NANO Nuclear Energy Inc. (NASDAQ: NNE) (“NANO Nuclear”), a vertically integrated advanced nuclear energy and technology company developing portable clean nuclear energy solutions, today announced that it has closed its previously announced $18 million firm commitment, registered underwritten public offering.

In the offering, NANO Nuclear sold 900,000 shares of common stock and warrants to purchase 517,500 shares of common stock at $20 per share and associated warrant, less underwriting discounts and expenses. Such warrants include warrants to purchase 67,500 shares of common stock which were purchased by the underwriter at closing pursuant to a partial exercise of its offering over-allotment option. The underwriter retains an option through August 9, 2024 to purchase an additional 135,000 shares of common stock. The warrants are exercisable immediately, have a term of five years, and have an exercise price of $20.00 per share. The warrants will not trade on any market.

This offering follows NANO Nuclear’s initial public offering which closed on May 10, 2024 in which it sold shares of common stock for gross proceeds of $10.25 million at $4.00 per share.

NANO Nuclear, which believes it is first portable nuclear microreactor company publicly listed in the U.S, expects its net proceeds from the offering, after underwriting commissions and offering expenses, will be approximately $16.1 million. NANO Nuclear intends to use the net proceeds from this offering to continue the research and development of its proprietary micro nuclear reactor designs, ‘ZEUS’ and ‘ODIN’, advancing its exclusive licensed technology to transport commercial quantities of High-Assay, Low-Enriched Uranium (HALEU) fuel needed for the future of the advanced nuclear industry, development of a U.S. domestic source of HALEU fuel fabrication for NANO Nuclear’s own microreactors and the broader advanced nuclear reactor industry, for business development activities, and for general corporate purposes and working capital.

“We are very proud and extremely grateful to have achieved this significant milestone. We thank our pre-IPO investors, as well as many new fundamental institutional and individual investors, for joining this oversubscribed financing and sharing our vision for commercial innovation at the cutting edge of advanced nuclear technology in the U.S.”, said Jay Yu, Founder and Chairman of NANO Nuclear Energy. “This new funding enables us to accelerate the physical demonstration of our advanced portable microreactors, our designs for a cutting-edge nuclear fuel fabrication facility, and further our exclusively licensed patented nuclear basket technology for transportation of commercial quantities of HALEU, waste and other fuel forms. These funds could also help us achieve our goal of generating initial revenues by the end of this year through our nuclear consulting services division. Our commitment remains to be a leading voice and innovator in the revitalized U.S. nuclear energy industry and to create enduring value for our shareholders.”

The Benchmark Company, LLC acted as the sole book-running representative for the offering. Ellenoff Grossman & Schole LLP acted as counsel to NANO Nuclear. Lucosky Brookman LLP acted as counsel to The Benchmark Company. Withum Smith+Brown PC are NANO Nuclear’s registered independent auditors.

Registration statements relating to this public offering were filed with the Securities and Exchange Commission and declared. This registration statement can be obtained by visiting the SEC website at www.sec.gov. Please see such registration statement for additional information regarding NANO Nuclear.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.