TOMI to merge with Carbonium Core; Carbonium shareholders will own ~90% of combined entity

TOMI Environmental Solutions, Inc.

Carbonium holders receive TOMZ common (19.99% cap) plus convertible preferred, targeting 90% ownership post-conversion.
Closing expected Q3 2026; conditions include a $10M minimum financing and Nasdaq listing approval.
Carbonium produces nuclear-grade graphite via proprietary molten-salt tech licensed from Oak Ridge National Laboratory.
Combined company to focus on domestic critical materials supply for advanced nuclear reactors and AI infrastructure.
TOMI will seek shareholder approval for preferred stock conversion and name change to Carbonium Core, Inc.

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