REalloys Inc 2026年季度报告

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,”and If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). The registrant had outstanding 61,213,498 shares of common stock as of May 15, 2026. EXPLANATORY NOTE On March 10, 2025, REalloys Inc .(formerly known as Blackboxstocks Inc., “Blackboxstocks”; “REalloys” or the “Company”) and its whollyowned subsidiary, RABLBX Merger Sub, Inc., (“RABLBX”), entered into an Agreement and Plan of Merger, as amended by that certainAmendment No. 1 (“Amendment No. 1”), dated as of July 1, 2025, Amendment No. 2 (“Amendment No. 2”), dated as of August 22, 2025, andAmendment No. 3 (“Amendment No. 3”) dated as of December 10, 2025 (collectively, the “Merger Agreement”), with REalloys Solutions Inc.(formerly known as REalloys Inc.; “Private REalloys”). In accordance with the Merger Agreement, RABLBX merged with and into PrivateREalloys, with Private REalloys surviving as a wholly owned subsidiary of the Company. On February 24, 2026, (i) pursuant to an amendmentto its Articles of Incorporation, the Company changed its name from “Blackboxstocks Inc.” to “REalloys Inc.”, (ii) pursuant to an amendment The information in this Quarterly Report on Form 10-Q (the “Quarterly Report”) reflects the consummation of the Merger. Part I - Financial Information Item 1. Financial Statements REalloys, Inc. and SubsidiariesCondensed Consolidated Balance Sheets REalloys, Inc. and SubsidiariesCondensed Consolidated Statements of Operations(In thousands, except share and per share data) REalloys, Inc. and SubsidiariesNotes to Condensed Consolidated Financial Statements (Unaudited) (Amounts in thousands, except as noted and share and per share amounts) Note 1 – Description of Business and Basis of Presentation Description of Business REalloys, Inc. (the “Company” or “REalloys”) is a development-stage company building a North American integrated rare earth tohigh-performance neodymium iron boron (“NdFeB”) magnet materials and magnet supply chain focused on meeting the demands of theprotected markets of the United States, which includes the U.S. National Defense Stockpiles (“NDS”), Defense Industrial Base (“DIB”), The Company has adopted a structured approach to building its North American rare earth to high performance NdFeB magnetmaterials and magnet supply chain through producing magnet materials and magnets that meet the performance requirements of US Protected In line with this strategy, the Company initially acquired 100% of Strategic Metals Development Inc., on May 29, 2024, which owns100% of the Hoidas Lake Rare Earth Element Project in Saskatchewan, Canada, which comprises 14 contiguous mineral claims totaling 12,522hectares. The Company believes that the Hoidas Lake project has the potential to be a long-term North American source of rare earth materials The Company also acquired PMT Critical Metals Inc. (“PMTCM”), on March 31, 2025, which became a wholly owned subsidiary,and which operates the Euclid Magnet Facility in Euclid, Ohio. The Euclid Magnet Facility produces rare earth metals and magnet materials forthe Defense Logistics Agency, the U.S. Department of Energy’s AMES National Laboratory and industry clients, and the Company intends to The Company is continuing to evaluate additional opportunities to strengthen its integrated North American magnet and magnetmaterials supply chain and improve resiliency, capabilities and capacity. Reverse Recapitalization On February24, 2026, the Company completed a reverse recapitalization transaction with Blackboxstocks Inc. (“Blackbox”) pursuantto the Agreement and Plan of Merger, as amended. For accounting purposes, REalloys was determined to be the accounting acquirer. Thetransaction was not a business combination under ASC 805 because substantially all of the fair value of Blackbox’s gross assets wasconcentrated in its