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Nukkleus Inc. (Nasdaq: NUKK) proudly announces the closing of its strategic merger with Brilliant Acquisition Corporation. This merger, valuing Nukkleus at around $105 million, signifies a bold step into a future rich with digital asset opportunities for businesses and investors alike. The combined company has been redomesticated to Delaware and its name has been change to Nukkleus Inc. The common stock and warrants of the combined company are expected to begin trading on the Nasdaq Stock Market under the ticker symbols NUKK and NUKKW on December 26, 2023.
Merger Details and Future Prospects
Nukkleus has undergone a strategic evolution through a SPAC merger with Brilliant Acquisition Corporation, in which Nukkleus has been acquired by Brilliant. Following this merger, the ticker symbol BRLI will be transitioned to NUKK to maintain brand continuity and market presence. This development aligns with our overarching vision for expansive growth and underscores our commitment to customer-centric innovation and service excellence.
Following the domestication, and prior to effectiveness of the merger, each outstanding public unit of Brilliant were converted into one share of the Brilliant, one right in Brilliant, and one warrant to purchase common stock of the combined company, with any fractional rights and warrants issued in connection with such separation rounded down to the nearest whole right or warrant.
As a result of the merger:
- each ordinary share of Brilliant is being converted into one share of common stock in the combined company;
- the stockholders of Nukkleus are receiving 1 share of the combined company for every 36.44532 shares of Nukkleus stock held prior to the merger;
- each public warrant of Brilliant prior to the merger is being converted into a new public warrant of the combined company; and
- the Brilliant rights are being converted into shares of the combined company at a rate of one (1) share for every ten (10) rights.
Additionally, as a “backstop” for public holders the combined company:
- are issuing shares of common stock to all public holders of Brilliant ordinary shares at the rate of 0.4 of a share of the combined company for each outstanding share held;
- are issuing Brilliant rights to all public holders of Brilliant rights at the rate of 0.04 of a share of the combined company for each outstanding right held; and
- are issuing Brilliant warrants to all public holders of Brilliant warrants at the rate of 0.4 of a warrant of the combined company for each outstanding warrant held.
With an unwavering commitment to innovation, Nukkleus is set to catalyze a new wave of growth in digital asset services, thereby enhancing our client offerings. Our strategy is clear: to leverage our combined strengths to deliver a suite of services that not only meet but anticipate the needs of our clients in a dynamic financial ecosystem. Nukkleus is charting a course towards a future where digital asset management and transactions are seamless, secure, and sophisticated.
Axiom Capital Management, Inc. and RedEight Capital Limited served as financial advisers; Loeb & Loeb LLP acted as counsel to Brilliant Acquisition Corporation; and ArentFox Schiff, LLP acted as counsel to Nukkleus Inc.
About Nukkleus Inc.
Nukkleus Inc. (Nasdaq: NUKK) blends cutting-edge technology with a comprehensive suite of digital asset exchange, investment, custody and payment services. We are dedicated to empowering our institutional clients and a broader customer base by offering full-service solutions in both traditional and digital asset markets, driven by a commitment to innovation and regulatory compliance.