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8-KAccepted Oct 8, 5:27 PM ET

DAAQ: enters merger agreement to acquire Titan Strategics for $250,000,000

DAAQDigital Asset Acquisition Corp.

Accepted (ET)

5:27 PM

Oct 8, 2026

Filed

Oct 8, 2026

Documents

21

Size

2.0 MB

Summary

DAAQ: enters merger agreement to acquire Titan Strategics for $250,000,000

Updated

What happened

  • Digital Asset Acquisition Corp (DAAQ) entered into a merger agreement with Titan Strategics Holdings Ltd on Oct 7, 2026 and the board of directors of DAAQ unanimously approved and declared advisable the Merger Agreement and the Business Combination.
  • The Base Purchase Price is $250,000,000, payable as 25,000,000 Parent Common Shares (calculated at $10.00 per share). DAAQ will domesticate from the Cayman Islands to the State of Delaware and change its name to “Renaissance Nuclear, Inc.” prior to closing. On closing, Merger Sub will merge with and into Titan, with Titan surviving as a wholly owned subsidiary of Parent.

Key details

  • Merger consideration: $250,000,000 aggregate, equal to 25,000,000 Parent Common Shares (Conversion Ratio based on Aggregate Fully Diluted Company Ordinary Shares).
  • PIPE financing: subscription for 1,500,000 Parent Common Shares at $10.00 per share for $15,000,000 aggregate proceeds; 250,000 Participation Shares to be issued to the PIPE Investor; Sponsor will forfeit Parent Common Shares equal to Participation Shares and Referral Fee Shares.
  • Corporate changes at domestication: automatic conversion of Parent Class B to Class A, conversion of Class A and warrants to Parent Common Shares and Domesticated Parent Warrants, and adoption of a Parent certificate of incorporation and bylaws; Parent to be renamed Renaissance Nuclear, Inc.
  • Governance and closing conditions: post-closing board to be mutually agreed with a majority independent under Nasdaq rules; closing subject to shareholder approvals, effectiveness of the Form S-4 registration statement, conditional Nasdaq listing approval, minimum Parent Closing Cash of $10,000,000, aggregate Company Group indebtedness at closing not to exceed $500,000, delivery of audited financials within 90 days, and other customary conditions.
  • Other agreements: Parent support agreement and Company support agreement to lock certain shareholders into voting commitments; Lock-up: 18-month period with 70% of post-closing shares locked and staged releases plus uranium price-based early release triggers; Advisor Shares: 4,000,000 Parent Common Shares to Sponsor with vesting tied to share price milestones; Parent Equity Incentive Plan initial pool of 6,000,000 shares.
  • Timing and termination: Merger Agreement may be terminated in customary circumstances; outside closing date is Jun 1, 2027 with a possible automatic 3-month extension if the SEC issues more than one round of comments on the proxy statement/prospectus; Parent may terminate if the Mining Technical Report is not delivered within 75 days.

Why it may matter

  • The filing reports an Item 1.01 entry into a material definitive agreement (the Merger Agreement) and Item 7.01 Regulation FD disclosure (a joint press release dated Oct 8, 2026). DAAQ and Titan intend to file a registration statement on Form S-4, which will include proxy materials and a prospectus for the Business Combination. A filing does not show why the insider traded or why the company acted.

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