Welcome to our dedicated page for Welsbach Tech Metals Acqu SEC filings (Ticker: WTMAR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings associated with Welsbach Tech Metals RTS (WTMAR) document the full lifecycle of Welsbach Technology Metals Acquisition Corp. as a SPAC and its subsequent merger into Evolution Metals & Technologies Corp. Because WTMAR represents rights linked to the SPAC’s capital structure, these regulatory documents are central to understanding how the rights were created, how they function and how they are treated in the completed business combination.
Key filings include the initial registration statement and prospectus for Welsbach Technology Metals Acquisition Corp.’s initial public offering, which explain that each unit consisted of one share of common stock and one right to receive one-tenth of a share of common stock upon consummation of an initial business combination. Subsequent Forms 8-K describe material events such as the pricing and closing of the IPO, amendments to the company’s charter and trust agreement, and stockholder votes on extending the time allowed to complete a business combination.
The merger with Evolution Metals LLC and the name change to Evolution Metals & Technologies Corp. are detailed in an Amended and Restated Agreement and Plan of Merger and multiple amendments, as well as in an amended Form 8-K. These filings outline the structure of the business combination, the formation of merger subsidiaries, the acquisition of Korean operating companies and the adoption of a Second Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws.
On this filings page, users can review Forms 8-K and 8-K/A describing the closing of the business combination, DEF 14A proxy statements for special meetings to approve charter and trust amendments, and notifications of late filings (Form 12b-25) that provide context on the timing of periodic reports. Together, these documents show how Welsbach Technology Metals Acquisition Corp. transitioned from a blank check company focused on technology metals and energy transition materials targets into Evolution Metals & Technologies Corp., and how WTMAR rights fit within that regulatory and transactional history.
Stock Titan’s interface surfaces these filings as they are made available on EDGAR, and AI-powered summaries can help explain complex merger provisions, charter amendments and capital structure details so that investors can more easily interpret what each filing means for WTMAR and the underlying company.
Evolution Metals & Technologies Corp. reported its first post‑merger quarter as a public company, focusing on midstream processing of critical materials. For the three months ended March 31, 2026, the company generated $1.9 million in revenue but recorded a net loss of $440.3 million, driven largely by a $425.2 million loss from changes in fair value of financial instruments.
Cash and cash equivalents were $5.4 million with a net working capital deficit of $81.8 million, and management concluded these conditions raise substantial doubt about the company’s ability to continue as a going concern for at least one year. During the quarter, EMAT completed a reverse recapitalization with a SPAC and acquired four Korean operating companies for total estimated consideration of $71.3 million, recording $63.2 million of goodwill and $6.8 million of intangible assets. Following these transactions, 593,349,852 common shares were outstanding as of May 21, 2026.
Evolution Metals & Technologies Corp. reported its first post‑merger quarter as a public company, focusing on midstream processing of critical materials. For the three months ended March 31, 2026, the company generated $1.9 million in revenue but recorded a net loss of $440.3 million, driven largely by a $425.2 million loss from changes in fair value of financial instruments.
Cash and cash equivalents were $5.4 million with a net working capital deficit of $81.8 million, and management concluded these conditions raise substantial doubt about the company’s ability to continue as a going concern for at least one year. During the quarter, EMAT completed a reverse recapitalization with a SPAC and acquired four Korean operating companies for total estimated consideration of $71.3 million, recording $63.2 million of goodwill and $6.8 million of intangible assets. Following these transactions, 593,349,852 common shares were outstanding as of May 21, 2026.
Evolution Metals & Technologies Corp. reported its first quarter as a Nasdaq-listed company, combining newly consolidated magnet operations with sizeable non-cash accounting charges. For the three months ended March 31, 2026, revenue was $1.9 million with gross profit of $0.4 million, reflecting a gross margin of about 24%.
The company recorded a GAAP net loss of $440.3 million, or $(0.72) per share, driven mainly by a $425.2 million non-cash charge from the change in fair value of pre-combination financial instruments that were settled at closing. On a non-GAAP basis, Adjusted Net Loss was $15.1 million, or $(0.02) per share, compared with $2.5 million, or $(0.01) per share, a year earlier, reflecting higher selling, general and administrative expenses tied to subsidiary consolidation and public-company and transaction costs.
