Deep Fission (FISN) Registration filing summary

Company overview and business model

• Designs modular, underground nuclear reactors (Gravity Reactor) using proven PWR technology, emplaced one mile below ground for natural containment and safety.

• Targets rapid deployment (6 months per reactor), cost reduction, and scalability for data centers, utilities, and industrial operators.

• Business model includes revenue from electricity sales, technology licensing, and operations/maintenance services, with initial focus on data centers and expansion to utilities and global markets.

• Selected by the U.S. DOE for the Nuclear Reactor Pilot Program, aiming for pilot reactor criticality by July 2026.

• Holds one issued U.S. patent and 24 pending applications, with a team of 30 employees and 8 consultants as of the filing.

Financial performance and metrics

• No revenue generated to date; net losses of $8.0M (2024), $7.1M (first half 2025), and $47.5M (nine months ended Sept 2025).

• Accumulated deficit of $56.2M as of Sept 30, 2025; auditor issued a going concern opinion.

• Cash and cash equivalents of $30.2M as of Sept 30, 2025, primarily from equity sales and a $30M private placement.

• Operating expenses driven by increased headcount, R&D, and legal/marketing costs.

• Expects $105M in pilot reactor development costs over the next 12 months.

Use of proceeds and capital allocation

• Proceeds from the $30M private placement and any warrant exercises will fund working capital, engineering, R&D for the pilot reactor, and general corporate purposes.

• Management expects current cash plus placement proceeds will not be sufficient for the next 12 months; substantial additional capital will be needed.