REALLOYS INC. 8-K

What Happened

• On June 24, 2026, Realloys Inc. (ALOY) entered into a Securities Purchase Agreement with certain accredited investors to sell approximately 7,017,540 shares of common stock at $14.25 per share. The Offering is expected to raise gross proceeds of about $100 million (before placement agent fees and offering expenses). Clear Street LLC is acting as placement agent. The closing was expected on or about June 26, 2026, subject to customary closing conditions.
• The company also entered into a Registration Rights Agreement obligating it to file registration statement(s) to cover resale of the shares and to use best efforts to have those statements declared effective. Company officers and directors signed Lock-Up Agreements limiting certain sales of company securities.

Key Details

• Shares to be sold: ~7,017,540 common shares
• Price per share: $14.25; aggregate gross proceeds: ~ $100 million (before fees/expenses)
• Placement agent: Clear Street LLC; expected closing: on or about June 26, 2026
• Registration & restrictions: registration rights to enable resale; company agreed not to issue additional common stock or equivalents for 45 days after the resale registration statement is effective (subject to exceptions); officers/directors executed lock-ups

Why It Matters

• This transaction is a material capital raise that will increase the number of shares outstanding and provide roughly $100M in gross proceeds for general corporate and working capital purposes. For investors, that means potential dilution from the new shares but also improved liquidity/cash runway for the company’s operations. The Registration Rights Agreement and lock-ups affect how and when the new shares can be resold and limit near-term additional issuance by the company. Full agreements and the press release are filed as exhibits to the 8-K for investors who want the details.