The update highlights EM&T’s positioning as a rare earth permanent magnet producer with more than 18 years of operating history, recent commencement of trading on Nasdaq under the symbol EMAT, a previously announced $100 million convertible debenture facility, and binding purchase orders for 13 ULVAC sintered magnet machines expected to help scale annual magnet production capacity to approximately 10,000 metric tons by November 2026, ahead of a January 1, 2027 DFARS deadline on Chinese-origin magnets in U.S. defense systems.
Evolution Metals & Technologies Corp. reported its first quarter as a Nasdaq-listed company, combining newly consolidated magnet operations with sizeable non-cash accounting charges. For the three months ended March 31, 2026, revenue was $1.9 million with gross profit of $0.4 million, reflecting a gross margin of about 24%.
The company recorded a GAAP net loss of $440.3 million, or $(0.72) per share, driven mainly by a $425.2 million non-cash charge from the change in fair value of pre-combination financial instruments that were settled at closing. On a non-GAAP basis, Adjusted Net Loss was $15.1 million, or $(0.02) per share, compared with $2.5 million, or $(0.01) per share, a year earlier, reflecting higher selling, general and administrative expenses tied to subsidiary consolidation and public-company and transaction costs.
The update highlights EM&T’s positioning as a rare earth permanent magnet producer with more than 18 years of operating history, recent commencement of trading on Nasdaq under the symbol EMAT, a previously announced $100 million convertible debenture facility, and binding purchase orders for 13 ULVAC sintered magnet machines expected to help scale annual magnet production capacity to approximately 10,000 metric tons by November 2026, ahead of a January 1, 2027 DFARS deadline on Chinese-origin magnets in U.S. defense systems.
Evolution Metals & Technologies Corp. reports a major Q1 2026 loss and a delay in filing its Form 10-Q. The company will miss the extended deadline under Rule 12b-25 because of complex accounting related to a large overseas equipment purchase and other financial reporting issues, but has furnished unaudited condensed financial statements as an exhibit.
For the quarter ended March 31, 2026, EMAT generated revenues of $1.9 million and recorded a net loss of $441.6 million, or $0.72 per basic and diluted share, driven largely by a $425.2 million loss from changes in the fair value of financial instruments. Cash and cash equivalents were $5.4 million, total liabilities were $96.2 million, and stockholders’ deficit was $24.6 million as of March 31, 2026.
The company expects to receive a Nasdaq non-compliance notice for the late Form 10-Q under Nasdaq Listing Rule 5250(c)(1), but indicates that any such notice should have no immediate effect on the listing or trading of its common stock and anticipates regaining compliance within the expected grace period.
Evolution Metals & Technologies Corp. reports a major Q1 2026 loss and a delay in filing its Form 10-Q. The company will miss the extended deadline under Rule 12b-25 because of complex accounting related to a large overseas equipment purchase and other financial reporting issues, but has furnished unaudited condensed financial statements as an exhibit.
For the quarter ended March 31, 2026, EMAT generated revenues of $1.9 million and recorded a net loss of $441.6 million, or $0.72 per basic and diluted share, driven largely by a $425.2 million loss from changes in the fair value of financial instruments. Cash and cash equivalents were $5.4 million, total liabilities were $96.2 million, and stockholders’ deficit was $24.6 million as of March 31, 2026.
The company expects to receive a Nasdaq non-compliance notice for the late Form 10-Q under Nasdaq Listing Rule 5250(c)(1), but indicates that any such notice should have no immediate effect on the listing or trading of its common stock and anticipates regaining compliance within the expected grace period.
Good Earth 1000, LLC and Nicole Garcia filed an amended Schedule 13D for Evolution Metals & Technologies Corp. to disclose new financing and collateral arrangements. They report beneficial ownership of 63,421,535 shares of common stock, representing 10.69% of the outstanding shares based on 593,349,852 shares outstanding.
