The issuance of Notes pursuant to the offering will result in the automatic conversion of QLE's outstanding convertible promissory notes originally issued in March 2024 and June 2024 (together, the "2024 Convertible Notes"), pursuant to their terms.
The Notes will be unsecured and may be convertible into common equity securities of QLE, prior to maturity, and upon the occurrence of certain events, including an initial public offering, direct listing or a future equity financing, in each case at a price per share equal to the lower of 80% of the per share price in the applicable transaction or the per share value of one share of QLE's common equity based on a set valuation cap.
The Notes will mature on the fifth anniversary of the initial closing, unless converted in accordance with their terms prior to such date. QLE may not repay the Notes prior to maturity, unless a change of control transaction occurs.
QLE intends to use the net proceeds from the offering to build and develop laser enrichment production facilities, as well as for general corporate purposes. Neither QLE nor the Company will receive any proceeds from the automatic conversion of the 2024 Convertible Notes into Notes.
The offering was led by ASPI and American Ventures LLC, with capital contributions from both Eric Trump and Donald Trump Jr. The initial closing of the offering is expected to be on or about November 10, 2025, subject to satisfaction of customary closing conditions.
The Notes are being offered to institutional investors ...