Deep Fission (FISN) Registration filing summary

Company overview and business model

• Designs modular, underground pressurized water reactors (PWRs) using deep borehole emplacement to reduce costs and accelerate deployment timelines.

• Targets hyperscale data centers, industrial sites, utilities, and remote communities with scalable 15 MWe units that can be clustered for larger installations.

• Business model focuses on technology licensing, reactor delivery, integration, and recurring operations and maintenance services, while leaving capital-intensive project ownership to partners.

• Selected by the DOE for its Reactor Pilot Program, providing a pathway to expedited demonstration and regulatory approval.

• Holds 1 allowed and 24 pending patent applications covering core technology and deployment methods.

Financial performance and metrics

• No revenue generated to date; net losses of $8.0 million in 2024 and $7.1 million for the six months ended June 30, 2025.

• Accumulated deficit of $15.8 million as of June 30, 2025; negative cash flow of $2.0 million for the first half of 2025.

• Cash and cash equivalents of $4.8 million as of June 30, 2025; expects current cash plus $26 million from Private Placement to be insufficient for the next 12 months.

• Auditor issued a "going concern" opinion due to recurring losses and capital needs.

Use of proceeds and capital allocation

• Will not receive proceeds from resale of shares by selling stockholders; may receive up to $1.76 million from exercise of Placement Agent Warrants.

• Proceeds from warrant exercises and Private Placement intended for working capital, engineering, R&D for pilot reactor, and general corporate purposes.

• Management has broad discretion over capital allocation; additional capital raises anticipated.