Mangoceuticals’ Merger Partner, Nuclea Energy Inc., Signs MOU with New Mining Co. to Advance Behind-the-Meter Modular Reactor Deployment for High-Density Computing Infrastructure
Rhea-AI Summary
Mangoceuticals (NASDAQ: MGRX) reported that its merger partner, Nuclea Energy, signed a non-binding MOU with New Mining Co. to study deploying Nuclea’s modular reactor technology as behind-the-meter power for New Mining’s high-density computing and Bitcoin mining operations.
The parties will first assess engineering for roughly 30 MWe of existing data center load, then evaluate scalable expansion toward up to 100 MWe/b) of cumulative capacity. Nuclea will provide technical advisory, reactor design specifications, microgrid integration planning, and preliminary regulatory and zoning strategy, while New Mining supplies site, engineering and power-usage data. The MOU does not create any power supply or offtake commitment, and any future generation would be operated by a separate qualified utility or nuclear operator. Mangoceuticals highlighted this MOU as reinforcing the strategic rationale for the definitive business combination agreement with Nuclea, which is intended to give Nuclea a path to a Nasdaq listing, subject to customary shareholder and regulatory approvals.
Positive
- MOU targets phased evaluation up to 100 MWe of capacity for New Mining’s data centers
- Nuclea gains a potential high-density computing use case for its Morpheus microreactor technology
- Business combination agreement aims to provide Nuclea a Nasdaq listing and capital access
Negative
- MOU is non-binding and creates no power purchase or offtake commitments
- Business combination closing remains subject to stockholder and regulatory approvals
- Future nuclear operations would rely on a third-party utility or operator yet to be identified
News Explained
The signed MOU remains only a non-binding feasibility exercise: it creates no power-supply or offtake commitment, and Nuclea would not operate equipment; any eventual generation and delivery would require a separately contracted qualified third party.
Market reaction after modular reactor partnership: MGRX +32.53%
Following this news, MGRX has gained 32.53%, reflecting a significant positive market reaction. Argus tracked a peak move of +2.0% during the session. Argus tracked a trough of -15.4% from its starting point during tracking. Our momentum scanner has triggered 41 alerts so far, indicating elevated trading interest and price volatility. The stock is currently trading at $0.56.
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Key Figures
Previous Acquisition Reports
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| Mar 06 | Patent filing | Positive | -7.0% | PCT filing expanded international patent protection for MGX-0024 antiviral technology. |
| Dec 19 | Patent acquisition | Positive | +1.6% | Completed acquisition added mushroom-based wellness patent rights to the company. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Acquisition-tagged announcements produced mixed reactions, with one negative move of -7.02% and one positive move of 1.64%.
Key Terms
behind-the-meter technical
microgrid integration technical
lead-cooled technical
power purchase agreement regulatory
AI-generated analysis. How Rhea-AI works. Not financial advice.
MOU will assess the technical feasibility of integrating Nuclea’s modular reactor technology into New Mining’s data center operations, with a phased evaluation path toward a cumulative 100 MWe of behind-the-meter capacity
Dallas, Texas, Aug. 06, 2026 (GLOBE NEWSWIRE) -- Mangoceuticals, Inc. (NASDAQ: MGRX) (“Mangoceuticals” or the “Company”) today announced that its merger partner, Nuclea Energy Inc. (“Nuclea”), an advanced nuclear technology company headquartered in Mississauga, Ontario, has signed a non-binding memorandum of understanding (the “MOU”) with New Mining Co. (“New Mining”), a Miami-headquartered provider of high-density digital infrastructure and computing hosting services, to evaluate the technical and structural feasibility of deploying Nuclea’s modular reactor technology to serve New Mining’s behind-the-meter power needs.
“High-density computing infrastructure is precisely the kind of behind-the-meter application our technology is engineered for, and this collaboration enables us to evaluate that fit rigorously alongside a partner who understands large-scale, mission-critical power demand. The phased approach outlined in this MOU reflects how we like to work: start with a clear-eyed technical assessment of an operator’s actual load profile, and let the data determine whether our technology is the right fit before either side commits to anything further. We look forward to working closely with the New Mining team throughout this evaluation,” said Josef Freundorfer, CEO of Nuclea.
The MOU establishes a collaborative framework under which the parties will assess co-locating advanced modular power units utilizing Nuclea’s proprietary technology at or adjacent to New Mining’s data center facilities. The evaluation is structured in two phases aligned with New Mining’s electrical load profile: an initial phase focused on engineering scoping for New Mining’s current approximately 30 MWe of operational data center load, followed by a scalability phase evaluating modular expansion toward a cumulative capacity of up to 100 MWe as New Mining’s infrastructure grows.
New Mining CEO, Denis Slabakov, added, “As our infrastructure continues to scale, exploring reliable, carbon-free, behind-the-meter power options is a natural next step for our operations. Bitcoin mining is an energy-intensive business, and access to stable, competitively priced power has always been central to how we compete. We look forward to working with the Nuclea team to evaluate whether their modular reactor technology can support that goal over the long term.”
The MOU is non-binding and does not constitute a power purchase agreement, virtual power purchase agreement, energy offtake contract, or any commitment to supply power or otherwise. Nuclea will not act as the operator of any nuclear equipment; the ultimate generation and delivery of power, if the parties determine to proceed, would be handled by a qualified third-party utility or specialized nuclear operating company to be separately identified and contracted. Under the MOU, Nuclea will provide technical advisory services, including engineering specifications for its modular reactor designs, architectural planning for behind-the-meter microgrid integration, and initial regulatory and zoning pre-application strategy, while New Mining will provide site, engineering and power-usage data, in both instances, to support the feasibility evaluation.
