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NuRAN Wireless Announces US ATM Offering

NuRAN sets up a US$50 million US at-the-market share sale facility to fund African rural network expansion and general purposes.

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NuRAN Wireless (NUR) has entered an at-the-market offering agreement with H.C. Wainwright, allowing it to sell, at its discretion, up to US$50 million of common shares in the United States. Sales, if any, will be conducted by Wainwright as sales agent on or through Nasdaq at prevailing market prices, and NuRAN will pay a 3.0% cash commission on aggregate gross proceeds. No shares will be sold on the Canadian Securities Exchange or other Canadian markets. NuRAN intends to use any net proceeds primarily to fund construction and commissioning of additional telecom sites, support operating expenditures for deployment programs, and for working capital and general corporate purposes, under an effective SEC Form F‑10 shelf registration.

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Positive

  • Flexible equity facility of up to US$50 million available in the US
  • Use of proceeds targeted to fund new telecom sites and operating needs
  • Sales executed at prevailing Nasdaq prices with timing at management’s discretion

Negative

  • Potential shareholder dilution from issuance of up to US$50 million in new shares
  • Company will pay a 3.0% cash commission on gross proceeds to the sales agent

News Explained

The release establishes an authorization, not a reported share sale: NuRAN may sell up to US$50 million at its discretion, so no immediate dilution is disclosed; shares issued under the program would increase the total share count and reduce existing holders’ percentage ownership.

Argus 15 min delay
-10.71% vs previous close $1.25 last price 34.2x rel. volume Open Argus
Details

Market reaction after US ATM offering: NUR -10.71%

$1.25 $1.36 Day Range
$16.49M Market Cap

Following this news, NUR has declined 10.71%, reflecting a significant negative market reaction. Our momentum scanner has triggered 8 alerts so far, indicating moderate trading interest and price volatility. The stock is currently trading at $1.25. Trading volume is exceptionally heavy at 34.2x the average, suggesting significant selling pressure.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Market Context

On Aug 25, NUR recorded a 1.4% decline following a financing filing, providing a prior market respon...
Analysis

On Aug 25, NUR recorded a 1.4% decline following a financing filing, providing a prior market response relevant to today’s ATM offering; the earlier filing involved no securities sale, while this announcement established potential sale terms.

Key Figures

ATM offering size: Up to US$50,000,000.00 Sales commission: 3.0% Registration effective date: August 26, 2026
ATM offering size
Up to US$50,000,000.00
Aggregate offering price
Sales commission
3.0%
Cash commission on aggregate gross proceeds paid to Wainwright
Registration effective date
August 26, 2026
Form F-10 registration statement

Historical Context

1 past event · Latest: Aug 25
1 event
  1. Aug 25

    Shelf prospectus filing

    24h Move
    -1.4%

    Established financing capacity for future securities offerings; no securities were offered at that time.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

atm offering, at-the-market, form f-10, prospectus supplement
4 terms
atm offering financial
"aggregate offering price of up to US$50,000,000.00 (the "ATM Offering")"
An at-the-market offering is a way for a company to sell new shares of its stock directly into the stock market over time, usually through a designated sales program. This approach allows the company to raise funds gradually as needed, similar to adding small amounts of fuel to a car rather than filling the tank all at once. For investors, it can influence the company's stock price and provide insights into its financing plans.
at-the-market financial
"transactions that are deemed to be "at-the-market""
"At-the-market" is a method for companies to sell new shares of stock directly into the open market over time, rather than all at once. It allows companies to raise money gradually, similar to selling slices of a pie instead of the entire pie at once, which can help manage the sale's impact on the stock price. This approach gives investors a steady supply of shares while providing companies with flexible funding options.
form f-10 regulatory
"pursuant to a registration statement on Form F-10"
Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.
prospectus supplement regulatory
"and the prospectus supplement dated September 15, 2026"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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QUÉBEC, QC / ACCESS Newswire / September 15, 2026 / NuRAN Wireless Inc. (Nasdaq:NUR)(FSE:1RN) ("NuRAN" or the "Company"), a leading provider of rural connectivity infrastructure in Africa, is pleased to announce that pursuant to entry into an at the market offering agreement (the "ATM Agreement") with H.C. Wainwright & Co., LLC ("Wainwright") on September 15, 2026, the Company, at its discretion, may offer and sell, from time to time, through Wainwright as sales agent, common shares of the Company ("Common Shares") having an aggregate offering price of up to US$50,000,000.00 (the "ATM Offering"). A cash commission of 3.0% on the aggregate gross proceeds raised under the ATM Offering will be paid to Wainwright in connection with its services.

Sales of the Common Shares under the Prospectus will be made in transactions that are deemed to be "at-the-market" offering as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), including sales made directly on or through the Nasdaq Stock Market LLC ("Nasdaq"). The Common Shares will be distributed at the prevailing market prices at the time of each sale. As a result, prices may vary as between purchasers and during the period of distribution. No Common Shares in the ATM Offering will be sold on the Canadian Securities Exchange (the "CSE") or any other trading market in Canada.

