8-K
filed May 11, 2026, 7:59 PM ET
ticker EMAT
CIK 0001866226
debt
confidence high
sentiment positive
materiality 0.70
Evolution Metals & Technologies Corp. (EMAT): debt financing — EMAT secures $100M convertible debenture facility from Yorkville; first $20M tranche issued
Evolution Metals & Technologies Corp.
- Facility of up to $100M convertible debentures; initial tranche of $20M issued May 7, 2026, second $5.775M upon S-1 effectiveness.
- Conversion at lower of $12.09 or 95% of 5-day VWAP; 5% interest; matures Nov 7, 2027; amortization events trigger monthly cash payments.
- Proceeds to expand rare earth magnet production and develop a U.S. industrial campus; Phase I to be largest hydrometallurgical facility in Western Hemisphere.
- Registration rights for 5.4M resale shares; Exchange Cap and 4.99% beneficial ownership limitation apply.
- Clear Street LLC acted as sole advisor and placement agent on the transaction.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Evolution Metals & Technologies Corp. incurred convertible notes of $20,000,000 with YA II PN, LTD. (Yorkville) at 5.0% maturing November 7, 2027.
- Instrument
- convertible notes
- Principal
- $20,000,000
- Counterparty
- YA II PN, LTD. (Yorkville)
- Rate
- 5.0%
- Maturity
- November 7, 2027
- Event
- incurrence
Exact text from the filing
The first Convertible Debenture (the “First Debenture”) in the principal amount of $20,000,000 was issued on May 7, 2026.
View on SEC.gov
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.7
Evolution Metals & Technologies Corp. incurred convertible notes of $5,775,000 with YA II PN, LTD. (Yorkville) at 5.0% maturing November 7, 2027.
- Instrument
- convertible notes
- Principal
- $5,775,000
- Counterparty
- YA II PN, LTD. (Yorkville)
- Rate
- 5.0%
- Maturity
- November 7, 2027
- Event
- incurrence
Exact text from the filing
The second Convertible Debenture in the principal amount of $5,775,000 is expected to be issued upon effectiveness of the Registration Statement on Form S-1, which the Company has agreed to file pursuant to the Registration Rights Agreement, as such term is defined below.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Evolution Metals & Technologies Corp. issued convertible note to YA II PN, LTD. (Yorkville) for $100,000,000 aggregate principal amount.
- Security
- convertible note
- Purchaser
- YA II PN, LTD. (Yorkville)
- Consideration
- $100,000,000 aggregate principal amount
Exact text from the filing
The first Convertible Debenture (the “First Debenture”) in the principal amount of $20,000,000 was issued on May 7, 2026.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
Evolution Metals & Technologies Corp. issued convertible note to YA II PN, LTD. (Yorkville) for $100,000,000 aggregate principal amount.
- Security
- convertible note
- Purchaser
- YA II PN, LTD. (Yorkville)
- Consideration
- $100,000,000 aggregate principal amount
Exact text from the filing
the Company agreed to issue and sell to Yorkville convertible debentures in the aggregate principal amount of up to $100,000,000
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Evolution Metals & Technologies Corp. entered into Securities Purchase Agreement with YA II PN, LTD. valued at up to $100,000,000 (effective 2026-05-07).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- YA II PN, LTD.
- Value
- up to $100,000,000
- Effective
- 2026-05-07
Exact text from the filing
On May 7, 2026, Evolution Metals & Technologies Corp. (“EMAT” or the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with YA II PN, LTD. (“Yorkville”), a fund managed by Yorkville Advisors Global, LP, pursuant to which the Company agreed to issue and sell to Yorkville convertible debentures in the aggregate principal amount of up to $100,000,000
View on SEC.gov
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