Business Description

Overview Alpha-En Corporation, a Delaware corporation (the “Company”), is a development-stage clean technology company focused on developing and commercializing a proprietary process for the production of high-purity lithium metal and cell-ready lithium metal battery electrodes in an environmentally friendly manner. Our core technology, which we refer to as Reductive Lithium Extraction (“RLE”), directly converts lithium raw materials — including brine-derived solutions, recycled lithium-ion battery solutions and dissolved lithium carbonate — into thin films of lithium metal suitable for use as battery anodes. The RLE process operates at room temperature, functions simultaneously as a lithium extraction and a thin-film deposition technique, and is designed to simplify the lithium supply chain and enable its domestic capture by circumventing the high-temperature refining and transportation steps typically carried out overseas. We have no commercial product revenues and our business remains in the development stage. Since 2023, our operations have consisted primarily of research and development activities funded principally by federal and state government awards, together with private investment, and activities related to re-establishing compliance with our public reporting obligations. We have not commenced commercial production of lithium metal or lithium battery electrodes, and there can be no assurance that our development activities will result in commercially viable products or processes. Corporate Information and Development of the Business Since 2008, the Company has been focused on efforts to develop a business centered around the commercial manufacturing of highly pure lithium metal, a raw material for use in lightweight, high energy density batteries. From 2017 through November 2022, we operated an office and laboratory facility in Yonkers, New York. Following significant financial difficulties, our research team departed in 2020, and the Company was effectively non-operational for portions of 2020 through mid-2022. In August 2022, Dr. Landon Oakes joined the Company as Chief Technology Officer, and in November 2022 we relocated our operations to our current laboratory and office facility at 200 North Drive, Hopewell Junction, New York 12533. Beginning in 2023, we rebuilt our technical operations around the RLE technology, supported by a series of competitively awarded government research and development awards described below, and by funding from NRL, our principal stockholder. In September 2024, NRL acquired approximately 45% of the Company's outstanding common stock under a stock purchase agreement, dated September 3, 2024 (the “Stock Purchase Agreement”), in exchange for the settlement of related-party obligations and the provision of rent-free laboratory and office space, and NRL has since funded the Company's non-SBIR operating expenses through advances. See “Item 13. Certain Relationships and Related Transactions, and Director Independence.” Our Technology Traditionally, industrial production of lithium metal has involved the electrolysis of molten chloride salts at temperatures at or above 400° Celsius, a process that is energy intensive, produces chlorine gas as a byproduct and requires highly pure feedstock. Thin-film lithium metal for battery applications is then typically produced by extrusion and rolling of bulk lithium metal, which limits the thinness, width and length of the foils that can be produced. 4 Table of Contents Our proprietary RLE process extracts lithium from aqueous solutions at room temperature using an applied voltage and deposits it directly as a thin film of lithium metal on a substrate, producing a cell-ready electrode in a single step.…