EON Resources Inc. Files S-1 Registration

TL;DR

EON Resources Inc. (fka HNR Acquisition Corp) filed S-1, prepping for public offering. Oil & Gas.

AI Summary

EON Resources Inc. filed an S-1 registration statement with the SEC on October 23, 2024. The company, formerly known as HNR Acquisition Corp. until January 26, 2021, is incorporated in Delaware and operates in the crude petroleum & natural gas sector. Its principal executive offices are located at 3730 Kirby Drive, Suite 1200, Houston, TX.

Why It Matters

This S-1 filing indicates EON Resources Inc. is preparing to offer its securities to the public, which could lead to new investment opportunities and market activity.

Risk Assessment

Risk Level: medium — As an S-1 filing, it signifies a company preparing for an initial public offering, which inherently carries market and execution risks.

Key Numbers

• 1311 — SIC Code (Primary Standard Industrial Classification for Crude Petroleum & Natural Gas)
• 854359124 — IRS Number (IRS Employer Identification Number)

Key Players & Entities

• EON Resources Inc. (company) — Registrant
• HNR Acquisition Corp. (company) — Former company name
• 20210126 (date) — Date of name change
• October 23, 2024 (date) — Filing date
• 3730 Kirby Drive, Suite 1200 Houston, TX (address) — Principal executive offices
• Dante Caravaggio (person) — Chief Executive Officer

FAQ

Key Financial Figures

• $0.0001 — of our Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"), con
• $11.50 — Warrants") having an exercise price of $11.50 per share, (v) 60,000 shares of Class A
• $0.75 — Warrants") having an exercise price of $0.75 per share. The shares of Class A Commo
• $1.00 — nsideration: (i) a purchase of price of $1.00 per share of Class A Common Stock for t
• $2.01 — ned herein), with an effective price of $2.01 per share of Class A Common Stock; (iii
• $2.06 — ces rendered with an effective price of $2.06 per share of Class A Common Stock; and
• $1.80 — obligations with an effective price of $1.80 per share of Class A Common Stock. The
• $1.29 — price for our Class A Common Stock was $1.29. Because, in the near term, the exercis
• $10.00 — ng of 7,500,000 units (the "Units"), at $10.00 per Unit, generating proceeds of $75,00
• $75,000,000 — $10.00 per Unit, generating proceeds of $75,000,000. Additionally, the underwriter fully ex
• $11,250,000 — for which we received cash proceeds of $11,250,000. Simultaneously with the closing of the
• $5,050,000 — $10.00 per unit generating proceeds of $5,050,000 in a private placement to our Sponsor a
• $900,000 — the SPAC Contribution, OpCo contributed $900,000 to SPAC Subsidiary in exchange for 100%
• $31,074,127 — nterests was: (a) cash in the amount of $31,074,127 in immediately available funds (the "Ca
• $15,000,000 — t"), (c) the Seller Class B Shares, (d) $15,000,000 payable through a promissory note to Se

Filing Documents

• ea0217960-s1_eonres.htm (S-1) — 3408KB
• ea021796001ex5-1_eonres.htm (EX-5.1) — 23KB
• ea021796001ex23-1_eonres.htm (EX-23.1) — 2KB
• ea021796001ex23-3_eonres.htm (EX-23.3) — 4KB
• ea021796001ex-fee_eonres.htm (EX-FILING FEES) — 20KB
• image_001.jpg (GRAPHIC) — 34KB
• ex5-1_001.jpg (GRAPHIC) — 21KB
• ex5-1_002.jpg (GRAPHIC) — 3KB
• 0001213900-24-090081.txt ( ) — 14312KB
• eonr-20240630.xsd (EX-101.SCH) — 101KB
• eonr-20240630_cal.xml (EX-101.CAL) — 110KB
• eonr-20240630_def.xml (EX-101.DEF) — 582KB
• eonr-20240630_lab.xml (EX-101.LAB) — 905KB
• eonr-20240630_pre.xml (EX-101.PRE) — 600KB
• ea0217960-s1_eonres_htm.xml (XML) — 1935KB

Risk Factors

Risk Factors 11 Special Note Regarding Forward-Looking Statements 41

Use of Proceeds

Use of Proceeds 43 Business of EON 55

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

Management's Discussion and Analysis of Financial Condition and Results of Operations of EON 82 Management 98 Compensation of Executive Officers and Directors 103 Beneficial Ownership of Securities 114 Market Prices and Dividends 116 Certain Relationships and Related Transactions 117 Selling Securityholders 120

Description of Securities

Description of Securities 123 Material United States Federal Income Tax Considerations 130 Securities Act Restrictions on Resale of Our Securities 134 Plan of Distribution 135 Legal Matters 137 Experts 137 Where You Can Find More Information 137 Index to Financial Statements F-1 i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the U.S. Securities Exchange Commission (the "SEC"), under which the Selling Securityholders may, from time to time, sell the securities listed herein offered by them described in this prospectus. We will not receive any proceeds from the sale by such Selling Securityholders of the securities offered by them described in this prospectus. This prospectus also relates to the issuance by us of shares of Class A Common Stock issuable upon the exercise of the Private Warrants and the A/P Warrants. We will receive proceeds to the extent there are any cash exercises of the Private Warrants and/or the A/P Warrants. Neither we nor the Selling Securityholders have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus, any applicable prospectus supplement, or any free writing prospectuses prepared by or on behalf of us or to which we have referred you. Neither we nor the Selling Securityholders take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. Neither we nor the Selling Securityholders will make an offer to sell these securities in any jurisdiction where such offer or sale is not permitted. No dealer, salesperson, or other person is authorized to give any information or to represent anything not contained in this prospectus, any applicable prospectus supplement or any related free writing prospectus. You should assume that the information appearing in this prospectus or any prospectus supplement is accurate as

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View this S-1 filing on SEC EDGAR