HNR Acquisition Corp, a Delaware corporation, has submitted Amendment No. 1 to its Registration Statement on Form S-1 to the Securities and Exchange Commission (SEC) on January 9, 2024. This amendment addresses comments from the SEC staff received in a letter dated December 4, 2023, and updates other disclosures. The amendment includes revisions to the cover page to disclose the price paid by selling securityholders for shares and the potential impact of share sales on the public trading price of Class A common stock. It also clarifies that no restrictions on share transfers are being waived or terminated. Furthermore, the company has disclosed material terms of the forward purchase agreement and related subscription agreement with Meteora, including the prepayment amount and associated risks. The company...Show More

HNR Acquisition Corp, a Delaware corporation, has submitted Amendment No. 1 to its Registration Statement on Form S-1 to the Securities and Exchange Commission (SEC) on January 9, 2024. This amendment addresses comments from the SEC staff received in a letter dated December 4, 2023, and updates other disclosures. The amendment includes revisions to the cover page to disclose the price paid by selling securityholders for shares and the potential impact of share sales on the public trading price of Class A common stock. It also clarifies that no restrictions on share transfers are being waived or terminated. Furthermore, the company has disclosed material terms of the forward purchase agreement and related subscription agreement with Meteora, including the prepayment amount and associated risks. The company has also provided an analysis of compliance with Rule 14e-5 regarding purchases under the forward purchase agreement. Additional risk factors and expanded disclosure have been added to address the potential impact of substantial share sales on the market price of the company's common stock. HNR Acquisition Corp is seeking to have the Form S-1 declared effective as soon as possible.