Hadron Energy (Nasdaq: HDRN) closes GigCapital7 merger with ~$31M and no debt
Rhea-AI Filing Summary
Hadron Energy, Inc., formerly SPAC GigCapital7, completed its business combination with Hadron Energy Operating Company, becoming a Nasdaq-traded light-water micro‑modular reactor company under the symbols HDRN and HDRNW.
Before the shareholder meeting, holders of 16,834,491 Public Shares out of 20,000,000 redeemed at $10.71267171 per share, for an aggregate $180,342,375.50, leaving 3,165,509 Public Shares and about $33.9 million in the trust account immediately prior to closing. After redemptions and unit separation, there were 71,498,842 shares of common stock outstanding, public warrants for 20,000,000 shares at $11.50, private warrants for 3,719,000 shares at $11.50, and additional 5,000,000 warrants at $12.00.
Press materials state that approximately $28 million of trust cash plus about $2.8 million from $7.5 million of SAFE bridge financings produced roughly $31 million of cash at closing, and about $24.45 million after roughly $6.5 million of expenses, with no debt. Directors, executives and affiliates beneficially owned about 75.9% of the combined company, while former GigCapital7 shareholders held about 23%. Concurrently, Hadron entered into an amended Registration Rights Agreement covering resale registrations and a Lock-Up Agreement restricting certain insiders from selling their shares for defined periods or until trading and transaction-based triggers are met.
Positive
- None.
Negative
- None.
Insights
De-SPAC closes with high redemptions but modest equity capital and no debt.
Hadron Energy completed its merger with GigCapital7, converting the SPAC into a public light‑water micro‑modular reactor developer. Redemptions were substantial: 16,834,491 of 20,000,000 Public Shares were redeemed at $10.71267171, leaving relatively few public shares.
Despite this, the company reports about $31 million of cash at closing, including trust funds and SAFE bridge financing, and expects roughly $24.45 million after approximately $6.5 million in expenses, with zero debt. An amended Registration Rights Agreement and a Lock-Up Agreement structure future resale mechanics and insider liquidity timing.
As of the business combination, insiders and affiliated entities hold about 75.9% of outstanding common stock, with former GigCapital7 shareholders at about 23%. This concentrated ownership and limited initial float may influence trading dynamics while the company pursues its Halo MMR development and NRC engagement in periods such as the first year post-closing.
8-K Event Classification
Key Figures
Key Terms
Business Combination Agreement financial
Registration Rights Agreement financial
Lock-Up Agreement financial
SAFE bridge financings financial
micro-modular nuclear reactor technical
emerging growth company regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Emerging growth company
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Introductory Note
On May 22, 2026, Hadron Energy, Inc. (f/k/a GigCapital7 Corp. (“GigCapital7”)) (the “Company” or “Combined Company” or “Hadron Energy”) consummated (the “Closing”) its business combination (the “Business Combination”) with Hadron Energy Operating Company Inc. (f/k/a Hadron Energy, Inc.) (“Hadron Energy Operating Company”) pursuant to that certain Business Combination Agreement, dated as of September 27, 2025, as amended by that certain First Amendment to Business Combination Agreement, dated as of December 12, 2025, and by that certain Second Amendment to Business Combination Agreement, dated as of April 16, 2026, and all exhibits and schedules thereto, by and among the Company, MMR Merger Sub, Inc. and Hadron Energy Operating Company (the “Business Combination Agreement”). In connection with the consummation of the Business Combination, the Company changed its name from GigCapital7 Corp. to Hadron Energy, Inc. Certain terms used in this Current Report on Form 8-K have the same meaning as set forth in the final proxy statement/prospectus (the “Final Proxy Statement/Prospectus”) filed with the Securities and Exchange Commission (the “SEC”) on April 15, 2026 by the Company.
