{"filing":{"accession_number":"0001213900-26-072268","cik":"0001681682","ticker":"NDRA","company_name":"ENDRA Life Sciences Inc.","form":"8-K","filing_date":"2026-06-26","report_date":null,"primary_document":"ea0295239-8k425_endra.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1681682/000121390026072268/ea0295239-8k425_endra.htm"},"events":[{"id":14088,"run_id":12527,"accession_number":"0001213900-26-072268","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.96,"summary":"ENDRA Life Sciences Inc. entered into an Agreement and Plan of Merger on June 25, 2026, whereby its subsidiary will merge with and into Noble Africa LLC (a South African helium and LNG project company owned by Renergen Limited), with Noble surviving as a direct wholly-owned subsidiary of ENDRA. The transaction represents a transformative change of control involving approximately $50 million in equity financing, a dual-class share structure, and board composition changes, with ENDRA shareholders required to vote on the transaction and the company planning to file a Form S-4 registration statement.","company_name":"ENDRA Life Sciences Inc.","ticker":"NDRA","filing_date":"2026-06-26","form":"8-K","submitted_at":null,"items":[{"id":11419,"accession_number":"0001213900-26-072268","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ENDRA entered into an Agreement and Plan of Merger on June 25, 2026, whereby Merger Sub (ENDRA's subsidiary) will merge with and into Noble Africa LLC, with Noble surviving as a direct wholly-owned subsidiary of ENDRA. This is a material acquisition/change of control transaction involving the merger of ENDRA with a South African helium and LNG project company (Renergen), resulting in a fundamental restructuring of ENDRA's business, dual-class share structure, and board composition. The transaction includes approximately $50 million in equity financing and represents a transformative M\u0026A event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"","ticker":null,"filing_date":""},{"id":11420,"accession_number":"0001213900-26-072268","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 incorporates Item 1.01 by reference, which concerns a proposed merger between ENDRA Life Sciences Inc., Noble Africa LLC, Renergen Limited, and ASP Isotopes, Inc. The supplemental investor presentation explicitly describes \"the proposed merger transaction\" and \"Proposed Merger\" as a material transaction involving a change of control, with ENDRA shareholders required to vote on the transaction and ENDRA planning to file a Form S-4 registration statement. This is a material acquisition/merger activity that would substantially affect the registrant's control and structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"","ticker":null,"filing_date":""},{"id":11421,"accession_number":"0001213900-26-072268","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 7.01 disclosure furnishes an investor presentation prepared by Renergen in connection with a proposed merger between ENDRA Life Sciences Inc., Noble Africa LLC, Renergen Limited, and ASP Isotopes, Inc. The presentation explicitly references \"the Proposed Merger\" and \"the Proposed Transactions\" multiple times, and discusses the merger's anticipated benefits, risks, and post-closing structure (including a dual-class voting arrangement). This is a material acquisition/merger activity requiring disclosure under Item 1.01 or related provisions, disclosed here via Regulation FD.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"","ticker":null,"filing_date":""},{"id":11422,"accession_number":"0001213900-26-072268","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 8.01 disclosure centers on ENDRA's entry into a Merger Agreement involving a proposed merger with Renergen Limited, ASP Isotopes, Inc., and Noble Africa LLC. The section describes the waiver of warrant repurchase rights by October 2025 private placement participants in connection with this change of control, and provides extensive background on Renergen's business operations and the proposed transaction structure. This is a material acquisition/merger activity that would substantially affect the registrant's ownership and operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":11419,"accession_number":"0001213900-26-072268","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"ENDRA entered into an Agreement and Plan of Merger on June 25, 2026, whereby Merger Sub (ENDRA's subsidiary) will merge with and into Noble Africa LLC, with Noble surviving as a direct wholly-owned subsidiary of ENDRA. This is a material acquisition/change of control transaction involving the merger of ENDRA with a South African helium and LNG project company (Renergen), resulting in a fundamental restructuring of ENDRA's business, dual-class share structure, and board composition. The transaction includes approximately $50 million in equity financing and represents a transformative M\u0026A event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"ENDRA Life Sciences Inc.","ticker":"NDRA","filing_date":"2026-06-26"},{"id":11420,"accession_number":"0001213900-26-072268","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 incorporates Item 1.01 by reference, which concerns a proposed merger between ENDRA Life Sciences Inc., Noble Africa LLC, Renergen Limited, and ASP Isotopes, Inc. The supplemental investor presentation explicitly describes \"the proposed merger transaction\" and \"Proposed Merger\" as a material transaction involving a change of control, with ENDRA shareholders required to vote on the transaction and ENDRA planning to file a Form S-4 registration statement. This is a material acquisition/merger activity that would substantially affect the registrant's control and structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"ENDRA Life Sciences Inc.","ticker":"NDRA","filing_date":"2026-06-26"},{"id":11421,"accession_number":"0001213900-26-072268","item_number":"7.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 7.01 disclosure furnishes an investor presentation prepared by Renergen in connection with a proposed merger between ENDRA Life Sciences Inc., Noble Africa LLC, Renergen Limited, and ASP Isotopes, Inc. The presentation explicitly references \"the Proposed Merger\" and \"the Proposed Transactions\" multiple times, and discusses the merger's anticipated benefits, risks, and post-closing structure (including a dual-class voting arrangement). This is a material acquisition/merger activity requiring disclosure under Item 1.01 or related provisions, disclosed here via Regulation FD.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"ENDRA Life Sciences Inc.","ticker":"NDRA","filing_date":"2026-06-26"},{"id":11422,"accession_number":"0001213900-26-072268","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 8.01 disclosure centers on ENDRA's entry into a Merger Agreement involving a proposed merger with Renergen Limited, ASP Isotopes, Inc., and Noble Africa LLC. The section describes the waiver of warrant repurchase rights by October 2025 private placement participants in connection with this change of control, and provides extensive background on Renergen's business operations and the proposed transaction structure. This is a material acquisition/merger activity that would substantially affect the registrant's ownership and operations.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-06-26T10:11:53.793355+00:00","company_name":"ENDRA Life Sciences Inc.","ticker":"NDRA","filing_date":"2026-06-26"}]}
