ASP Isotopes Inc. (NASDAQ: ASPI) clears all approvals for Renergen share acquisition

Rhea-AI Filing Summary

ASP Isotopes Inc. reported that, on December 17, 2025, it obtained all required regulatory approvals and clearances for its proposed offer to acquire all of the issued ordinary shares of Renergen Limited.

The transaction is structured as a scheme of arrangement under South African law, under which Renergen shareholders will receive 0.09196 new ASP Isotopes shares for each Renergen share held on the record date. The company also issued a press release describing the receipt of these approvals.

Insights

Equity analyst

ASP Isotopes secured all regulatory approvals for its share‑for‑share acquisition of Renergen.

ASP Isotopes Inc. disclosed that all required regulatory approvals and clearances have been obtained for its proposed acquisition of all issued ordinary shares of Renergen Limited. The deal is structured as a scheme of arrangement under South African law, meaning it proceeds through a court‑supervised process and shareholder participation.

Consideration will be paid entirely in stock, with Renergen shareholders receiving 0.09196 new ASP Isotopes shares for each Renergen share on the record date. This exchange ratio defines how ownership in the combined company will be divided between current ASP Isotopes shareholders and incoming Renergen shareholders.

Receiving all necessary approvals removes a major procedural hurdle for the proposed transaction, although completion still depends on implementation of the scheme as described. Investors can focus on how the share exchange structure may affect ASP Isotopes’ future ownership mix once the scheme becomes effective.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 17, 2025

ASP Isotopes Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-41555		87-2618235
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

601 Pennsylvania Avenue NW, South Building, Suite 900 Washington, DC		20004
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (202) 756-2245

 Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01		ASPI		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐ 

Item 8.01. Other Events.

On December 17, 2025, ASP Isotopes Inc. (the “Company” or “ASP Isotopes”) issued a press release announcing that all required regulatory approvals and clearances have been obtained for the Company’s proposed offer to acquire all of the issued ordinary shares of Renergen Limited (“Renergen”), pursuant to a scheme of arrangement under South African law pursuant to which Renergen shareholders will receive 0.09196 new ASP Isotopes shares for each Renergen share held on the record date (the “Scheme”).  A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Press Release, dated December 17, 2025, of ASP Isotopes Inc. announcing receipt of regulatory approvals for acquisition of Renergen Limited.
104		Cover Page Interactive Date File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ASP ISOTOPES INC.
Date: December 17, 2025	By:	/s/ Donald G. Ainscow
	Name:	Donald G. Ainscow
	Title:	Executive Vice President, General Counsel and Secretary

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FAQ

What did ASP Isotopes Inc. (ASPI) announce regarding Renergen Limited?

ASP Isotopes Inc. announced that all required regulatory approvals and clearances have been obtained for its proposed offer to acquire all of the issued ordinary shares of Renergen Limited.

How will Renergen Limited shareholders be compensated in the ASP Isotopes (ASPI) deal?

Under the proposed scheme of arrangement, Renergen shareholders will receive 0.09196 new ASP Isotopes shares for each Renergen share held on the record date.

What structure is used for the ASP Isotopes (ASPI) acquisition of Renergen?

The acquisition is proposed as a scheme of arrangement under South African law, covering all of the issued ordinary shares of Renergen Limited.

Did ASP Isotopes (ASPI) obtain all necessary regulatory approvals for the Renergen transaction?

Yes. ASP Isotopes stated that all required regulatory approvals and clearances for its proposed offer to acquire Renergen Limited have been obtained.

What additional information did ASP Isotopes (ASPI) provide about the Renergen acquisition?

ASP Isotopes issued a press release dated December 17, 2025 describing the receipt of regulatory approvals for the proposed acquisition, which is filed as Exhibit 99.1.