NANO Nuclear Energy Inc. (NNE) SEC Filings & Earnings Calls

Acquisition subject to NRC approval and other closing conditions; may not close as anticipated.

“Closing conditions include NRC approval; forward-looking statements caution about uncertainties.”

Integration and licensing risks; facility not yet operational.

“License was originally issued to construct and operate; facility not yet built.”

Pre-revenue Development Stage

“To date, we have not generated material revenues.” · word for word

Regulatory and Licensing Uncertainty

“The duration of the NRC’s safety and environmental reviews is not fixed.” · word for word

Significant Capital Requirements

“We estimate that the capital costs needed to construct the full scale KRONOS MMR™ reactor prototype at the UIUC over the next several years could be around $300 million to $350 million per reactor.” · word for word

Going Concern Risk

“Since inception, we have incurred significant operating losses, and have an accumulated deficit of approximately $83.3 million.” · word for word

Pre-revenue stage risk

“Prior to our acquisition of STS in May 2026, we generated only nominal revenues.” · word for word

Key person dependency

“Jay Jiang Yu, our President, Secretary, and Chairman of the Board of Directors, beneficially owns approximately 15.79% of the voting power of our Common Stock as of Record Date.” · word for word

Related party transactions

“Our relationship with LIST is considered a related party transaction. Jay Jiang Yu, our Chairman, President and Secretary, serves as Executive Chairman and Chief Executive Officer of LIST.” · word for word

Loss of key technical leadership could delay reactor development programs.

“Termination of CTO and Head of Reactor Development; CEO appointed Interim Head.”

Integration risk and potential dilution from stock consideration.

“Aggregate Stock Consideration ... in no event shall more than an aggregate of 10,364,476 shares of Common Stock be issuable”

No Material Revenue Generation

“We have not generated any material revenue from our inception through March 31, 2026.” · word for word

Significant Operating Losses

“For the three months ended March 31, 2026 and 2025, we incurred net losses of $ 10.6 million and $ 58.6 million, respectively.” · word for word

Regulatory Licensing Delays

“The regulatory licensing process for our microreactor prototypes is expected to be completed in the early 2030s, with manufacturing facilities being constructed during the licensing phase so we are ready to deploy microreactors (most notably our KRONOS MMR™) globally upon licensing approval.” · word for word

First-of-a-Kind Reactor Cost Overruns

“We estimate that the capital costs needed to construct prototype KRONOS MMR™ reactors at the UIUC and Canada over the next several years could be around $300 million to $350 million per reactor. This range reflects inherent uncertainty in building a first-of-a-kind (FOAK) reactor due to several factors that can result in a material increase to these estimate” · word for word

Dependence on Partnerships for NextGen

“Our NextGen technology plans are largely dependent upon our ability to enter into strategic partnerships with wireless operators to utilize our spectrum licenses for 5G broadband services in the manner set forth in our petition before the Federal Communications Commission ("FCC").”

Dependence on government grants and regulatory approvals for nuclear projects.

“GAIN Voucher from DOE; nuclear reactor design subject to regulatory approval.”

Proposal is non-binding and subject to regulatory review; no definitive agreement yet.

“the proposal is reviewed as required by Argentinian law...potential negotiation and execution of definitive documentation.”

Regulatory approval risk for nuclear deployment

“Construction Permit Application submitted to NRC; approval process uncertain”

SEC Investigation

“On January 16, 2026, we received a subpoena for documents from the Securities and Exchange Commission ('SEC') relating to two service providers.” · word for word

Pre-revenue execution risk

“We are currently in the pre-revenue stage, and we have not generated any material revenues from our inception through December 31, 2025.” · word for word

Regulatory licensing delay

“There can be no assurance as to the timing of completion of such reviews. The duration of the NRC's review process may vary materially based on numerous factors.” · word for word

Shareholder litigation

“On August 9, 2024, a putative securities class action lawsuit was filed against us and certain of our officers.” · word for word

No material risk signals; executive agreements are standard.

Pre-revenue with no near-term revenue visibility

“We have not generated any revenue from our inception through September 30, 2025.” · word for word

Regulatory and licensing delays

“We anticipate submitting our construction permit application to the NRC in early 2026, and receiving the construction permit in 2027. However, there can be no assurance that we will be able to meet this anticipated timeline.” · word for word