Nukkleus Inc. Files 2023 Annual Report

TL;DR

Nukkleus Inc. dropped its 2023 10-K, check financials for the year ending Sept 30.

AI Summary

Nukkleus Inc. filed its 10-K for the fiscal year ended September 30, 2023, reporting its financial performance and business operations. The company, formerly known as Brilliant Acquisition Corp., is incorporated in Delaware and headquartered in Jersey City, New Jersey. The filing provides a comprehensive overview of its activities and financial standing for the period.

Why It Matters

This 10-K filing provides investors and stakeholders with a detailed look into Nukkleus Inc.'s financial health and strategic direction for the fiscal year 2023, enabling informed investment decisions.

Risk Assessment

Risk Level: medium — The risk level is medium due to the inherent uncertainties in the financial markets and the specific business operations of Nukkleus Inc., as detailed in a full 10-K filing.

Key Numbers

• 0930 — Fiscal Year End (Indicates the end of the reporting period for the fiscal year 2023.)
• 212-791-4663 — Phone Number (Registrant's primary contact number.)

Key Players & Entities

• Nukkleus Inc. (company) — Registrant
• September 30, 2023 (date) — Fiscal year end
• Brilliant Acquisition Corp. (company) — Former name
• Delaware (jurisdiction) — State of incorporation
• Jersey City, New Jersey (location) — Principal executive offices
• 8742 (sic_code) — Standard Industrial Classification

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value per share NUKK The Nasdaq Sto
• $11.50 — sable for one Share of Common Stock for $11.50 per share NUKKW The Nasdaq Stock Market
• $10.9782 — 023, based upon the closing stock price $10.9782 per share reported for such date. Stat
• $11.57 — at a redemption price of approximately $11.57 per share, for an aggregate redemption
• $3,822,431.16 — , for an aggregate redemption amount of $3,822,431.16. Immediately after giving effect to t
• $75,000,000 — common stock up to a maximum amount of $75,000,000. On February 21, 2024, the Company term
• $2,000,000 — CM will pay Nukkleus Limited at minimum $2,000,000 per month. On October 17, 2017, Nukkleu
• $1,600,000 — as reduced from $2,000,000 per month to $1,600,000 per month. Emil Assentato is also the m
• $1,975,000 — Limited will pay FXDIRECT a minimum of $1,975,000 per month in consideration of providing
• $1,575,000 — as reduced from $1,975,000 per month to $1,575,000 per month. Currency Mountain Holdings L

Filing Documents

• f10k2023_nukkleusinc.htm (10-K) — 1557KB
• f10k2023ex10-4_nukkleusinc.htm (EX-10.4) — 42KB
• f10k2023ex10-5_nukkleusinc.htm (EX-10.5) — 42KB
• f10k2023ex10-6_nukkleusinc.htm (EX-10.6) — 5KB
• f10k2023ex10-7_nukkleusinc.htm (EX-10.7) — 6KB
• f10k2023ex10-8_nukkleusinc.htm (EX-10.8) — 9KB
• f10k2023ex21-1_nukkleusinc.htm (EX-21.1) — 7KB
• f10k2023ex31-1_nukkleusinc.htm (EX-31.1) — 11KB
• f10k2023ex32-1_nukkleusinc.htm (EX-32.1) — 4KB
• image_001.jpg (GRAPHIC) — 9KB
• image_002.jpg (GRAPHIC) — 3KB
• image_003.jpg (GRAPHIC) — 7KB
• ex10-8_001.jpg (GRAPHIC) — 7KB
• 0001213900-24-060986.txt ( ) — 7987KB
• nukk-20230930.xsd (EX-101.SCH) — 90KB
• nukk-20230930_cal.xml (EX-101.CAL) — 54KB
• nukk-20230930_def.xml (EX-101.DEF) — 385KB
• nukk-20230930_lab.xml (EX-101.LAB) — 668KB
• nukk-20230930_pre.xml (EX-101.PRE) — 385KB
• f10k2023_nukkleusinc_htm.xml (XML) — 864KB

Forward-looking statements can be identified by

Forward-looking statements can be identified by the use of forward-looking words such as "may," "will," "should," "anticipate," "believe," "expect," "plan," "future," "intend," "could," "estimate," "predict," "hope," "potential," "continue," or the negative of these terms or other similar expressions. These and Analysis or Plan of Operation" and "Description of Business," as well as other sections in this report. Such forward-looking that may cause actual results to differ materially from those anticipated in the forward-looking statements. You should be aware that, as a result of any of these factors materializing, the trading price of our common stock may decline. These factors include, but are not limited to, the following: the availability and adequacy of capital to support and grow our business; economic, competitive, business and other conditions in our local and regional markets; actions taken or not taken by others, including competitors, as well as legislative, regulatory, judicial and other governmental authorities; competition in our industry; changes in our business and growth strategy, capital improvements or development plans; the availability of additional capital to support development; and other factors discussed elsewhere in this annual report. The cautionary statements made in this annual report are intended to be applicable to all related forward-looking statements wherever they may appear in this report. We urge you not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. We undertake no obligation to publicly update any forward looking-statements, whether as a result of new information, future events or otherwise. All references

Business

Business 1 Item 1A.

