Nukkleus Inc. Files 2024 Annual Report

TL;DR

Nukkleus Inc. filed its 2024 10-K. All systems go.

AI Summary

Nukkleus Inc. filed its 10-K for the fiscal year ended September 30, 2024, reporting from its principal executive offices in New York, NY. The company, formerly known as Brilliant Acquisition Corp., was incorporated in Delaware. The filing covers its annual report and includes information related to its business operations and financial status.

Why It Matters

This 10-K filing provides investors and the public with a comprehensive overview of Nukkleus Inc.'s financial performance and business activities for the fiscal year 2024, enabling informed investment decisions.

Risk Assessment

Risk Level: low — This filing is a standard annual report and does not contain immediate red flags or significant negative news.

Key Numbers

• 2024 — Fiscal Year End (The report covers the fiscal year ending September 30, 2024.)
• 001-39341 — Commission File Number (Identifies the specific SEC filing for Nukkleus Inc.)

Key Players & Entities

• Nukkleus Inc. (company) — Registrant
• September 30, 2024 (date) — Fiscal year end
• Brilliant Acquisition Corp. (company) — Former company name
• Delaware (location) — State of incorporation
• 575 Fifth Ave, 14th Floor, New York, New York 10017 (address) — Principal executive offices
• 212-791-4663 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value per share NUKK The Nasdaq Sto
• $92.00 — sable for one Share of Common Stock for $92.00 per share NUKKW The Nasdaq Stock Market
• $28.50 — 025, based upon the closing stock price $28.50 per share reported for such date. Stat
• $1,600,000 — will pay Nukkleus Limited a minimum of $1,600,000 per month. Due to non-payment by TCM un
• $312,500 — oup Note 1") in the principal amount of $312,500 to X Group Fund of Funds, a Michigan li
• $250,000 — ation of cash proceeds in the amount of $250,000. As an additional inducement to provide
• $2.00 — of common stock at a per share price of $2.00 for a term of five years that may be ex
• $500,000 — od"), to lend the Company an additional $500,000 in consideration of a convertible promi
• $125,000 — oup Note 2") in the principal amount of $125,000 to X Group in consideration of cash pro
• $100,000 — ation of cash proceeds in the amount of $100,000, which was funded on September 4, 2024.
• $771,085 — ding principal and interest totaling of $771,085 payable under the X Group Note 1 and th
• $2.41 — the X Group Warrant 2 was amended to be $2.41. East Asia On August 1, 2024, the Co
• $515,000 — Asia Note") in the principal amount of $515,000 to East Asia Technology Investments Lim
• $412,075 — ation of cash proceeds in the amount of $412,075. The East Asia Note bears interest of 1
• $10 million — the right to sell to the Investor up to $10 million of shares of its common stock, subject

Filing Documents

• ea0226398-10k_nukkleus.htm (10-K) — 1800KB
• ea022639801ex21-1_nukkleus.htm (EX-21.1) — 4KB
• ea022639801ex31-1_nukkleus.htm (EX-31.1) — 9KB
• ea022639801ex32-1_nukkleus.htm (EX-32.1) — 4KB
• image_001.jpg (GRAPHIC) — 3KB
• image_002.jpg (GRAPHIC) — 3KB
• 0001213900-25-011694.txt ( ) — 9929KB
• nukk-20240930.xsd (EX-101.SCH) — 101KB
• nukk-20240930_cal.xml (EX-101.CAL) — 64KB
• nukk-20240930_def.xml (EX-101.DEF) — 487KB
• nukk-20240930_lab.xml (EX-101.LAB) — 830KB
• nukk-20240930_pre.xml (EX-101.PRE) — 503KB
• ea0226398-10k_nukkleus_htm.xml (XML) — 1119KB

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 11 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] 44 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 45 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 60 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 61 Item 9A.

Controls and Procedures

Controls and Procedures 61 Item 9B. Other Information 62 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. 62 Item 10. Directors, Executive Officers and Corporate Governance 63 Item 11.

Executive Compensation

Executive Compensation 66 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 69 Item 13. Certain Relationships and Related Transactions, and Director Independence 70 Item 14. Principal Accounting Fees and Services 76 Item 15. Exhibits, Financial Statement Schedules 77

SIGNATURES

SIGNATURES 79 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 provided 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 had become a financial technology company with the aim o

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