Prior to the extraordinary general meeting of shareholders of the Company held on May 7, 2026 (the “Extraordinary Meeting”), the holders of 16,834,491 shares of GigCapital7’s common stock out of 20,000,000 shares of common stock (or about 84% of the Public Shares) that were sold in its initial public offering (“Public Shares”) exercised their right to redeem those shares for cash at a price of $10.71267171 per share, for an aggregate of $180,342,375.50, which redemption occurred concurrent with the Closing, and the balance of 3,165,509 shares (or about 16% of the Public Shares) reflected cash that remained in the trust account upon the Closing. Immediately after giving effect to the Business Combination (including as a result of the redemptions described above and the automatic separation of GigCapital7 units into shares of Hadron Energy common stock (“Combined Company Common Stock”) and warrants for the purchase of shares of Combined Company Common Stock), there were (i) 71,498,842 issued and outstanding shares of Combined Company Common Stock, (ii) public warrants for the purchase of 20,000,000 shares of Combined Company Common Stock with an exercise price of $11.50 per share, (iii) private warrants for the purchase of 3,719,000 shares of Combined Company Common Stock with an exercise price of $11.50 per share, and (iv) warrants for 5,000,000 shares of Combined Company Common Stock issued to former warrant holders of Hadron Energy Operating Company issued pursuant to the terms of the Business Combination Agreement with an exercise price of $12.00 per share. Upon the Closing, GigCapital7’s units ceased trading, and Hadron Energy’s common stock began trading on The Nasdaq Stock Market LLC (the “Nasdaq”) under the symbol “HDRN” and the public warrants began trading on Nasdaq under the symbol “HDRNW.” As of the date of Closing, the directors and executive officers and their affiliated entities beneficially owned approximately 75.9% of the outstanding shares of shares of Combined Company Common Stock, and the former shareholders of GigCapital7 beneficially owned approximately 23% of the outstanding shares of Combined Company Common Stock.
As noted above, the per share redemption price of $10.71267171 for holders of Public Shares electing redemption was paid out of GigCapital7’s trust account, which after taking into account the redemptions, had a balance immediately prior to the Closing of approximately $33.9 million.
| Item 1.01. | Entry into Material Definitive Agreement. |
Registration Rights Agreement
In connection with the closing of the Business Combination, the Company, GigAcquisitions7 Corp., a Cayman Islands exempted company (the “Sponsor”), and certain stockholders of the Company party to that certain Registration Rights Agreement dated as of August 28, 2024 (the “Original RRA”), and certain stockholders of Hadron Energy Operating Company (the “Restricted Company Security Holders” and, together with the Sponsor and the other parties to the Original RRA, the “Registration Rights Holders”) entered into an Amended and Restated Registration Rights Agreement (the “Registration Rights Agreement”), which amended and restated the Original RRA in its entirety. Pursuant to the terms of the Registration Rights Agreement, the Combined Company will be obligated to file one or more registration statements to register the resales of the Combined Company Common Stock and Combined Company Common Stock issuable upon exercise of warrants that are held by such Registration Rights Holders after the Closing. Registration Rights Holders holding at least majority in interest of the registrable securities held by all Registration Rights Holders are entitled under the Registration Rights Agreement to make a written demand for registration under the Securities Act of all or part of their registrable securities, up to a total of three such demands. In addition, pursuant to the terms of the Registration Rights Agreement and subject to certain requirements and customary conditions, such Registration Rights Holders may demand at any time or from time to time, that the Combined Company file a registration statement on Form S-3 (or any similar short-form registration which may be available) to register the resale of the registrable securities of the Combined Company held by such Registration Rights Holders. The Registration Rights Agreement will also provide such Registration Rights Holders with “piggy-back” registration rights, subject to certain requirements and customary conditions.
Under the Registration Rights Agreement, the Combined Company will indemnify such Registration Rights Holders and certain persons or entities related to such Registration Rights Holders such as their officers, directors, agents and each person who controls such Registration Rights Holders against any losses, claims damages, liabilities and expenses (including reasonable attorneys’ fees) resulting from any untrue or alleged untrue statement, or omission or alleged omission, of a material fact in any registration statement or prospectus pursuant to which the Registration Rights Holders sell their registrable securities, unless such liability arose from such Registration Rights Holder’s misstatement or alleged misstatement, or omission or alleged omission, and the Registration Rights Holders including registrable securities in any registration statement or prospectus will indemnify the Combined Company and certain persons or entities related to the Combined Company such as its officers, directors, agents and each person who controls the Combined Company against all losses, claims, damages, liabilities and expenses caused by their misstatements or omissions (or alleged misstatements or omissions) in those documents; provided, that each such Registration Rights Holder’s obligation to indemnify shall be several, not joint and several, and limited to the net proceeds received by such holder from the sale of registrable securities pursuant to the applicable registration statement.
The foregoing description of the Registration Rights Agreement and the transactions contemplated thereby is not complete and is subject to, and qualified in its entirety by reference to the text of the Registration Rights Agreement, which is included as Exhibit 10.1 to this Current Report on Form 8-K.
