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Hennessy Capital Investment Corp. VII Unit 8-K Filings

HVIIU NASDAQ

Every 8-K that Hennessy Capital Investment Corp. VII Unit (HVIIU) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow HVIIU and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HVIIU filings page.

Rhea-AI Summary

ONE Nuclear Energy Inc. completed the business combination on September 23, 2026: Hennessy Capital Investment Corp. VII was renamed, and its merger subsidiary merged into ONE Nuclear Energy LLC, which survived as a wholly owned subsidiary. ONE Nuclear Energy Inc. issued 94,253,842 shares to ONE Nuclear’s members as merger consideration, calculated using $1.00 billion and a $10.609647 redemption price per former public share. Members may receive up to 13.0 million additional shares if the $12.50, $15.00 and $17.50 share-price milestones are met. After closing issuances and redemptions, 108,258,979 shares were outstanding. Public shareholders redeemed 13,809,029 shares for approximately $146.5 million; about $1.7 million remained in the trust account and was used to partially fund the combination.

ONE Nuclear Energy LLC’s pre-combination financial statements reported $2,588 in cash, a $1.803 million net loss and a $2.736 million working-capital deficit for or as of June 30, 2026. Management said the liquidity condition raised substantial doubt about the LLC’s ability to continue as a going concern through twelve months from when the statements became available to be issued. The company also disclosed a $12.0 million B. Riley fee: $4.0 million payable in stock and $8.0 million payable in cash following closing.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII (HVII) completed its business combination with ONE Nuclear Energy, LLC on September 23, 2026. HVII completed its domestication as a Delaware corporation, was renamed ONE Nuclear Energy Inc., and made ONE Nuclear a direct, wholly owned subsidiary. The new company’s common stock was expected to begin trading on Nasdaq on September 24, 2026, under ticker ONEN.

Hennessy VII redeemed 13,809,029 Class A ordinary shares at approximately $10.61 per share, paying approximately $146.5 million in total. After redemptions and prepayments under its forward purchase agreement, approximately $2.2 million remained in the trust account before expenses.

ONE Nuclear described its Louisiana portfolio as 5 GW of nuclear, natural-gas and battery-storage capacity in active development across three projects. Project Amberjack targets up to 1 GW of nuclear generation; Projects Cayman and Barracuda include 2.88 GW and 1.2 GW natural-gas plants, respectively, with battery-storage and data-center projects.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII (HVII) entered into a Forward Purchase Agreement with ONE Nuclear Energy LLC and New Circle Capital Solutions LP for a prepaid share forward transaction covering up to 5,000,000 Class A ordinary shares in connection with its pending business combination with ONE Nuclear.

Under the agreement, the Seller will buy the shares from third parties and receive a cash Prepayment Amount equal to the number of shares purchased multiplied by the per-share redemption price at closing of the business combination (the Initial Price). This amount is paid on the earlier of one business day after closing or when trust account assets are first disbursed for the deal. After closing, on any eligible trading day, the Seller may elect to terminate all or part of the transaction for a chosen number of shares, and New ONE Nuclear will receive cash equal to the Initial Price times those terminated shares.

The transaction matures 90 days after closing of the business combination (or later if mutually extended). At maturity, the Seller returns the remaining shares and retains an amount equal to the Initial Price multiplied by those shares. The Seller also agreed to waive redemption rights on all shares subject to the agreement. As of the close on September 18, 2026, the redemption price was approximately $10.60 per share, and shareholders had submitted redemption requests for 18,796,132 shares, with final redemption figures to be set at closing.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII (HVII) reports that shareholders approved all key proposals related to its planned business combination with ONE Nuclear Energy LLC. At the August 24, 2026 extraordinary general meeting, 19,589,191 shares, or 75.28% of the 26,023,333 shares entitled to vote, were present, constituting a quorum.