The volume and timing of sales, if any, will be determined at the sole discretion of the Company's management and in accordance with the terms of the ATM Agreement. If the Company chooses to sell Common Shares under the ATM Offering, the Company intends to use the net proceeds of the ATM Offering (i) principally to fund the construction and the commissioning of additional telecommunications infrastructure sites, (ii) to fund the operating expenditures required to support its deployment programs, and (iii) for working capital and general corporate purposes.

The ATM Offering is being made in the United States pursuant to a registration statement on Form F-10 (File No. 333-298508) filed with the Securities and Exchange Commission (the "SEC") on August 24, 2026, as amended on Form F-10/A filed with the SEC on August 25, 2026 and declared effective on August 26, 2026 (the "Registration Statement"), the base prospectus contained in the Registration Statement (the "Base Prospectus") and the prospectus supplement dated September 15, 2026 ("Prospectus Supplement", together with Base Prospectus, the "Prospectus") filed with the SEC.

You can review our SEC filings, the Registration Statement and Prospectus by accessing the SEC's internet site at www.sec.gov or on the Company's website at https://nuranwireless.com, through which you can access our SEC filings.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these 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.

About NuRAN Wireless

NuRAN Wireless Inc. (Nasdaq:NUR)(FSE:1RN) is a rural telecommunications infrastructure company connecting remote and underserved communities across Africa. Through its Network-as-a-Service model, NuRAN finances, builds, owns, operates and maintains 2G, 3G and 4G mobile network infrastructure for mobile network operators seeking to expand coverage outside urban markets.

NuRAN has more than 5,000 sites under contract, of which a portion have been built and are operating today. The Company combines telecommunications engineering, low-power wireless technology, renewable-energy-enabled infrastructure, site selection and field operations to solve the economic and technical challenges of rural mobile coverage.

NuRAN is also building on this foundation through NuEnergy, its wholly owned subsidiary focused on owning and operating the Company's solar, storage and hybrid power systems across its African footprint.

Additional Information:

For further information about NuRAN Wireless: www.nuranwireless.com
Francis Létourneau, Director and CEO
Francis.letourneau@nuranwireless.com
Tel: (418) 264-1337

Forward Looking Statements

This news release contains "forward-looking statements" and "forward-looking information" within the meaning of applicable Canadian securities laws and applicable United States securities laws, including the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, as amended, to the extent applicable. Forward-looking statements are often, but not always, identified by words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "will," "may," "would," "could," "should," "targets," "potential" and similar words.

Forward-looking statements in this news release include, without limitation, statements regarding: the volume and timing of sales under the ATM Offering and the use of proceeds from the ATM Offering.

These forward-looking statements are based on management's current beliefs, expectations, estimates, assumptions and plans as of the date of this news release. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or developments to differ materially from those expressed or implied. Such risks include, without limitation: the Company's ability to obtain sufficient financing and working capital; the early-stage nature of the NuEnergy strategy; execution, integration and field-deployment risks; delays, cost increases or changes in scope; the availability and performance of energy systems and connectivity; customer demand and the ability to enter into agreements on acceptable terms; the performance of mobile network operators, technology partners, suppliers, lenders, governments and other counterparties; regulatory, permitting, political, security, currency and energy risks in African markets; supply chain and logistics risks; competition; network uptime and operational risks; the ability to complete contracted sites; capital-markets conditions; Nasdaq and other exchange-compliance risks; and general economic, market, industry and business conditions. There can be no assurance that NuEnergy will achieve its intended benefits, that third-party power sales will occur, or that any expected commercial, financing or operating benefits will be realized.

Readers should not place undue reliance on forward-looking statements, which speak only as of the date of this news release. Additional risks and uncertainties are described in the Company's filings with the U.S. Securities and Exchange Commission, including its annual report on Form 40-F and its reports furnished on Form 6-K, as applicable, and in its filings on SEDAR+ at www.sedarplus.ca. The forward-looking statements in this news release are expressly qualified in their entirety by this cautionary statement. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

SOURCE: NuRAN Wireless Inc.



View the original press release on ACCESS Newswire

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How will NuRAN determine the timing and volume of share sales under the ATM offering?

The volume and timing of any sales under the at-the-market offering will be determined at the sole discretion of NuRAN’s management, subject to the terms of the ATM Agreement with H.C. Wainwright.

On which markets can NuRAN’s ATM shares be sold?

Sales under the ATM offering will be made in at-the-market transactions under the Securities Act, including directly on or through Nasdaq. No common shares in the ATM offering will be sold on the Canadian Securities Exchange or any other Canadian trading market.

What are the main intended uses of any net proceeds from the ATM offering?

NuRAN intends to use net proceeds, if it sells shares, principally to fund construction and commissioning of additional telecommunications infrastructure sites, to fund operating expenditures required to support its deployment programs, and for working capital and general corporate purposes.

Under what SEC filings is the ATM offering being made?

The ATM offering is being made in the United States under a Form F-10 registration statement (File No. 333-298508) filed August 24, 2026, amended on Form F-10/A on August 25, 2026, and declared effective on August 26, 2026, using the base prospectus and a prospectus supplement dated September 15, 2026.

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