Lock-Up Agreement
In connection with and as a condition to the closing of the Business Combination, the Company, Hadron Energy Operating Company and certain stockholders of Hadron Energy Operating Company, (each, a “Lock-Up Holder” and, collectively, the “Lock-Up Holders”) entered into a Lock-Up Agreement (the “Lock-Up Agreement”). The Lock-Up Agreement provides that, subject to certain exceptions, each of the Lock-Up Holders will not transfer any Lock-Up Securities (as defined therein, which excludes securities received pursuant to an incentive plan adopted on or after the Closing Date and securities acquired in open market transactions) beneficially owned or owned of record by the Lock-Up Holder until the earlier of (a) six months following the date of the Closing; (b) subsequent to the Closing, the date on which the reported closing price of one share of the Combined Company Common Stock quoted on Nasdaq (or other applicable national securities exchange) equals or exceeds $11.50 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like occurring after the date of the Closing) for any twenty trading days within any thirty consecutive trading day period commencing at least ninety days after the date of the Closing; and (c) subsequent to the Closing, the date on which the Combined Company completes a liquidation, merger, stock exchange or other similar transaction that results in all of the Combined Company’s stockholders having the right to exchange their Combined Company securities for cash, securities or other property. The foregoing description of the Lock-Up Agreement and the transactions contemplated thereby is not complete and is subject to, and qualified in its entirety by reference to the text of the Lock-Up Agreement, which is included as Exhibit 10.2 to this Current Report on Form 8-K.
| Item 8.01. | Other Events. |
On May 22, 2026, GigCapital7 announced that its previously announced Business Combination with Hadron Energy Operating Company was consummated on May 22, 2026, that GigCapital7 had been renamed as Hadron Energy, Inc. and that its common stock and warrants would begin trading on Nasdaq under the new symbols “HDRN” and “HDRNW”, respectively, on May 26, 2026.
On May 26, 2026, the Company also announced that its previously announced Business Combination with Hadron Energy Operating Company was consummated on May 22, 2026, as well as the approximate amount of cash that it retained from the GigCapital7 trust account following redemptions of Public Shares, plus the amount of cash that Hadron Energy Operating Company had at the Closing following the amounts that it had raised prior to the Closing.
A copy of both the May 22, 2026 and the May 26, 2026 press release issued by the Company are furnished as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated herein by reference.
The information furnished in this Item 8.01, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits |
Exhibit |
Description | |
| 10.1 | Registration Rights Agreement, dated May 22, 2026, by and among Hadron Energy, Inc. (f/k/a/ GigCapital7 Corp.), GigAcquisitions7 Corp. and certain stockholders | |
| 10.2 | Lock-Up Agreement, dated May 22, 2026, by and among Hadron Energy, Inc. (f/k/a GigCapital7 Corp.), Hadron Energy Operating Company Inc. (f/k/a Hadron Energy, Inc.) and the Lock-Up Parties listed therein | |
| 99.1 | Press Release, dated May 22, 2026 | |
| 99.2 | Press Release, dated May 26, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
| † | Schedules and similar attachments to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of such omitted materials to the SEC upon request. |
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.
| Hadron Energy, Inc. | ||||||
| Dated: May 27, 2026 | ||||||
| By: | /s/ Samuel Gibson | |||||
| Chief Executive Officer | ||||||
Exhibit 99.1
GigCapital7 Announces Closing of Business Combination with Hadron Energy
GigCapital7 will Cease Trading on Nasdaq under the Symbol “GIG”, and Hadron Energy to Trade on the Nasdaq under the Symbol “HDRN”
PALO ALTO, Calif. – May 22, 2026 – GigCapital7 Corp. (“GigCapital7”) and Hadron Energy today announced that they have completed their previously announced business combination. The business combination was approved by GigCapital7 shareholders on May7, 2026.
The combined company has changed its name to Hadron Energy, Inc. and its common stock and warrants will begin trading on Nasdaq under the new symbols “HDRN” and “HDRNW”, respectively, on May 26, 2026. Each existing GigCapital7 unit will separate into its components consisting of one share of common stock under the new symbol “HDRN” and one warrant under the new symbol “HDRNW” and, as a result, the GigCapital7 units will no longer trade as a separate security.
