ONE Nuclear Energy (ONEN) Registration filing summary

Company overview and business model

• Newly formed blank check company incorporated in the Cayman Islands to pursue a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination, with a focus on industrial technology and energy transition sectors.

• Management team has a track record of 13 prior SPAC transactions across industrial, technology, and energy sectors globally, targeting businesses with enterprise values of $500 million or greater.

• Intends to leverage management’s extensive SPAC and capital markets experience, broad network, and due diligence process to identify and acquire a target business.

• Will seek targets that benefit from public company status, scalable growth, large addressable markets, and differentiated technology.

Financial performance and metrics

• As of October 11, 2024, had $25,000 in cash, $61,560 in deferred offering costs, and a working capital deficiency of $51,861.

• No revenues or operations to date; all activity relates to formation and IPO preparation.

• Net loss for the period from inception to October 11, 2024 was $15,301.

Use of proceeds and capital allocation

• $150 million (or $172.5 million if over-allotment is exercised) from the IPO and private placement will be placed in a U.S.-based trust account, invested in U.S. government securities or money market funds.

• Funds will be used to complete an initial business combination, with any excess used for general corporate purposes post-combination.

• Up to $1.15 million (or $925,000 if over-allotment is exercised) will be available outside the trust account for working capital, due diligence, and administrative expenses.

• Sponsor may provide up to $2.5 million in working capital loans, convertible into private placement units at $10.00 per unit.