UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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INTRODUCTORY NOTE
This Amendment No. 1 on Form 8-K/A (“Amendment No. 1”) amends the Current Report on Form 8-K of Terrestrial Energy Inc., a Delaware corporation (formerly known as HCM II Acquisition Corp., the “Company”), filed on November 3, 2025 (the “Original Report”), in which the Company reported, among other events, the completion of the transactions contemplated by the Business Combination Agreement (as defined in the Original Report).
This Amendment No. 1 is being filed in order to include (1) the unaudited condensed consolidated financial statements of Terrestrial Energy Inc., a Delaware corporation (now known as Terrestrial Energy Development Inc., or “Legacy Terrestrial Energy”), as of September 30, 2025 and for the three and nine months ended September 30, 2025 and 2024, (2) Legacy Terrestrial Energy’s Management’s Discussion and Analysis of Financial Condition and Results of Operations for the nine months ended September 30, 2025 and 2024, and (3) the unaudited pro forma condensed combined financial information of the Company as of and for the nine months ended September 30, 2025 and for the year ended December 31, 2024.
Item 9.01. Financial Statements and Exhibits.
| (a) | Financial statements of businesses acquired. |
Included as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference are the (1) the unaudited condensed consolidated financial statements of Legacy Terrestrial Energy as of September 30, 2025 and for the three and nine months ended September 30, 2025 and 2024, and the related notes thereto, (2) Legacy Terrestrial Energy’s Management’s Discussion and Analysis of Financial Condition and Results of Operations for the nine months ended September 30, 2025 and 2024.
| (b) | Pro forma financial information. |
The unaudited pro forma condensed combined financial information of the Company as of and for the nine months ended September 30, 2025 and for the year ended December 31, 2024 is set forth in Exhibit 99.3 and is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 14, 2025 | TERRESTRIAL ENERGY INC. | |
| By: | /s/ Brian Thrasher | |
| Name: | Brian Thrasher | |
| Title: | Chief Financial Officer | |