Advisors
Cohen & Company Capital Markets is serving as financial advisor to Hadron Energy only on the transaction. Duane Morris LLP is serving as legal advisor to Hadron Energy. DLA Piper LLP (US) is serving as legal advisor to GigCapital7.
About Hadron Energy, Inc.
Hadron Energy is a pioneer in MMR technology. Designed to deliver 10 MWe of continuous power, the Halo MMR is smaller, more cost-effective, and faster to deploy than other proposed nuclear power solutions. The reactor’s vessel, core, and containment shell are fully truck-transportable, enabling deployment across AI data centers, industrial hubs, remote communities, and infrastructure facilities where traditional power solutions cannot deliver. Hadron Energy is advancing the Halo MMR through an integrated program of technical development, NRC licensing engagement, and a growing portfolio of strategic supply chain and deployment partnerships. For more information, please visit www.hadronenergy.com.
About GigCapital7 Corp.
GigCapital7 Corp. is a Private-to-Public Equity (PPE)™ company, also known as a special purpose acquisition company (SPAC), with a Mentor-Investor™ methodology and a mission to partner with a high technology differentiating company to forge a successful path to the public markets through a business combination. Like all other GigCapital Private-to-Public Equity (PPE) entities, it aimed to partner with an innovative company with exceptional leaders in order to create an industry-leading partnership that will be successful for years to come, and hence has combined with Hadron Energy, Inc.
Private-to-Public Equity (PPE)™ and Mentor-Investor™ are trademarks of GigManagement, LLC, a member entity of GigCapital Global and affiliate of GigCapital7 Corp., used pursuant to agreement.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of U.S. federal securities laws. Such forward-looking statements include, but are not limited to, statements regarding the expectations, hopes, beliefs, intentions, plans, prospects or strategies regarding the business combination. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. The forward-looking statements contained in this press release are based on certain assumptions and analyses made by the management of GigCapital7 in light of their respective experience and perception of historical trends, current conditions and expected future developments as well as other factors they believe are appropriate in the circumstances. There can be no assurance that future developments affecting GigCapital7 or Hadron Energy will be those anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the parties) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, including the ability of Hadron Energy to meet the Nasdaq listing standards, and that Hadron Energy will have sufficient capital to operate as anticipated. Should one or more of these risks or uncertainties materialize, or should any of the assumptions being made prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Contacts
Hadron Energy Investor Center:
https://www.hadronenergy.com/investor-relations
Hadron Energy Media & Investor Contact:
Samuel Gibson
Chief Executive Officer
sgibson@hadronenergy.com
GigCapital7 Investor Contact:
Christine M. Marshall
Chief Financial Officer
christine@gigcapitalglobal.com
Exhibit 99.2
Hadron Energy Completes Business Combination with GigCapital7
Corp. Receiving Approximately $31 Million; Begins Trading on Nasdaq
Under Ticker “HDRN” as the First Publicly Traded Light-Water Micro-
Modular Nuclear Reactor Company
Closing follows GigCapital7 Corp. shareholder vote on May 7, 2026; Hadron and GigCapital7
together secured approximately $31 million in total funding all in equity and with zero debt
NEW YORK, NY — May 26, 2026 — Hadron Energy, Inc. (Nasdaq: HDRN) (“Hadron Energy” or the “Company”), is developing the Halo Micro-Modular Nuclear Reactor (MMR) which is a 10 megawatt electric (MWe), central factory manufactured, transportable, light-water reactor designed to deliver continuous, carbon-free baseload power, and with a 10 year refueling cycle. Today, Hadron announced the successful closing of its previously announced business combination with GigCapital7 Corp. (previously Nasdaq: GIG) (“GigCapital7”), the seventh private-to-public equity (PPE)™ enterprise, also known as SPAC, incepted by the GigCapital Global franchise since 2017. At closing, $28 million of cash remained and was not redeemed from the GigCapital7 trust account and was transferred to the Company’s balance sheet, far exceeding the $20 million minimum cash at closing as was agreed and defined on the Q3’2025 business combination agreement (BCA), with zero debt at closing. In addition, since signing the BCA, Hadron and GigCapital7 secured $7.5 million of equity-cash through SAFE bridge financings conducted prior to the closing, of which about $2.8 million remained on the balance sheet at the closing, for a total combined amount of cash of approximately $31 million, and due to the very low transaction and related expenses, as a result of the unique GigCapital Global closing methodology, the Company will have about $24.5 million in cash on the balance sheet following all transaction expenses. Following the approval of GigCapital7’s shareholders at the extraordinary general meeting (EGM) held on May 7, 2026, the Company’s common stock and warrants will commence trading on the Nasdaq Stock Market under the ticker symbols “HDRN” and “HDRNW”, respectively, on May 26, 2026, making Hadron Energy the first publicly traded light-water micro-modular nuclear reactor (MMR) company.