Risk Factors

Risk Factors 10 Item 1B. Unresolved Staff Comments 41 Item 1C. Cybersecurity 41 Item 2.

Properties

Properties 41 Item 3.

Legal Proceedings

Legal Proceedings 41 Item 4. Mine Safety Disclosures 41 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 42 Item 6. [Reserved] 42 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 43 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 53 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F-1 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 54 Item 9A.

Controls and Procedures

Controls and Procedures 54 Item 9B. Other Information 55 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. 55 Item 10. Directors, Executive Officers and Corporate Governance 56 Item 11.

Executive Compensation

Executive Compensation 59 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 61 Item 13. Certain Relationships and Related Transactions, and Director Independence 62 Item 14. Principal Accounting Fees and Services 67 Item 15. Exhibits, Financial Statement Schedules 68

SIGNATURES

SIGNATURES 69 i PART I

Business

Item 1. Business. Nukkleus Inc. (formerly known as, Brilliant Acquisition Corporation) (the "Company" or "Nukkleus") was formed on May 24, 2019. The Company was formed for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation with, purchasing all or substantially all of the assets of, entering into contractual arrangements with, or engaging in any other similar business combination with one or more businesses or entities. on June 23, 2023, Brilliant Acquisition Corporation, a British Virgin Islands company (prior to the Merger "Brilliant", and following the Merger, a Delaware corporation "Nukkleus"), entered into an Amended and Restated Agreement and Plan of Merger (as amended by the First Amendment to the Amended and Restated Agreement and Plan of Merger on November 1, 2023, the "Merger Agreement"), by and among Brilliant BRIL Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Brilliant ("Merger Sub"), and Nukkleus Inc., a Delaware corporation ("Old Nukk"). Old Nukk (f/k/a Compliance & Risk Management Solutions Inc.) was formed on July 29, 2013 in the State of Delaware as a for-profit Company and established a fiscal year end of September 30. The Merger Agreement provides that, among other things, at the closing (the "Closing") of the transactions contemplated by the Merger Agreement, Merger Sub merged with and into Old Nukk (the "Merger"), with Old Nukk surviving as a wholly-owned subsidiary of Brilliant. In connection with the Merger, Brilliant changed its name to "Nukkleus Inc." ("Nukkleus" or "Combined Company"). The Merger and other transactions contemplated by the Merger Agreement are hereinafter referred to as the "Business Combination." In connection with the Business Combination, Brilliant changed its name to "Nukkleus Inc." The Business Combination was completed on December 22, 2023. Overview As a result of Business Combination, we are now a financial technology company with the aim of p

Business

Business Combination Consideration As a result of the Business Combination, all of the outstanding shares of common stock, par value $0.0001 per share, of Old Nukk ("Old Nukk Common Stock") were cancelled in exchange for the right to receive a pro-rata portion of 10,500,000 shares of common stock of Brilliant ("Brilliant Common Stock"). Each outstanding option to purchase shares of Old Nukk Common Stock (whether vested or unvested) was assumed by Brilliant and automatically converted into an option to purchase shares of Brilliant Common Stock (each, an "Assumed Option"). The holder of each Assumed Option has: (i) the right to acquire a number of shares of Brilliant Common Stock equal to (as rounded down to the nearest whole number) the product of (A) the number of shares of Old Nukk Common Stock subject to such option prior to the effective time of the Merger, multiplied by (B) the exchange ratio of 1:35 (the "Exchange Ratio"); (ii) have an exercise price equal to (as rounded up to the nearest whole cent) the quotient of (A) the exercise price of the option, divided by (B) the Exchange Ratio; and (iii) be subject to the same vesting schedule as the applicable option of Old Nukk. In connection with the Domestication, all of the issued and outstanding ordinary shares, no par value per share, of Brilliant ("Brilliant Ordinary Shares"), rights to receive one-tenth of one ordinary share of Brilliant per right ("Brilliant Rights") and warrants entitling the holder thereof to purchase one Brilliant Ordinary Share at a price of $11.50 per Brilliant Ordinary Share ("Brilliant Warrants") will remain outstanding and become substantially identical securities of the SPAC as a Delaware corporation. The holders of Brilliant securities, other than Brilliant's sponsor or affiliates, received an additional issuance, as follows: (1) in the case of holders of Brilliant Ordinary Shares, such number of newly issued shares of Brilliant Common Stock equal to a pro rata share of the Bac

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View this 10-K filing on SEC EDGAR