Deep Fission Prices $40 Million IPO of Underground SMR

Deep Fission Prices $40 Million IPO of Underground SMR

Deep Fission, Inc., an advanced nuclear‑energy company that is pioneering the Gravity Nuclear Reactor™ concept—small modular pressurized water reactors (SMRs) installed in boreholes roughly one mile beneath the surface—announced the pricing of its initial public offering on June 15, 2026. The firm will sell 2.5 million shares of common stock at $16.00 per share, generating $40 million in gross proceeds. In addition, the underwriters received a 30‑day option to purchase up to 375,000 additional shares at the same price, subject to customary discounts and commissions. The shares will be listed on the Nasdaq Global Market under the ticker “FISN” and are slated to begin trading on June 18, 2026. This offering provides Deep Fission with a public‑market capital base to fund the engineering, licensing, and construction of its first underground pilot reactor in Parsons, Kansas, a project that has already been selected for the U.S. Department of Energy’s Reactor Pilot Program.

Pricing and Offering Structure

The public offering was priced at $16.00 per share, resulting in $40 million of gross proceeds before underwriting discounts and commissions. The lead book‑running managers—Benchmark, a StoneX Company, and Seaport Global Securities—were granted a 30‑day option to purchase up to 375,000 additional shares at the same price, which could increase total proceeds if exercised. Maxim Group LLC serves as co‑manager. The registration statement covering the securities has been filed with, and declared effective by, the U.S. Securities and Exchange Commission (SEC), confirming compliance with federal securities laws.

The offering is expected to close on June 22, 2026, contingent upon the satisfaction of customary closing conditions. All sales will be made solely by means of a prospectus, and final prospectus copies can be obtained from Benchmark (150 East 58th Street, 17th Floor, New York, NY 10155) or Seaport Global (360 Madison Avenue, 22nd Floor, New York, NY 10017). The press release emphasizes that the transaction will not occur in any jurisdiction where it would be unlawful prior to registration, underscoring the company’s adherence to securities regulations.

Allocation of Net Proceeds

Deep Fission has indicated that the net proceeds—the amount remaining after underwriting discounts, commissions, and other offering expenses—will be directed toward general working capital and corporate purposes. Specifically, the company plans to allocate funds to:

  • Engineering and design of the underground SMR, including detailed borehole specifications and reactor core integration.
  • Research and development activities aimed at validating the Gravity Nuclear Reactor™ technology, such as materials testing, thermal‑hydraulic modeling, and safety analyses.
  • Licensing efforts with the Nuclear Regulatory Commission (NRC) and other relevant authorities, a critical step for any nuclear project.
  • Construction of the pilot reactor at the Parsons, Kansas site, which will serve as the first real‑world demonstration of a mile‑deep SMR.

The company’s participation in the DOE Reactor Pilot Program further aligns the use of proceeds with federal objectives to accelerate advanced nuclear concepts. While the press release does not break down the $40 million into line‑item amounts, the stated focus areas illustrate how the capital will support the end‑to‑end development pipeline—from concept validation to on‑site construction.

Nasdaq Listing and Regulatory Context

Deep Fission’s common stock has received Nasdaq Global Market approval under the symbol “FISN.” Trading is scheduled to commence on June 18, 2026, providing the company with immediate access to public equity markets and liquidity for its shareholders. The offering is being conducted exclusively through a prospectus, reinforcing the transparency required for a regulated IPO.

The filing also contains the standard forward‑looking statements disclaimer, reminding investors that actual results may differ due to risks outlined in Deep Fission’s Form S‑1 registration statement. These risks include, but are not limited to, regulatory approvals, technical challenges associated with deep‑borehole deployment, and the ability to secure additional financing for later development phases.

Key Takeaways

  • Deep Fission priced a public offering of 2.5 million shares at $16.00 each, targeting $40 million in gross proceeds.
  • The net proceeds are earmarked for engineering, R&D, licensing, and construction of the company’s first underground pilot reactor in Parsons, Kansas.
  • Shares will list on the Nasdaq Global Market under “FISN” and are expected to begin trading on June 18, 2026.

EnergyInsyte's Take

The financing gives Deep Fission a modest capital base to advance its underground small modular reactor concept, a technology that could appeal to utilities and industrial users seeking baseload power with a reduced surface footprint. Execution risk remains, as the company has not disclosed detailed milestones or timelines for the pilot project. Executives should monitor the SEC filings for updates on licensing progress and any subsequent capital raises that may be required to move the reactor from pilot to commercial scale.

Source: Businesswire

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