Dallas-based Mangoceuticals, Inc. (NASDAQ: MGRX) said on July 30, 2026 that it has signed a definitive business combination agreement with Ontario-based Nuclea Energy Inc., pointing the Nasdaq-listed telemedicine shell toward the advanced-nuclear market with a plan to bring Nuclea's Morpheus microreactor to U.S. public investors.
How the deal is structured
Under the agreement, a newly formed Mangoceuticals subsidiary will amalgamate with Nuclea, making the Canadian reactor developer an indirect wholly owned subsidiary. Nuclea's common shareholders will receive exchangeable shares of the subsidiary, swappable one-for-one for Mangoceuticals common stock, subject to a 19.99% "Nasdaq Cap" until Mangoceuticals stockholder and Nasdaq listing approvals are secured. Nuclea shareholders would ultimately own a controlling 96% of the combined company. Joseph Gunnar & Co. is acting as sole financial advisor.
The Morpheus microreactor
Nuclea, founded in August 2023 and based in Mississauga, Ontario, is developing Morpheus — a lead-cooled, graphite-moderated micro-modular reactor scalable from about 3.5 MWe to 50 MWe. The design uses passive natural-convection cooling, near-atmospheric operating pressure and a proprietary annular fuel geometry aimed at pushing refueling cycles to five years. The core module is roughly 3 m³, designed for standard rail and road shipping.
Riding the AI power tailwind
The transaction targets the same AI-data-center power thesis attracting rivals across the advanced-reactor space, from Crusoe and Aalo Atomics to Holtec's four-unit SMR-300 plan at Oyster Creek and the Hyundai E&C / FANCO EAGL-1 framework. Nuclea CEO Josef Freundorfer said the agreement provides "capital access and visibility to advance Morpheus toward first-of-a-kind delivery." Closing follows Mangoceuticals stockholder and Nasdaq approvals through a Form S-4 process.
Reporting based on coverage from GlobeNewswire, RTTNews and StockTitan.