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Blackboxstocks (NASDAQ: BLBX) announced that its merger target REalloys has acquired PMT Critical Metals Inc. through a share exchange representing 14% of REalloys outstanding stock. The acquisition, completed March 31, 2025, includes PMT's Ohio-based facility that produces rare earth metals and magnet materials for the US Defense Logistics Agency and Department of Energy.
The deal encompasses production equipment, intellectual property, R&D, existing contracts, and clients. The facility specializes in metallization of rare earth oxides and production of high-performance neodymium iron boron (NdFeB) magnet materials. This acquisition follows REalloys' May 2024 purchase of Strategic Metals Development, which owns the Hoidas Lake Rare Earth Element Project in Saskatchewan, containing 2,153,000 metric tonnes of Total Rare Earth Oxides at 1.906%.
The strategic move strengthens North America's integrated rare earth mine-to-magnet supply chain, particularly significant given China's recent tariffs and export restrictions on rare earth elements and NdFeB magnets.
Blackboxstocks Inc. (NASDAQ: BLBX) has announced a definitive merger agreement to acquire REalloys Inc., a rare earth elements producer, in a transformative deal valued at $400 million. Upon closing, Blackbox stockholders will retain approximately 7.3% of the combined company, while REalloys shareholders will own 92.7%.
The merger positions REalloys to become a leading North American fully integrated mine-to-magnet producer, anchored by the Hoidas Lake Rare Earth Deposit in Saskatchewan. The deposit is rich in critical elements including neodymium, praseodymium, dysprosium, and terbium.
Post-merger, David Argyle will become CEO of the combined company, while current Blackbox CEO Gust Kepler will lead Blackbox.io, a subsidiary continuing the fintech operations. Blackbox stockholders will receive Contingent Value Rights (CVRs) for potential proceeds from the sale of Blackbox's fintech operations within 24 months. The merger is expected to close in Q2 2025, subject to regulatory, lender, and stockholder approval.
Blackboxstocks (NASDAQ: BLBX) has appointed Grant Evans to its Board of Directors on January 21, 2025, replacing Ray Balestri who passed away earlier in January. Evans, currently a partner at Pacific Coast Partners focusing on mergers and acquisitions, brings significant experience as a former CEO of several technology companies, including ActivIdentity, a NASDAQ-listed company specializing in secured identification and encryption solutions.
Evans qualifies as an independent director under Nasdaq and SEC requirements and will chair the company's audit committee. His appointment comes as Blackbox, a financial technology and social media platform providing real-time analytics for stock and options traders, pursues new merger opportunities.
Blackboxstocks (NASDAQ: BLBX) has secured financing of up to $2,000,000 through a Securities Purchase Agreement dated January 17, 2025. The deal includes an Initial Debenture of $250,000 and Additional Debentures totaling $2,000,000, both bearing a 7% annual interest rate.
The Additional Debentures will be released in four tranches: $250,000 from Initial Debentures exchange, $500,000 upon Merger Agreement execution, $750,000 upon S-4 registration filing, and $500,000 upon registration effectiveness. The debentures are convertible into common stock at 175% of the prior day's closing price, with a $5.00 floor price.
If repaid in cash at maturity, holders receive a 115% premium. Conversion is to prevent holders from owning more than 9.9% of outstanding common stock, with an option to reduce this limit to 4.9%.
Blackboxstocks (NASDAQ: BLBX) and Evtec Aluminium have mutually agreed to terminate their Share Exchange Agreement on January 13, 2025. The agreement, originally executed on December 12, 2023, and amended on July 1, 2024, would have made Evtec a wholly owned subsidiary of Blackbox.
The company will withdraw its registration statement on form S-4 filed with the SEC. According to CEO Gust Kepler, the decision was driven by the protracted timeframe and additional costs due to unforeseen delays. Blackbox is now actively pursuing other strategic merger options to enhance stockholder value.
Blackboxstocks (NASDAQ: BLBX) has closed a $1.25 million private placement priced at $4.00 per share. The company will invest $1.15 million into Evtec Aluminium and retain $100,000 for working capital. As a result, Blackbox's ownership in the combined entity with Evtec Aluminium will increase from 26.2% to 29.4%.
This investment aims to enhance Evtec's manufacturing capabilities and facilitate growth initiatives. Blackbox and Evtec amended their Share Exchange Agreement to reflect these investments. The private placement was led by Quadrofoglio with $1.15 million and a $100,000 investment from Blackbox CEO Gust Kepler.
Blackbox's advanced analytics will support Evtec's manufacturing operations. Evtec Aluminium is a leading manufacturer of advanced aluminium castings for premium automotive brands, focusing on electric vehicle parts and local supply chain expansion in the UK.
Blackboxstocks (NASDAQ: BLBX) filed Form S-4 on May 13, 2024, for its planned acquisition of Evtec Aluminium SEC and Nasdaq approvals are pending. In the first quarter of 2024, Blackbox reported revenues of $649,420, a decrease from $859,004 in Q1 2023. The average member count dropped by 17.2% year-over-year to 2,944. However, operating expenses were cut by 51% to $1,155,428. Subsequently, the operating loss lessened by 56% to $863,966. The company plans to launch a new product, StockNanny, in June 2024. CEO Gust Kepler emphasized stabilization in membership and ongoing strategic initiatives.