“This latest MOU further highlights the momentum our merger partner continues to build and reinforces the strategic rationale for the business combination we announced last week,” said Jacob Cohen, Chief Executive Officer of Mangoceuticals. “Nuclea’s work with New Mining to evaluate behind-the-meter modular reactor solutions for high-density computing needs advances the Morpheus microreactor toward practical commercial applications. We remain focused on completing the transaction and delivering long-term value for our shareholders.”
This agreement reflects Nuclea’s continued progress in building the partnerships needed to advance research, testing, demonstration and commercial deployment of the Morpheus microreactor, showcasing the innovative capabilities and inherent safety features of its compact lead-cooled reactor technology.
Recent Corporate Milestone: Definitive Business Combination Agreement
The signing of this MOU follows Mango and Nuclea’s announcement on July 30, 2026, that they have entered into a definitive business combination agreement (the "Business Combination Agreement").
The proposed transaction is intended to provide Nuclea with a path to a Nasdaq public listing, broadening its access to the capital markets to fund the continued development, licensing, and commercialization of the Morpheus microreactor at a time when demand for consistent baseload electricity is accelerating.
Completion of the business combination remains subject to customary closing conditions, including the receipt of required stockholder and regulatory approvals.
About New Mining Co.
New Mining Company is a U.S.-based Bitcoin mining infrastructure operator with eight years of operating history and approximately 65 MW of total capacity across facilities in North Dakota and Minnesota, including sites in Grand Forks and Langdon, North Dakota, and Moorhead and Bemidji, Minnesota . The company provides institutional-grade mining hosting services, including site development, equipment deployment, hosting, repair and monitoring, with investors retaining direct ownership of their mining equipment and receiving Bitcoin directly to their own wallets. New Mining serves family offices, institutional investors and qualified individuals seeking direct Bitcoin exposure through physical mining infrastructure.
For more information, visit https://hosting.new-mining.co/.
About Nuclea Energy Inc.
Nuclea Energy Inc. is an advanced nuclear technology company headquartered in Mississauga, Ontario, developing the Morpheus microreactor, a lead-cooled, graphite-moderated micro-modular reactor designed to be factory-built, transportable and scalable from approximately 3.5 MWe to 50 MWe. Nuclea is targeting applications across data centers, defense installations, remote industrial operations and off-grid communities.
For more information, visit www.nuclea.energy.
About Mangoceuticals, Inc.
Mangoceuticals, Inc., through its subsidiary Mango and Peaches Corp., and its brand, MangoRx, is continued to be focused on developing a variety of men’s health and wellness products and services via a secure telemedicine platform. To date, the Company currently offers pharmaceutical-based products specifically related to the treatments of erectile dysfunction, hair growth, hormone replacement therapies, and weight management. Interested consumers can use MangoRx’s telemedicine platform for a smooth experience. Prescription requests will be reviewed by a licensed medical provider and, if approved, fulfilled and discreetly shipped through MangoRx’s partner compounding pharmacy and right to the patient’s doorstep.
To learn more about MangoRx’s mission and other products, please visit www.MangoRx.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this news release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including with respect to the proposed business combination between Nuclea and Mangoceuticals (the “Proposed Transaction”). These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “think,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “seeks,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements represent Nuclea’s expectations or beliefs concerning guidance, future events, anticipated revenue, future demand and production levels, macroeconomic trends, the development of ongoing projects, costs and expectations, and it is possible that the results described in this news release will not be achieved.
These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Nuclea’s control, which could cause actual results to differ materially from the results discussed in the forward-looking statements. These factors include, without limitation: Nuclea’s ability to advance its proposed products from their current pre-conceptual stage to regulatory and commercial readiness; the risk that Nuclea may be unable to realize its anticipated growth strategies, including the achievement of key regulatory and technical milestones, commercialization and its expected internal growth; changes in the availability and cost of professional staff and materials; changes in consumer preferences and needs, in Nuclea’s future capital needs and/or in competitive conditions; the anticipated scope, phasing and capacity targets of the evaluation of Nuclea’s modular reactor technology for New Mining’s operations; the potential integration of behind-the-meter power generation into New Mining’s data center infrastructure; the identification and engagement of a future third-party Licensed Operator; and the potential outcome, timing and results of the parties' feasibility assessment; among others. In addition, there is a risk that the Proposed Transaction may not be completed in a timely manner or at all.
Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Nuclea does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Nuclea to predict all such factors.
Important Notices and Additional Information
In connection with the Proposed Transaction, Mangoceuticals intends to file a registration statement on Form S-4 containing a prospectus with the U.S. Securities and Exchange Commission (the “SEC”). INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE REGISTRATION STATEMENT/PROSPECTUS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PARTIES AND THE PROPOSED TRANSACTION. Investors and security holders may obtain a free copy of the prospectus, the proxy statement and other documents filed by Mangoceuticals and Nuclea (in each case when available) with the SEC at the SEC’s website at http://www.sec.gov. Free copies of these documents and other filings with the SEC may also be obtained by contacting Mangoceuticals directly at investors@mangorx.com or Nuclea at ir@nuclea.energy.
Participants in the Solicitation
Mangoceuticals, Nuclea and their respective directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitation of proxies from Mangoceuticals’ stockholders in connection with the transaction. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of Mangoceuticals’ executive officers and directors in its most recent Annual Report on Form 10-K and other filings with the SEC. Additional information regarding the persons who may be deemed participants in the solicitation and their interests will be set forth in the proxy statement and other relevant materials when they become available.
No Offer or Solicitation
This news release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Proposed Transaction contemplated by the Business Combination Agreement and shall not constitute an offer to sell or a solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom.
FOR INVESTOR RELATIONS
Nuclea Energy Inc. CORE IR ir@nuclea.energy (437) 784-1600
Mangoceuticals, Inc. investors@mangorx.com
