Nukkleus Inc. Reports Unregistered Equity Sales
Ticker: DFNSW · Form: 8-K · Filed: Nov 22, 2024 · CIK: 1787518
Sentiment: neutral
Topics: unregistered-sales, equity, warrants
Related Tickers: NUKK
TL;DR
NUKK sold unregistered equity, watch for dilution.
AI Summary
Nukkleus Inc. filed an 8-K on November 22, 2024, reporting unregistered sales of equity securities on November 19, 2024. The filing also includes financial statements and exhibits. Nukkleus Inc. was formerly known as Brilliant Acquisition Corp. and is incorporated in Delaware.
Why It Matters
This filing indicates potential dilution for existing shareholders due to the issuance of new equity securities without prior registration.
Risk Assessment
Risk Level: medium — Unregistered sales of equity can lead to dilution and signal potential financial distress or a need for capital.
Key Players & Entities
- Nukkleus Inc. (company) — Registrant
- Brilliant Acquisition Corp. (company) — Former name of registrant
- November 19, 2024 (date) — Date of unregistered equity sales
- November 22, 2024 (date) — Filing date of the 8-K
FAQ
What type of equity securities were sold?
The filing mentions "NUKK:CommonStock0.0001ParValuePerShareMember" and "NUKK:WarrantsEachWarrantExercisableForOneShareOfCommonStockFor11.50PerShareMember", indicating common stock and warrants were involved.
Were these securities sold to the public?
The filing explicitly states "Unregistered Sales of Equity Securities", implying they were not sold through a registered public offering.
What is the exercise price for the warrants mentioned?
The filing states the warrants are exercisable for $11.50 per share.
When was Nukkleus Inc. formerly known as Brilliant Acquisition Corp.?
The date of the name change from Brilliant Acquisition Corp. to Nukkleus Inc. was September 9, 2019.
What is the primary business address of Nukkleus Inc.?
The business address is 525 Washington Blvd, Jersey City, NJ 07310.
Filing Stats: 553 words · 2 min read · ~2 pages · Grade level 13.1 · Accepted 2024-11-22 08:00:07
Key Financial Figures
- $0.0001 — nge on which registered Common Stock, $0.0001 par value per share NUKK The Nasdaq
- $11.50 — sable for one Share of Common Stock for $11.50 per share NUKKW The Nasdaq Stock Ma
- $1.7765 — its common stock at a purchase price of $1.7765 per share, for aggregate gross proceeds
- $246,145 — share, for aggregate gross proceeds of $246,145. The offers, sales and issuances of th
Filing Documents
- ea0222160-8k_nukkleus.htm (8-K) — 29KB
- ea022216001ex10-1_nukkleus.htm (EX-10.1) — 121KB
- 0001213900-24-101222.txt ( ) — 392KB
- nukk-20241119.xsd (EX-101.SCH) — 4KB
- nukk-20241119_def.xml (EX-101.DEF) — 26KB
- nukk-20241119_lab.xml (EX-101.LAB) — 36KB
- nukk-20241119_pre.xml (EX-101.PRE) — 25KB
- ea0222160-8k_nukkleus_htm.xml (XML) — 6KB
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. On November 8, 2024, Nukkleus Inc. (the "Company") entered into a securities purchase agreement with NUKK TRACKER NOTES - CH1108678926 / 23714, series of notes (Series 24) issued by ProETP DAC pursuant to which the Company sold 138,556 shares of its common stock at a purchase price of $1.7765 per share, for aggregate gross proceeds of $246,145. The offers, sales and issuances of the securities listed above were made to an accredited investor and the Company relied upon the exemptions contained in Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506 of Regulation D promulgated there under with regard to those sales. No advertising or general solicitation was employed in offering the securities. The offers and sales were made to single party which is an accredited investor and transfer of the common stock issued was restricted by the Company in accordance with the requirements of the Securities Act.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. Exhibit Number Description 10.1 Securities Purchase Agreement dated November 19, 2024 104 Cover Page Interactive Data File (embedded within the InLine XBRL document) 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NUKKLEUS INC. Date: November 22, 2024 By: /s/ Menachem Shalom Name: Menachem Shalom Title: Chief Executive Officer 2