On May 14, 2026, Good Earth 1000, LLC entered into a senior secured credit facility with Axos Bank and pledged 15,840,000 shares as collateral under a Pledge Agreement. Good Earth remains the legal and beneficial owner of the pledged shares, but if an Event of Default occurs, Axos Bank may sell the collateral, direct the securities intermediary, register the shares in its name, and exercise voting rights. The reporting persons state they hold the shares for investment and may buy, sell or otherwise change their position over time, subject to the financing and pledge terms.
Good Earth 1000, LLC and Nicole Garcia filed an amended Schedule 13D for Evolution Metals & Technologies Corp. to disclose new financing and collateral arrangements. They report beneficial ownership of 63,421,535 shares of common stock, representing 10.69% of the outstanding shares based on 593,349,852 shares outstanding.
On May 14, 2026, Good Earth 1000, LLC entered into a senior secured credit facility with Axos Bank and pledged 15,840,000 shares as collateral under a Pledge Agreement. Good Earth remains the legal and beneficial owner of the pledged shares, but if an Event of Default occurs, Axos Bank may sell the collateral, direct the securities intermediary, register the shares in its name, and exercise voting rights. The reporting persons state they hold the shares for investment and may buy, sell or otherwise change their position over time, subject to the financing and pledge terms.
Evolution Metals & Technologies Corp. submitted a Form 12b-25 notifying the SEC of a delayed Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company states the delay is to obtain and compile required information and expects to file the Form 10-Q no later than May 20, 2026.
The notification says results for the three months ended March 31, 2026 will reflect a significant change versus the prior-year period as a result of the business combination completed on January 5, 2026, when Welsbach Technology Metals Acquisition Corp. merged with Evolution Metals LLC and changed its name to Evolution Metals & Technologies Corp. The company expects to account for the transaction as a reverse recapitalization with EM treated as the accounting acquirer; management and its independent registered public accounting firm are completing their review before quantifying results.
Evolution Metals & Technologies Corp. submitted a Form 12b-25 notifying the SEC of a delayed Quarterly Report on Form 10-Q for the period ended March 31, 2026. The company states the delay is to obtain and compile required information and expects to file the Form 10-Q no later than May 20, 2026.
The notification says results for the three months ended March 31, 2026 will reflect a significant change versus the prior-year period as a result of the business combination completed on January 5, 2026, when Welsbach Technology Metals Acquisition Corp. merged with Evolution Metals LLC and changed its name to Evolution Metals & Technologies Corp. The company expects to account for the transaction as a reverse recapitalization with EM treated as the accounting acquirer; management and its independent registered public accounting firm are completing their review before quantifying results.
Evolution Metals & Technologies Corp. signed eight equipment supply contracts through its subsidiary with ULVAC Korea to buy vacuum induction melting and continuous vacuum sintering furnaces for its rare earth metal and magnet operations. In a related press release, EM&T announced binding purchase orders with ULVAC for thirteen high-performance rare earth sintered magnet machines.
The new ULVAC equipment is intended to raise EM&T’s annual rare earth magnet production capacity to 10,000 metric tons, including 6,000 metric tons of high-performance sintered magnets, with delivery and installation planned by November 2026. ULVAC must provide a performance guarantee and cargo insurance, while EM&T retains cancellation rights subject to tiered fees.
Evolution Metals & Technologies Corp. signed eight equipment supply contracts through its subsidiary with ULVAC Korea to buy vacuum induction melting and continuous vacuum sintering furnaces for its rare earth metal and magnet operations. In a related press release, EM&T announced binding purchase orders with ULVAC for thirteen high-performance rare earth sintered magnet machines.
The new ULVAC equipment is intended to raise EM&T’s annual rare earth magnet production capacity to 10,000 metric tons, including 6,000 metric tons of high-performance sintered magnets, with delivery and installation planned by November 2026. ULVAC must provide a performance guarantee and cargo insurance, while EM&T retains cancellation rights subject to tiered fees.
Evolution Metals & Technologies Corp. entered into a financing agreement with Yorkville for up to $100 million of convertible debentures. The first debenture of $20 million has been issued, a second for $5.775 million is tied to an S-1 becoming effective, and additional tranches may follow by mutual agreement.
The debentures mature on November 7, 2027, carry 5% annual interest (rising to 18% on default), and are issued at 97% of principal. They are convertible at the lower of $12.09 or 95% of the lowest 5-day VWAP, subject to Nasdaq exchange caps and a 4.99% beneficial ownership limit. EMAT plans to use proceeds for general corporate purposes and expansion of its rare earth magnet operations.