Hadron Energy — Closing Press Release — May 12, 2026 — 1
This successful transaction closing provides Hadron Energy with the required capital to operate the Company according to its business plan for the next year, public-market access, and the strategic flexibility to advance the Halo MMR through design, regulatory, and customer-deployment milestones at a pace and scale that the Company believes it will lead the next chapter of America’s nuclear renaissance in an efficient manner.
“Today marks the start of a new chapter for Hadron Energy. Now being a well-capitalized public company with no debt, we are executing with conviction on our development plan and NRC licensing pathway. The Halo MMR will be built on light-water reactor technology, the most thoroughly commercialized technology in the nuclear industry, and engineered to be central factory-built, easily transportable by commercial vehicles, and rapidly deployable with no need to refuel over 10 years. We identified the 10 megawatt electric (MWe) nuclear reactor to be the optimal footprint for the growing customer-based markets. We are positioned to scale the partnerships, supplier capacity, and talent base needed to deliver firm, on-site power to major industrial sites, data centers, defense installations, and mission-critical civilian facilities. This effort has been prioritized by the U.S. Administration as showcased by Hadron’s letter of support from the White House signed by the President last fall. We believe Hadron will optimize national and energy security with our Halo Microreactor,” said Sam Gibson, Founder and Chief Executive Officer of the Company.
“We are extremely proud to have completed this business combination with Hadron Energy. From our earliest engagement with Sam Gibson and his team, we recognized in Hadron Energy the combination of their participation in an attractive and relevant deep-tech environmental-friendly industry that has been highly prioritized by the current U.S. leadership as well as many other global administrations, their deployment of well-proven and lengthy sustained safe technology by using the light-water reactor technology, their disciplined execution, and a clear-eyed commercial strategy they have planned, all are the elements that GigCapital always looks for in our partners. The successful closing, with Hadron Energy emerging from it with approximately $31 million in equity capital, no debt on its balance sheet, and the lowest demonstrated deSPAC closing costs, reflects the GigCapital Global deployed methodology and commitment to delivering a company-friendly, clean and durable capital structure that maximizes Hadron Energy’s operational flexibility as it scales as a public company. We believe Hadron Energy is positioned to be the leading companies in defining America’s nuclear energy renaissance, and we look forward to our active partnership in supporting Hadron Energy as a ‘Mentor-Investor’ TM in its next chapter as a Nasdaq-traded public company,” said Dr. Avi Katz, Founder, Chairman and Chief Executive Officer of GigCapital7 Corp. and Executive Chairman of Hadron Energy, Inc.
Transaction Financing
Since signing the Business Combination Agreement, Hadron Energy and GigCapital7 worked together directly to secure the capital needed to bring Hadron Energy to the public markets. In closing, about $21.5 million were retained in the trust in Non-Redemption Agreements with small number of GigCapital7 shareholders, ensuring that trust proceeds remained intact to fund the newly launched public company, and factoring in all additional shares that were not redeemed, a total of about $28 million in cash was released to the Company’s balance sheet from the GigCapital7 trust account. In addition, Hadron and GigCapital7 secured $7.5 million through SAFE bridge financings conducted between signing the BCA in Q3’2025 and prior to the closing, of which about $2.8 million remained on the balance sheet at the closing, for a total combined amount of cash of approximately $31 million prior to the payment of approximately $6.5 million of transaction and related expenses and some small amount of deferred payment. Following such payments, the Company will have approximately $24.45 million in cash and zero debt on its balance sheet. Notably, all capital was raised directly by Hadron Energy and the GigCapital7 joint-team, without reliance on external investment banking capital raises.
Hadron Energy — Closing Press Release — May 12, 2026 — 2
Advisors on the Transaction
Cohen & Company Capital Markets served as the “sale-side” financial advisor to Hadron Energy only on the transaction. Duane Morris LLP served as legal advisor to Hadron Energy. DLA Piper LLP (US) served as legal advisor to GigCapital7.
