ALOY — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-13

• Rare earth elements, principally neodymium, praseodymium, dysprosium, and terbium, are what give high-performance permanent magnets their strength and their ability to hold that strength at high temperature. Neodymium and praseodymium provide the raw magnetic power; dysprosium and terbium provide th…

• On June 24, 2026, Robert Winspear resigned as the Company’s Chief Financial Officer, effective as of that date. In connection with his departure, the Company and Mr. Winspear entered into a General Release and Severance Agreement, pursuant to which the Company agreed to provide customary separation …

• On the same date, the Board of Directors (the “Board”) appointed Craig Cunningham, to serve as the Company’s Chief Financial Officer and principal financial officer, effective June 24, 2026. Mr. Cunningham has served as an Executive Director of Provenance Advisors, a Toronto, Ontario-based financial…

• On June 26, 2026, Joseph Sawyer notified the Company of his resignation from the Board, effective as of June 29, 2026. The Company does not currently intend to appoint a replacement director to fill the resulting vacancy. In connection with his departure from the Board, Mr. Sawyer joined the Company…

• During the three months ended June 30, 2026, we closed on approximately $100.0 million in gross proceeds through a private placement of common stock. Clear Street LLC acted as placement agent in the offering and was granted a 180-day right to participate in certain future financings, which remains i…

Text removed vs the prior filing · source: 10-Q · 2026-05-20

• On March 10, 2025, REalloys Inc. (formerly known as Blackbox; “REalloys” or the “Company”) and its wholly owned subsidiary, RABLBX Merger Sub, Inc., (“RABLBX”), entered into an Agreement and Plan of Merger, as amended by that certain Amendment No. 1 (“Amendment No. 1”), dated as of July 1, 2025, Ame…

• On March 9, 2026, we completed an underwritten public offering of 2,702,702 shares of our common stock at a public offering price of $18.50 per share and the Underwriters purchased shares pursuant to the underwriting agreement at a price per Share of (i) $17.39 in connection with 2,349,037 Shares so…

• Effective March 5, 2026, and in connection with the offering, we terminated the at-the-market equity program inherited from Blackbox, under which 260,000 shares had been sold for gross proceeds of approximately $2.2 million from inception through February 19, 2026. We do not intend to resume sales u…

• We agreed to a 60-day lock-up on additional equity issuances, which expired on May 8, 2026, and granted the lead underwriter a 180-day right to participate in certain future financings, which remains in effect through September 5, 2026.

• U.S. initiatives under the Defense Production Act, the Inflation Reduction Act, the Department of Defense Industrial Base Analysis and Sustainment program and related procurement and grant programs continue to support the domestic critical minerals supply chain. The Euclid Facility currently supplie…

Text added vs the prior filing · source: 10-Q · 2026-08-13

• PMT Critical Minerals, a wholly-owned subsidiary of REalloys, is currently relies on short-term contract work to support its operations. There can be no assurance that PMT Critical Minerals will receive additional orders or secure new contracts in the future.

• [In addition to the short term limited rare earth metals and magnet materials contract works, the Euclid Magnet Facility is under development to significantly increase production of NdFeB magnet materials commencing in the fourth

• quarter of 2025 to expand to 500 metric tonnes per annum (“mtpa”) magnet materials and magnet production capacity by the second quarter of 2026 and 1,000 mtpa production of magnet materials and magnets by the second quarter of 2027. REalloys’ lack of commercial operating history at these forecasted …

• Conducting business with the US government is also subject to specific procurement regulations and a variety of socioeconomic and other requirements. These requirements, although customary in US government contracts, will increase

• our performance and compliance costs. These costs might increase in the future, thereby reducing our margins, which could have an adverse effect on our business, financial condition, results of operations and cash flows

Text removed vs the prior filing · source: 10-Q · 2026-05-20

• We are dependent on short term contract work and there are no guarantees that REalloys will receive any additional orders or contracts.

• In addition to the short term limited rare earth metals and magnet materials contract works, the Euclid Magnet Facility is under development to significantly increase production of NdFeB magnet materials commencing in the fourth quarter of 2025 to expand to 500 metric tonnes per annum (“mtpa”) magne…

• We may not be able to fulfill the capital infusion requirements set forth in the PMTCM Share Exchange Agreement on or before the completion deadline set forth therein.

• Pursuant to the PMTCM Share Exchange Agreement, as amended, REalloys was required to (I) complete several post acquisition transactions, including a capital injection of $1.75 million to settle liens and delivery of clean titles related to the acquired equipment, and (II) otherwise consummate all tr…

• There can be no assurance that REalloys will be able to satisfy the foregoing requirements or obtain a waiver of any of the foregoing requirements. If REalloys’ obligations are not completed within the expected timeframe, such delay may materially and adversely affect the synergies and other benefit…

Text added vs the prior filing · source: 10-Q · 2026-08-13

• Chief Operating Officer Employment Agreement. On August 10, 2026, REalloys Canada Inc., a wholly owned subsidiary of the Company, entered into an Employment Agreement (the “COO Employment Agreement”) with Dr. Muhammad Imran, age 52, pursuant to which Dr. Imran will serve as Chief Operating Officer o…

• Dr. Imran joins the Company from the Saskatchewan Research Council (“SRC”), the Company’s strategic processing and metallization partner, where he most recently served as Chief Technology Officer and Vice President from January 2026 to August 2026, leading the commercialization, scale-up, and strate…

• Under the COO Employment Agreement, Dr. Imran will receive: (i) an annual base salary of $475,000; (ii) eligibility for a short-term incentive with a target of 65% of base salary; (iii) eligibility for annual long-term incentive equity awards under the 2025 Plan with a target value of 125% of base s…

• In the event of a termination without Cause or resignation for Good Reason, Dr. Imran is entitled to severance equal to 18 months of base salary, a pro-rated short-term incentive for the year of termination, and continued vesting of 50% of unvested time-based equity awards over the 18-month severanc…

• The foregoing summary of the COO Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the COO Employment Agreement, which is filed as Exhibit 10.3 to this Quarterly Report on Form 10-Q and incorporated herein by reference.