NEXTNRG, INC. (NXXT) Form S-1 — Aug 24, 2026
NextNRG filed an S-1 to register the resale of up to 112,946,708 shares of common stock by NX Energy SPV LLC, an ATW Partners-managed fund, issuable upon conversion of 1,000,000 Series C Convertible Preferred shares sold on August 13, 2026 for a $9.2 million aggregate purchase price (about $7.2 million gross to the company after cancellation of a $2.0 million bridge note). The company receives no proceeds from the resale. The registered shares equal roughly 67% of the 168,133,448 shares outstanding as of August 21, 2026 and are calculated at the $0.135 floor price versus the $0.23 last sale price.
Key figures
- Cash Position
- 4481795
- Gross Proceeds
- approximately $7.2 million received by the company from the Initial Closing after cancellation of the $2.0 million Note; no proceeds from the resale
- Shares Offered
- 112946708
- Shares Outstanding
- 168133448
- Cash runway
- through December 1, 2026
- Floor price
- $0.135
- Ceo ownership
- 45.5%
- Liquidated damages
- 1.5% of investor stated value per 30-day period for registration failures
- Bridge note principal
- $2.0 million (gross proceeds approximately $1.8 million; cancelled at Initial Closing)
- Mandatory dividend rate
- 12.5% per annum, daily accrual, compounded monthly
- Initial conversion price
- $0.75
- Last reported sale price
- $0.23 (August 21, 2026)
- Total placement capacity
- $27.2 million
- Mandatory redemption rate
- 125% of Stated Value plus accrued dividends
- Estimated offering expenses
- $97,107.02
- Additional closings potential
- $18.0 million (not committed liquidity)
- Beneficial ownership limitation
- 4.99%
- Series c initial purchase price
- $9.2 million
- Officers and directors ownership
- 54%
- Stated value per preferred share
- $10.00
Price after filing
Close on the filing date to close N calendar days later (from $2.21). Historical, not a forecast.
AI analysis
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