Shareholders approved the Business Combination Agreement, with 19,348,112 votes for and 241,079 against, as well as the Domestication of HVII from the Cayman Islands to Delaware, a Nasdaq stock issuance of more than 20% to ONE Nuclear unitholders, new organizational documents, six advisory governance changes, a new equity incentive plan, and the election of seven directors for staggered terms. An adjournment proposal was not needed. In connection with the meeting, holders submitted preliminary redemption requests for 18,807,662 Class A ordinary shares for a pro rata portion of the trust account; these requests may be withdrawn or reversed with HVII’s consent before the business combination closing. Completion of the business combination remains subject to closing conditions, including Nasdaq listing approval, and may not occur.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII (HVII) provided an update on its pending business combination with ONE Nuclear Energy LLC, including a joint investor call and related presentation and transcript. HVII and ONE Nuclear have a Form S-4 registration statement for the deal, which the SEC declared effective on August 3, 2026, and HVII has mailed a definitive proxy statement to shareholders of record as of July 31, 2026.

ONE Nuclear is described as a fully integrated independent power producer focused on large-scale baseload energy for U.S. hyperscale data centers via a "gas-to-nuclear" strategy. Near term, it targets behind-the-meter natural gas reciprocating engine projects to deliver power faster than traditional grid interconnections; long term, it plans to deploy small modular reactor nuclear technologies from several vendors. Management highlighted two priority sites in East Texas and New Mexico under active commercial negotiation, plus the acquisition of Amino Sustainability Group to accelerate development.

Modeled economics for a mature 1 gigawatt gas site at a targeted $95/MWh price indicate significant potential revenue and cash flow, funded largely with non-recourse project debt after offtake PPAs are signed. Existing ONE Nuclear equity holders are rolling 100% of their equity, and the combined company is targeting a Nasdaq listing under ticker ONEN, subject to shareholder approval and customary closing conditions.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII amended its Business Combination Agreement and related promissory note with ONE Nuclear Energy LLC and Solis Merger Sub LLC. The Third Omnibus Amendment extends the outside date to consummate the business combination from August 15, 2026 to September 30, 2026 and similarly extends the promissory note maturity date.

The amendment also increases the maximum loan advances under the promissory note to $620,000, from $316,975. These funds are for third-party legal, accounting and audit expenses related to the transaction. Separately, the SEC declared effective a Form S-4 registration statement on August 3, 2026, and a definitive proxy statement has been filed and is being mailed to HVII shareholders of record as of July 31, 2026 for a vote on the proposed business combination.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII reported that the SEC declared effective its registration statement on Form S-4 for the proposed business combination with ONE Nuclear Energy LLC, clearing the way for shareholder consideration of the transaction.

The company set a record date of July 31, 2026 and an extraordinary virtual shareholder meeting for August 24, 2026 at 12:00 p.m. Eastern to vote on the Business Combination. Shareholders may exercise redemption rights until 5:00 p.m. Eastern on August 20, 2026. At closing, every twelve Hennessy VII rights will convert into one share of common stock, the company will be renamed ONE Nuclear Energy Inc., and its stock is expected to trade on Nasdaq under the ticker ONEN.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII entered into a Second Omnibus Amendment with ONE Nuclear Energy LLC and its merger subsidiary related to their planned business combination. The amendment extends the outside date to consummate the transaction to August 15, 2026 and aligns the maturity date of ONE Nuclear’s promissory note with the same date.

The maximum aggregate principal amount available under the promissory note, used to fund legal, accounting and audit expenses for the deal, increases from $300,000 to $316,975. The business combination remains subject to shareholder approval, regulatory clearances and other conditions detailed in the existing registration statement on Form S-4 and related proxy materials.

Rhea-AI Summary

Hennessy Capital Investment Corp. VII entered into an Omnibus Amendment with ONE Nuclear Energy LLC and its merger subsidiary, extending the outside date to complete their planned business combination from April 30, 2026 to June 30, 2026. The amendment also extends the maturity of ONE Nuclear’s $300,000 promissory note to Hennessy Capital VII from March 31, 2026 to June 30, 2026.

The company also furnished an amended investor presentation as an exhibit for use in connection with the proposed business combination and reminded shareholders that a registration statement on Form S-4 and related proxy statement will provide detailed information about the transaction.