Nano Nuclear Energy Inc. Signs Material Definitive Agreement
Ticker: NNE · Form: 8-K · Filed: Oct 25, 2024 · CIK: 1923891
Sentiment: neutral
Topics: material-agreement
TL;DR
NNE just signed a big deal, details TBD.
AI Summary
Nano Nuclear Energy Inc. announced on October 25, 2024, that it entered into a material definitive agreement on October 23, 2024. The filing does not disclose specific details of the agreement or any associated dollar amounts.
Why It Matters
This filing indicates a significant new agreement for Nano Nuclear Energy Inc., which could impact its future operations and strategic direction.
Risk Assessment
Risk Level: medium — The lack of specific details in the filing regarding the material definitive agreement introduces uncertainty about its nature and potential impact.
Key Players & Entities
- Nano Nuclear Energy Inc. (company) — Registrant
- October 25, 2024 (date) — Date of Report
- October 23, 2024 (date) — Date of earliest event reported
- Nevada (jurisdiction) — State of incorporation
- 10 Times Square, 30th Floor New York, New York (address) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Nano Nuclear Energy Inc.?
The filing does not specify the details of the material definitive agreement.
When was the material definitive agreement entered into?
The material definitive agreement was entered into on October 23, 2024.
What is the reporting date for this 8-K filing?
The report date is October 25, 2024.
Where are Nano Nuclear Energy Inc.'s principal executive offices located?
Nano Nuclear Energy Inc.'s principal executive offices are located at 10 Times Square, 30th Floor, New York, New York.
In which state was Nano Nuclear Energy Inc. incorporated?
Nano Nuclear Energy Inc. was incorporated in Nevada.
Filing Stats: 1,566 words · 6 min read · ~5 pages · Grade level 13.6 · Accepted 2024-10-25 17:12:36
Key Financial Figures
- $0.0001 — ch registered Common Stock, par value $0.0001 per share NNE The Nasdaq Stock Mark
- $17.00 — mon Stock based on an offering price of $17.00 per Unit (the " Public Offering Price "
- $16.99 — of the gross proceeds of the Offering. $16.99 of the Public Offering Price has been a
- $0.01 — ommon Stock issued in the Offering, and $0.01 of the Public Offering Price has been a
- $36 m — erating gross proceeds of approximately $36 million, and net proceeds (after deductin
- $32.6 million — and offering expenses) of approximately $32.6 million. The Units were offered by the Compan
- $21.25 — isable at a per share exercise price of $21.25 equal to 125% of the public offering pr
Filing Documents
- form8-k.htm (8-K) — 54KB
- ex1-1.htm (EX-1.1) — 283KB
- ex4-1.htm (EX-4.1) — 222KB
- ex4-2.htm (EX-4.2) — 76KB
- 0001493152-24-042558.txt ( ) — 931KB
- nne-20241025.xsd (EX-101.SCH) — 3KB
- nne-20241025_lab.xml (EX-101.LAB) — 33KB
- nne-20241025_pre.xml (EX-101.PRE) — 24KB
- form8-k_htm.xml (XML) — 4KB
From the Filing
UNITED SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 25, 2024 (October 23, 2024) Nano Nuclear Energy Inc. (Exact name of registrant as specified in its charter) Nevada 001-42044 88-0861977 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 10 Times Square , 30th Floor New York , New York (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (212) 634-9206 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.0001 per share NNE The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 1.01. Entry into a Material Definitive Agreement. October 2024 Firm Commitment Public Offering On October 23, 2024, Nano Nuclear Energy Inc., a Nevada corporation, (the " Company "), entered into an underwriting agreement (the " Underwriting Agreement ") with The Benchmark Company, LLC (" Underwriter "), acting as the sole book-running manager of a firm commitment underwritten public offering (the " Offering ") of the Company's units (the " Units "), with each Unit consisting of one (1) share of common stock, par value $0.0001 per share (the " Common Stock ") and a 2024 B Common Stock purchase warrant to purchase up to one-half (0.5) of a share of common stock (the " Warrant ", or collectively, the " Warrants "). Pursuant to the Underwriting Agreement, the Company agreed to sell to the Underwriter 2,117,646 Units, consisting of 2,117,646 shares of Common Stock and 2,117,646 Warrants to purchase up to 1,058,823 shares of Common Stock based on an offering price of $17.00 per Unit (the " Public Offering Price "), less an underwriting discount equal to seven percent (7%) of the gross proceeds of the Offering and a non-accountable expense allowance equal to one percent (1%) of the gross proceeds of the Offering. $16.99 of the Public Offering Price has been allocated to the shares of Common Stock issued in the Offering, and $0.01 of the Public Offering Price has been allocated to the Warrants issued in the Offering. The Underwriting Agreement contains customary representations, warranties and agreements, including related to indemnification, contribution, and reimbursement to the Underwriter of customary expenses incurred in connection with the Offering. The Units have no stand-alone rights and will not be certificated or issued as stand-alone securities. The shares of Common Stock and the Warrants underlying the Units are immediately separable and were issued separately in the Offering. The Company does not intend to apply for any listing of the Warrants on any national securities exchange or other trading market, and it does not believe any such market will develop. In connection with the Offering, on October 23, 2024, the Company entered into a Warrant Agent Agreement (the " Warrant Agent Agreement ") with VStock Transfer, LLC (" VStock "), which governs the terms of the Warrants and pursuant to which VStock agreed to act as warrant agent with respect to the Warrants sold in the Offering. The Warrants have an exercise price of $17.00 per whole share and are exercisable from the initial issuance date until October 25, 2029. The Warrants may only be exercised for cash, except in the case where the shares of Common Stock underlying the Warrants are not registered for public resale, in which case the Warrants may be exercised on a "cashless" basis. The Warrants are registered securities, which were issued by the Company on October 25, 2024 pursuant to a global warrant,