UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16
OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the month of September 2026
Commission
File Number: 000-56857
NURAN
WIRELESS INC.
(Registrant)
2150
Cyrille-Duquet Street, Suite 100
Quebec,
Quebec, G1N 2G3 Canada
(Address
of Principal Executive Offices)
Indicate
by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☐ Form 40-F ☒
INCORPORATION
BY REFERENCE
Exhibit
99.1 included with this Report on Form 6-K is hereby incorporated by reference into the Company's Registration Statement on Form F-10
(File No. 333-298508) and shall be deemed to be a part thereof from the date on which this report on Form 6-K is furnished, to the extent
not superseded by documents or reports subsequently filed or furnished.
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, thereunto duly authorized.
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NURAN
WIRELESS INC. |
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(Registrant) |
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| Date:
September 1, 2026 |
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By |
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/s/
Francis Letourneau |
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Francis
Letourneau |
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Chief
Executive Officer |
EXHIBIT
INDEX
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Exhibit |
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Description
of Exhibit |
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| 99.1 |
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News Release dated September 1, 2026 – NuRAN Wireless Announces Plans to Voluntarily Delist from the Canadian Securities Exchange |
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Exhibit 99.1
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PRESS RELEASE |
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For
immediate release
NuRAN
Wireless Announces Plans to Voluntarily Delist from the Canadian Securities Exchange
Quebec,
QC, Canada – September 1, 2026 – NuRAN Wireless Inc. (Nasdaq: NUR; CSE: NUR; FSE: 1RN) (“NuRAN” or
the “Company”), a leading provider of rural connectivity infrastructure in Africa, announces that it has applied for
a voluntary delisting of its common shares ("Shares") from the Canadian Securities Exchange (the "CSE").
The delisting from the CSE will not affect the Company's listing on NASDAQ and its Shares will continue trading on the NASDAQ under the
symbol "NUR".
The
decision to delist from the CSE was made after careful consideration of the Company's current operational needs, trading volumes, and
the costs associated with maintaining a dual listing. The Company also believes that delisting from the CSE will create a central
marketplace for its Shares on the Nasdaq and ultimately benefit the long-term liquidity and shareholder value of the Company. All shareholders
can continue trading NuRAN's shares on Nasdaq under the symbol "NUR".
The
Company is grateful to the CSE for providing its initial opportunity to access public markets. It is expected, subject to approval from
the CSE, that the close of business on September 4, 2026, will be the final trading day for NuRAN on the CSE.
The
Company also announces that Mr. Navindran Naidoo has resigned from the board of directors, effective immediately, to pursue other industry
opportunities that may conflict with his role as a director of the Company. The Company thanks Mr. Naidoo for his contributions and wishes
him success in his future endeavours.
About
NuRAN Wireless:
NuRAN
Wireless Inc. (Nasdaq: NUR; CSE: 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. Its wholly owned subsidiary, NuEnergy, owns and operates the Company's solar, storage and hybrid
power systems, and NuRAN is developing plans to add modular edge compute nodes at select built sites to bring local computing and future
AI-driven services closer to the communities it serves.
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PRESS RELEASE |
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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
press release contains certain "forward-looking statements" within the meaning of Canadian securities law. Any statements that
express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future
events or performance (often, but not always, identified by words or phrases such as "believes", "anticipates", "expects",
"is expected", "scheduled", "estimates", "pending", "intends", "plans", "forecasts",
"targets", or "hopes", or variations of such words and phrases or statements that certain actions, events or results
"may", "could", "would", "will", "should" "might", "will be taken",
or "occur" and similar expressions) are not statements of historical fact and may be forward-looking statements. Forward-looking
information herein includes, but is not limited to, statements that address activities, events or developments that the Company expects
or anticipates will or may occur in the future including the Company’s intention to identify and appointment a replacement director;
the Company's potential delisting from the CSE; the Company's expectation that its Shares will be delisted from the CSE; the Company
ceasing to file reports to the CSE after delisting; and the Company's expectation that its Shares will continue trading on the NASDAQ.
The
Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the
date the statements are made, and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such
statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.
Except to the extent required by applicable securities laws and the policies of the Canadian Securities Exchange, the Company undertakes
no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change.
Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include risks
associated with the Company's potential delisting from the CSE; the Company ceasing to file reports to the CSE; the Company's ability
to relist on the CSE in the future; the timing and receipt of certain approvals from the CSE pertaining to the delisting; and the anticipated
benefits associated with delisting.
The
reader is urged to refer to additional information relating to NuRAN, including its annual information form, can be located on the SEDAR+
website at www.sedarplus.ca and on the EDGAR section of the SEC's website at www.sec.gov for a more complete discussion of such risk
factors and their potential effects.
This
list of risk factors should not be construed as exhaustive. The Company does not undertake any obligation to publicly update or revise
any forward-looking statements or information contained herein, except as required by applicable laws. The forward-looking statements
contained in this document are expressly qualified by this cautionary statement.