enterprises deploying open-weight models.
Currently, Canopy Wave offers OpenAI-compatible APIs for enterprises and developers, enabling seamless integration of open-weight large language models into existing AI applications and development workflows.
Designed for enterprise AI requirements, the platform features intelligent GPU resource scheduling, data isolation, and a zero data retention policy, and has achieved SOC 2 Type II certification.
Upon completion of the proposed transaction, SAIHEAT's existing modular data centers and high-performance computing capabilities are expected to complement Canopy Wave's GPU cloud business, which currently operates through third-party infrastructure leasing arrangements. The two parties plan to further integrate infrastructure and platform capabilities to jointly advance AI inference services for open-weight models, providing more complete AI infrastructure support for global enterprises and developers.
A New Chapter for Canopy Wave
Under the terms of the agreement, the combined company's global headquarters will be located in Santa Clara, California, following the closing, and will be operated by Canopy Wave's founding team.
Tao Zhang, Chief Executive Officer of Canopy Wave, is expected to serve as Chief Executive Officer of the combined company, and James Liao, Chief Technology Officer of Canopy Wave, is expected to serve as Chief Technology Officer.
The company also expects to transition to domestic U.S. issuer reporting status beginning in the next fiscal year, subject to applicable rules.
Transaction Overview
Pursuant to the definitive merger agreement signed by both parties:
- Canopy Wave has a pre-money equity valuation of US $60 million, and SAIHEAT has a pre-money equity valuation of US $40 million;
- Note:The pre-money valuations involved in this transaction were determined by the parties based on commercial judgment and arm's-length negotiation, and do not constitute an appraisal, valuation guarantee, or commitment to future performance.
- The transaction is expected to be completed through the issuance of new SAIHEAT Class A and Class B common stock to Canopy Wave shareholders;
- The company plans to conduct a concurrent private placement of approximately US $4.5 million in Class A common stock;
- Following the private placement, former Canopy Wave shareholders are expected to hold approximately 54.19% of the economic interest and approximately 78.44% of the voting rights in the combined company;
- The transaction has been unanimously approved by the boards of directors of both companies;
- The transaction is expected to close by the end of 2026, subject to approval by SAIHEAT shareholders, approval by Nasdaq of the combined company's initial listing application, and the satisfaction of other customary closing conditions. The pre-money valuations involved in this transaction represent the result of arm's-length commercial negotiations between the parties, and do not constitute an appraisal opinion, valuation conclusion, or market value basis, nor should they be considered a reference for investment decisions or a commitment to future performance.
Management Perspectives
“We believe enterprises are increasingly evaluating open weight models for performance, control, and cost efficiency. Joining forces with SAIHEAT will give us the public-company platform and the infrastructure depth to scale much faster. Our mission is to make serving these models simple, secure, and economical. This transaction accelerates that mission globally.”
— Tao Zhang, Chief Executive Officer of Canopy Wave
“This combination will position the company where the AI market is going: inference at scale. Canopy Wave brings an inference platform and an exceptional engineering team. Combined with our infrastructure capabilities, we believe we can build a competitive inference offering.”
— Jianwei Li, Chief Executive Officer of SAIHEAT
Accelerating the Build-Out of Future AI Infrastructure
The AI industry is evolving from a focus on "model capability competition" to a focus on "application and service capability competition."
Through this transaction, Canopy Wave plans to further leverage its accumulated expertise in AI inference platforms, engineering R&D, and GPU cloud services to create synergies with SAIHEAT's modular computing infrastructure. The goal is to provide enterprises and developers with more efficient, reliable, and secure model services, and to drive the scaled application of open-weight models across a broader range of real-world business scenarios.
Going forward, SAIHEAT, as the public entity, will provide timely disclosures regarding the progress of this transaction in accordance with applicable laws, regulations, and regulatory requirements.
About Canopy Wave
Canopy Wave is a Santa Clara, California-based AI inference and GPU cloud platform company. It provides inference services for open-weight AI models to developers and enterprise customers. Its platform supports a wide range of open-weight models, serving AI coding, AI agents, and other production-grade application scenarios.
About SAIHEAT
SAIHEAT is a global distributed computing operator. Through its modular computing systems, the company assists energy owners in improving local energy consumption and resource utilization efficiency.
Important Notice
This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor does it constitute investment advice. The proposed transaction is subject to uncertainty regarding its completion and timing. For detailed information regarding this transaction, please refer to the official documents filed or furnished by SAIHEAT with the U.S. Securities and Exchange Commission (SEC). This release contains forward-looking statements that involve risks and uncertainties, and actual results may differ materially from those anticipated. Shareholders and investors are advised to visit the SEC website to review the complete filings for this transaction and to obtain all material information.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "believe," "expect," "estimate," "anticipate," "target," "continue," "predict," "intend," "plan," "aim," "may," "will," "would," and similar expressions identify forward-looking statements. Examples include, among others, statements regarding the expected benefits of the proposed transaction, the anticipated timing of the closing, the satisfaction of the closing conditions (including approval by SAIHEAT's shareholders, Nasdaq's approval of the combined company's initial listing application, satisfaction of conditions to the consummation of the concurrent private placement financing, and any applicable regulatory clearances), and the combined company's strategy, market opportunity, and future performance. These statements reflect management's current expectations and are subject to risks and uncertainties. Actual results may differ materially due to factors including, among others: the risk that the proposed transaction may not be completed in a timely manner or at all; the failure to satisfy closing conditions or obtain required approvals; risks associated with the possible failure to realize, or that it may take longer to realize than expected, certain anticipated benefits of the proposed transaction, including with respect to future financial and operating results; the effect of the announcement or pendency of the transaction on business relationships and operating results; the risk that the proposed concurrent financing is not completed in a timely manner, if at all; risks related to SAIHEAT's continued listing on Nasdaq until closing of the proposed transactions and the combined company's ability to remain listed following the closing of the proposed transactions; the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the merger agreement; the combined company's dependence on third-party open-weight AI models, including models developed outside the United States, and related exposure to export controls, trade restrictions, and customer procurement policies; the combined company's reliance on third-party computing infrastructure that it does not own and that is subject to termination; declines in per-token pricing or GPU rental rates; Canopy Wave's limited operating history since its formation in 2024; customer concentration; capital requirements and potential shareholder dilution; concentration of voting power; costs of the proposed transactions and of transitioning from a foreign private issuer to a domestic issuer; competition from substantially larger providers; the risk of involvement in litigation, including securities class action litigation; regulatory changes; macroeconomic conditions; and the other risks and uncertainties described in SAIHEAT's filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F. All forward-looking statements speak only as of the date hereof, and SAIHEAT undertakes no obligation to update them except as required by law.