Evolution Metals & Technologies Corp. (EMAT) entered into a Securities Purchase Agreement with Yorkville Advisors Global, LP on September 17, 2026. Under the agreement, the company agreed to issue and sell convertible debentures with an aggregate principal amount of $30,927,835 to Yorkville II PN, Ltd., a fund managed by Yorkville Advisors.
The transaction involves three tranches of convertible debentures. The first tranche, in the amount of $22,000,000, was issued on September 17, 2026. The second tranche, valued at $2,000,000, is expected to be issued upon the filing of a Registration Statement with the SEC. The third tranche, valued at $6,927,835, is expected to be issued upon the effectiveness of that Registration Statement.
Each debenture is priced at 97% of its principal amount. The conversion price is determined as the lower of a fixed price of $5.02 or 95% of the lowest daily volume-weighted average price (VWAP) of the company’s common stock over a five-day period prior to conversion. The debentures mature on September 17, 2028, and bear interest at an annual rate of 4.0%. If an event of default occurs, the interest rate increases to 18.0%.
The company’s subsidiaries have agreed to guarantee the obligations under the Convertible Debentures. The proceeds from the facility are intended for general corporate purposes, including the expansion of operations and development initiatives. The issuance of the securities is exempt from registration under Section 4(a)(2) of the Securities Act of 1933, with Yorkville representing that it is an accredited investor acquiring the securities for investment purposes.