Strategic Highlights at Closing
| • | Approximately $766 million pro-forma equity valuation at closing of the business combination with GigCapital7 Corp., the seventh private-to-public equity (PPE) SPAC of GigCapital Global. |
| • | Well-capitalized from the closing of the deSPAC transaction with approximately $31 million that was retained from the trust account and zero debt, and with low transaction related expenses of approximately $6.5 million. |
| • | First publicly traded company focused on light-water micro-modular reactor (MMR) technology which leverages the proven light-water reactor technology that powers approximately 95% of operating commercial nuclear plants in the U.S. and worldwide. |
| • | Domestic uranium services agreement with ConverDyn advancing fuel supply-chain readiness for the Halo MMR leveraging the only established uranium hexafluoride conversion partner for the U.S. light-water reactor fuel cycle. |
| • | 10MWe, factory-built, transportable Halo MMR designed for the majority of potential install-base sites consisting of distributed industrial, data-center, defense applications, and critical infrastructure. |
| • | Low Enriched Uranium+ (LEU+) fuel pathway plugging into the existing domestic light-water reactor fuel cycle avoids the High-Assay Low-Enriched Uranium (HALEU) or TRISO supply-chain bottleneck that constrains many advanced-reactor developers. |
| • | Designed for a 10-year operating cycle between refueling and a 50-year operating life. |
| • | Principal Design Criteria whitepaper submitted to the U.S. NRC on April 22, 2026 that formalized the licensing framework for the Halo MMR’s Manufacturing License and combined Construction Permit and Operating License applications. |
| • | Strategic collaboration with Paragon Energy Solutions, a Mirion Technologies Company, announced March 17, 2026 for the Halo MMR’s Instrumentation & Control system. |
| • | Multi-project deployment framework with Smartland Energy announced April 28, 2026, establishing a portfolio-scale framework for the evaluation of Halo MMR deployment across up to five qualified Smartland projects, representing aggregate capacity demand of approximately 1.8 GWe. |
About Hadron Energy, Inc.
Hadron Energy is a pioneer in MMR technology. Designed to deliver 10 MWe of continuous power, the Halo MMR is smaller, more cost-effective, and faster to deploy than other proposed nuclear power solutions. The reactor’s vessel, core, and containment shell are fully truck-transportable, enabling deployment across AI data centers, industrial hubs, remote communities, and infrastructure facilities where traditional power solutions cannot deliver. Hadron Energy is advancing the Halo MMR through an integrated program of technical development, NRC licensing engagement, and a growing portfolio of strategic supply chain and deployment partnerships. For more information, please visit www.hadronenergy.com.
About GigCapital7 Corp.
GigCapital7 Corp. was a Private-to-Public Equity (PPE)™ company, also known as a special purpose acquisition company (SPAC), the 7th issued entity from the GigCapital Global franchise since 2017, with a Mentor-Investor™ methodology and a mission to partner with a high technology differentiating company to forge a successful path to the public markets through a business combination. Like all other GigCapital
Hadron Energy — Closing Press Release — May 12, 2026 — 3
PPE entities, it aimed to actively partner with a deep-tech innovative company that participates in a relevant and attractive industry vertical, with exceptional leaders in order to create an industry-leading partnership that will be successful for years to come, and hence has combined with Hadron Energy, Inc.
Private-to-Public Equity (PPE)™ and Mentor-Investor™ are trademarks of GigManagement, LLC, a member entity of GigCapital Global and affiliate of GigCapital7 Corp., used pursuant to agreement.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of U.S. federal securities laws. Such forward-looking statements include, but are not limited to, statements regarding the expectations, hopes, beliefs, intentions, plans, prospects or strategies regarding the business combination. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained in this press release are based on certain assumptions and analyses made by the management of Hadron Energy in light of their respective experience and perception of historical trends, current conditions and expected future developments as well as other factors they believe are appropriate in the circumstances. There can be no assurance that future developments affecting Hadron Energy will be those anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the parties) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements, including the ability of Hadron Energy to meet the Nasdaq listing standards, and that Hadron Energy will have sufficient capital to operate as anticipated. Should one or more of these risks or uncertainties materialize, or should any of the assumptions being made prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Contacts
Hadron Energy Investor Center:
https://www.hadronenergy.com/investor-relations
Hadron Energy Media & Investor Contact:
Samuel Gibson
Chief Executive Officer
sgibson@hadronenergy.com
Hadron Energy — Closing Press Release — May 12, 2026 — 4