REALLOYS INC.

REalloys closed the $100 million private placement announced two days earlier.

capital raising announcement

Now rebranded as REalloys after its rare-earth reverse merger, the company agreed to raise about $100 million in a private placement of 7 million shares at $14.25 each -- a dramatically larger and higher-priced raise than any of its Blackboxstocks-era financings, funding the new mine-to-magnet business.

capital raising announcement

REalloys signed a 15-year offtake agreement securing 15% of Phase 1 production from Critical Metals Corp's Tanbreez heavy-rare-earth project in Greenland, locking in feedstock for its planned separation and magnet-manufacturing operations.

material agreement

Newly renamed REalloys priced an upsized $50 million public stock offering at $18.50 per share, its first capital raise as a rare-earth company.

material agreement

Blackboxstocks completed its merger with REalloys, renaming itself REalloys Inc. and switching its Nasdaq ticker to ALOY; existing shareholders received one contingent value right per share tied to the legacy fintech business now spun into Blackbox.io, while the combined company relaunched as a vertically integrated, defense-focused heavy rare earth platform.

business combination

Amendment No. 8 put the special meeting back a week to 23 January 2026, but the substantive change was on the ground in Saskatchewan: REalloys' relationship with the Saskatchewan Research Council moved from "in discussions, no assurance of a definitive agreement" to signed commercial framework agreements giving it priority offtake and rights of first refusal over the council's expanded separation capacity, in return for REalloys funding part of that expansion. Scope and budget are still to be agreed and the expanded plant is not due to be commissioned until the second quarter of 2026. The assumed exchange ratio held at 0.3694.

business combination

Amendment No. 7 reversed the direction of the proposed split: the range changed from 1-for-0.8 to 1-for-0.67, which would have increased the share count, to 1-for-2 to 1-for-5, consistent with the stated aim of lifting the price to at least $4.00. It also confirmed the vote is effectively pre-decided -- Kepler has signed a support agreement and holders of at least 50.1% of REalloys' stock have signed theirs -- while the assumed exchange ratio eased again to 0.3694, taking the shares issuable to REalloys holders to about 46.3 million and the Series C preferred to about 5,398.

business combination

Amendment No. 6 filled in the blanks and set the timetable: a 19 December 2025 record date, 4,305,133 Blackboxstocks common and 3,269,998 supervoting preferred shares outstanding, roughly 46.0 million new shares and about 5,000 Series C preferred to be issued at an assumed ratio of 0.3856, a special meeting for 16 January 2026 and a new Nasdaq ticker "REA". It also disclosed that REalloys had signed a services agreement with Leonard Sternheim as its chief executive on 12 December, and that a July 2025 amendment had raised the financing threshold triggering payment of David Argyle's consulting fees from $5 million to $20 million.

business combination

Amendment No. 5 is where the real news sits: REalloys disclosed a non-binding letter of interest from the US Export-Import Bank for up to $200 million of project financing on terms of up to 15 years, open until 14 October 2026 and subject to diligence and definitive documents, and named Stephen duMont, lately president of GM Defense and previously at Raytheon and BAE, to the incoming board. It also carries a third merger-agreement amendment dated 10 December 2025 replacing the form of option agreement under which Kepler's supervoting preferred is redeemed into preferred of the spun-out legacy business, and the assumed exchange ratio slipped back from 0.4204 to 0.3940.

business combination

With Evtec gone, Blackboxstocks registered the shares for a reverse takeover by REalloys, which is assembling a North American rare-earth-to-magnet supply chain around the Hoidas Lake deposit in Saskatchewan. REalloys holders would hold about 92.7% of the combined company fully diluted against 7.3% for Blackboxstocks' own holders; the exchange ratio was left as a formula to be fixed later, REalloys' $38.0 million of acquisition warrants and $2.82 million of SAFEs convert at the closing share price, and REalloys president Leonard Sternheim agreed to buy 1,634,999 of Kepler's supervoting preferred shares, so voting control passes with the deal.

business combination

Just seven weeks after the Evtec deal collapsed, Blackboxstocks signed a new definitive merger agreement to acquire REalloys Inc., a rare-earth company anchored by the Hoidas Lake deposit in Saskatchewan, in a reverse merger valuing REalloys at about $400 million with existing Blackbox holders retaining roughly 7.3% of the combined company.

business combination

Blackboxstocks and Evtec Aluminium mutually terminated their merger agreement after more than a year of delays, ending the reverse-merger plan and sending Blackboxstocks looking for a new strategic transaction.

material agreement termination

Amendment No. 1, carrying a 3 July 2024 first amendment to the exchange agreement: the ratio fell from 301.8 to 294.14 shares per Evtec share, lifting Blackboxstocks holders from 26.8% to 29.4% of the combined group, and the deadline to complete moved from 30 June to 31 July 2024. It also disclosed for the first time that Kepler's preferred stock would carry 96.6% of the combined company's votes against 2.5% for Evtec's shareholders, and added a warning that the contingent value right runs only 24 months with no guarantee of any payout or that Blackbox.io will ever be publicly traded.

business combination

Blackboxstocks raised $1.25 million selling stock to CEO Gust Kepler and Quadrofoglio Holdings, then turned around and loaned $1.15 million of it to Evtec Aluminium at 12% interest -- the UK EV-parts maker it was then pursuing as a reverse-merger partner, a deal it would later abandon.

capital raising announcement

Blackboxstocks registered the shares for its takeover by Evtec Aluminium, an English company based in Coventry, at 301.8 Blackboxstocks shares per Evtec share -- leaving Evtec's owners with about 73.2% of the combined group and Blackboxstocks' own holders 26.8%, with the company to be renamed Evtec Holdings and trade as EVHI. There was no vote to win: chief executive Gust Kepler's 100-votes-per-share preferred stock gave him 99.2% of the votes and he had already signed the written consent, and Blackboxstocks holders kept an interest in the existing trading-software business only through a contingent value right.

business combination

Blackboxstocks signed a definitive agreement to acquire Evtec Aluminium, a UK supplier of EV and performance-auto parts with about $52 million in projected revenue, in a reverse merger that would spin its legacy fintech business into a separate subsidiary and give existing Blackbox holders a contingent value right tied to that spinoff.

material agreement

Under Nasdaq compliance pressure, Blackboxstocks extended stalled talks to acquire UK electric-vehicle parts maker Evtec, with Evtec agreeing to pay extension fees and forfeit preferred shares it had received under an earlier exchange arrangement while the two sides worked toward a definitive deal.

material agreement

Blackboxstocks uplisted to the Nasdaq Capital Market under ticker BLBX and closed a $12 million public stock offering, its first Nasdaq-era capital raise.

material agreement

the exchange certified REALLOYS INC.'s securities for listing, clearing them to begin trading.

listing compliance notice

SMSA Ballinger Acquisition Corp, an empty Nevada shell, completed a reverse merger with Tiger Trade Technologies, a Texas fintech developing real-time market-analytics software - the transaction that gave the shell its first operating business.

business combination