Evolution Metals & Technologies Corp. entered into a financing agreement with Yorkville for up to $100 million of convertible debentures. The first debenture of $20 million has been issued, a second for $5.775 million is tied to an S-1 becoming effective, and additional tranches may follow by mutual agreement.
The debentures mature on November 7, 2027, carry 5% annual interest (rising to 18% on default), and are issued at 97% of principal. They are convertible at the lower of $12.09 or 95% of the lowest 5-day VWAP, subject to Nasdaq exchange caps and a 4.99% beneficial ownership limit. EMAT plans to use proceeds for general corporate purposes and expansion of its rare earth magnet operations.
Evolution Metals & Technologies Corp. (EMAT) filed an amended report to add full 2025 financial statements and analysis for EMAT, Evolution Metals LLC (EM LLC) and four Korean subsidiaries acquired in the January 5, 2026 business combination.
EM LLC reported a net loss of approximately $617,995,844 for 2025 and an accumulated deficit of about $676,957,426 as of December 31, 2025. Large derivative liabilities tied to financing structures — including a July Investment Agreement Derivative of $379,204,796 and CPU Share Allocation Obligations of $292,679,981 — drove most of the loss. EM LLC ended 2025 with cash of $11,684,923 but a net working capital deficit of roughly $659,955,000.
Management and the auditors highlight substantial doubt about the company’s ability to continue as a going concern, noting that the business plan depends on future financing and that the business combination did not bring significant external funding. EMAT also filed unaudited pro forma combined financials and MD&A for EMAT, EM LLC, KCM, KMMI, NS World and Handa Lab to show how the combined group would have looked for 2025.
Evolution Metals & Technologies Corp. (EMAT) filed an amended report to add full 2025 financial statements and analysis for EMAT, Evolution Metals LLC (EM LLC) and four Korean subsidiaries acquired in the January 5, 2026 business combination.
EM LLC reported a net loss of approximately $617,995,844 for 2025 and an accumulated deficit of about $676,957,426 as of December 31, 2025. Large derivative liabilities tied to financing structures — including a July Investment Agreement Derivative of $379,204,796 and CPU Share Allocation Obligations of $292,679,981 — drove most of the loss. EM LLC ended 2025 with cash of $11,684,923 but a net working capital deficit of roughly $659,955,000.
Management and the auditors highlight substantial doubt about the company’s ability to continue as a going concern, noting that the business plan depends on future financing and that the business combination did not bring significant external funding. EMAT also filed unaudited pro forma combined financials and MD&A for EMAT, EM LLC, KCM, KMMI, NS World and Handa Lab to show how the combined group would have looked for 2025.
Evolution Metals & Technologies Corp. director Locker Saul Richard filed an initial statement of ownership, reporting 159,856 shares of Convertible Preferred Stock and no shares of common stock held directly.
The footnote explains that this Convertible Preferred Stock of Evolution Metals LLC, a wholly owned subsidiary, automatically converts into the issuer's common stock at a $6.00 per share conversion price ninety days after the issuer’s business combination closing on January 5, 2026.
Evolution Metals & Technologies Corp. director Locker Saul Richard filed an initial statement of ownership, reporting 159,856 shares of Convertible Preferred Stock and no shares of common stock held directly.
The footnote explains that this Convertible Preferred Stock of Evolution Metals LLC, a wholly owned subsidiary, automatically converts into the issuer's common stock at a $6.00 per share conversion price ninety days after the issuer’s business combination closing on January 5, 2026.
Evolution Metals & Technologies Corp. filed an initial ownership report for Chief Legal Officer Arrastia John Jr. The Form 3 shows he directly owns 14,811 shares of common stock as of January 5, 2026. The filing records existing holdings and does not reflect new buy or sell transactions.
Evolution Metals & Technologies Corp. filed an initial ownership report for Chief Legal Officer Arrastia John Jr. The Form 3 shows he directly owns 14,811 shares of common stock as of January 5, 2026. The filing records existing holdings and does not reflect new buy or sell transactions.