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Terrestrial Energy Inc. has filed a Form S-1 to register a mixed offering consisting of a primary offering of up to 18,776,119 shares of common stock and a secondary offering for the resale of up to 13,117,599 common shares plus 1,267,599 warrants. The primary shares are issuable upon exercise of Private Placement Warrants and Legacy Terrestrial Warrants assumed in connection with the recent business combination with HCM II Acquisition Corp. Selling securityholders will be able to resell their shares and private placement warrants from time to time once lock-up restrictions lapse.
As of November 21, 2025, the company reports 105,782,452 New Terrestrial Common Shares and share equivalents outstanding, including 81,771,423 shares issued and outstanding and 24,011,029 shares issuable upon exchange of Exchangeable Shares. The resale shares represent about 9.7% of fully diluted common shares, and the private placement warrants being registered for resale represent about 4.2% of outstanding warrants. Some selling holders acquired shares at prices well below the current $9.62 market price, which could create selling pressure. The company would receive up to approximately $225.6 million from cash exercises of New Terrestrial Warrants and $23.9 million from cash exercises of Legacy Terrestrial Warrants, though such proceeds depend on future warrant exercise decisions.
Terrestrial Energy Inc. filed a Form 8-K reporting a change in its independent registered public accounting firm following its March 28, 2025 business combination with Legacy Terrestrial Energy. On November 21, 2025, the Audit Committee dismissed WithumSmith+Brown, PC, which previously audited HCM II, and approved the engagement of UHY LLP, which had audited Legacy Terrestrial Energy, for the year ended December 31, 2025.
The prior Withum report on HCM II’s 2024 financial statements contained an explanatory paragraph about substantial doubt regarding HCM II’s ability to continue as a going concern and an emphasis of matter related to a restatement to correct a related party footnote. The company states there were no disagreements with Withum and no reportable events, and has filed Withum’s confirming letter as an exhibit.
Terrestrial Energy Inc. filed an amended quarterly report for the period ended September 30, 2025. The amendment is limited to fixing information on the cover page of the original report. It corrects the number of common shares outstanding to 81,771,423 as of November 14, 2025. It also clarifies that, as of that date, there were 24,011,029 additional common shares issuable upon exchange of subsidiary exchangeable shares on a one-for-one basis.
The company also corrected cover page checkboxes that had incorrectly indicated it was a shell company and had not filed all required reports during the prior 12 months. The filing states that Terrestrial Energy ceased being a shell company upon completion of a previously reported merger. No other sections of the original quarterly report are updated, and no financial statements are included in this amendment.
HCM II and Terrestrial Energy are proposing a Business Combination that will domesticate HCM II as a Delaware corporation and rename it New Terrestrial Energy (to be styled Terrestrial Energy Inc.). Under the transaction, HCM II ordinary shares, warrants and units convert into New Terrestrial Common Shares and New Terrestrial Warrants on a one-for-one or fractionated basis, sponsor founder shares and private placement warrants convert as described, and Terrestrial security holders will receive up to 151,970,541 New Terrestrial Common Shares based on an assumed Exchange Ratio of 45.85.
The filing discloses a Trust Account balance of approximately $242,511,057.72, a contemplated PIPE financing (aggregate proceeds up to $50,000,000 subject to offset rights), Sponsor holdings of 5,675,000 New Terrestrial Common Shares and 4,275,000 New Terrestrial Warrants, reimbursable sponsor expenses of approximately $286,003.09, and multiple closing conditions including a VWAP test tied to the VanEck Uranium and Nuclear Energy ETF and a minimum Available Closing SPAC Cash of $150,000,000.
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