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MarketScreener Homepage  >  Equities  >  OTC Bulletin Board - Other OTC  >  US Nuclear Corp.    UCLE

US NUCLEAR CORP.

(UCLE)
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US NUCLEAR CORP. : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)

12/02/2019 | 02:39pm EST

Item 1.01 Entry into a Material Definitive Agreement

On November 25, 2019, US Nuclear Corp., a Delaware corporation (the "Corporation") closed on a Securities Purchase Agreement (the "SPA") with YA II PN, Ltd., a Cayman Islands limited company ("YA"). Pursuant to the terms of the SPA, YA purchased $500,000 of debentures convertible into shares of common stock under Section 4 of the "Convertible Debenture" attached at Exhibit A to the SPA. In connection with the purchase of the Convertible Debenture, the Corporation issued a warrant to YA for the purchase of 333,333 shares of common stock in the Corporation at an exercise price of $1.50/share (the "Warrant"). The Warrant terminates on November 25, 2022. The shares subject to the Warrant (the "Warrant Shares") are on reserve with the transfer agent for the Corporation. Unless otherwise registered at the time of exercise, the Warrant Shares are restricted securities subject to restrictions against public resale. The SPA, Convertible Debenture and Warrant were authorized by consent resolution of the Board of Directors as being in the best interests of the Corporation. There is no material relationship between the Corporation or its affiliates and YA or its affiliates. The reader is directed to Item 9.01(d) for review of the SPA, Convertible Debenture and Warrant.

Item 9.01 Financial Statement and Exhibits.



(d) Exhibits:



Exhibit No. Document

99.1 Securities Purchase Agreement (YA II PN, Ltd.)

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Financials (USD)
Sales 2019 3,54 M - -
Net income 2019 -3,16 M - -
Net cash 2019 0,10 M - -
P/E ratio 2019 -4,28x
Yield 2019 -
Capitalization 10,6 M 10,6 M -
EV / Sales 2018 2,02x
EV / Sales 2019 3,85x
Nbr of Employees 20
Free-Float 48,4%
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Managers and Directors
NameTitle
Robert I. Goldstein Chairman, President & Chief Executive Officer
Richard Landry COO & Director-Investor Relations
Rachel Boulds Chief Financial Officer & Secretary
Michael G. Hastings Director
Dell Williamson Director
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