$ALOY

REALLOYS INC.

CIK:0001567900|SEC Filings

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Income Statement [Abstract]
Net Revenues	$ 804	$ 440	$ 1,510	$ 440
Operating expenses:
Cost of sales	329	219	628	219
Software development costs	34	0	68	0
General and administrative	36,031	1,056	121,432	1,924
Advertising and marketing	1,310	0	3,851	0
Depreciation and amortization	(96)	67	(8)	67
Total operating expenses	37,608	1,342	125,971	2,210
Loss from operations	(36,804)	(902)	(124,461)	(1,770)
Interest expense	14	94	22	185
Change in fair value of contingent consideration	0	(2,096)	3,439	(1,312)
Deferred cash consideration late payment penalties	0	3,300	0	3,300
Impairment expense	0	0	6,394	0
Accretion of discount on issuance of Series C Preferred Stock	0	0	9,220	0
Total other expense	14	1,298	19,075	2,173
Net loss	$ (36,818)	$ (2,200)	$ (143,536)	$ (3,943)
Net loss per share - basic (in dollars per share)	$ (0.59)	$ (0.05)	$ (2.49)	$ (0.11)
Net loss per share - diluted (in dollars per share)	$ (0.59)	$ (0.05)	$ (2.49)	$ (0.11)
Weighted-average shares used in computation of net loss per share - basic (in shares)	62,142,617	41,290,000	57,704,321	36,965,956
Weighted average number of common shares outstanding - diluted (in shares)	62,142,617	41,290,000	57,704,321	36,965,956

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025
Cash flows from operating activities
Net loss	$ (143,536)	$ (3,943)
Adjustments to reconcile net loss to net cash used in operating activities:
Imputed interest expense	5	181
Change in operating lease ROU assets	99	16
Depreciation and amortization expense	(8)	67
Accretion of discount on preferred stock	9,220	0
Stock-based compensation expense	113,860	0
Deferred cash consideration penalty	0	3,300
Change in fair value of contingent consideration	3,439	(1,312)
Impairment of investment	6,394	817
Change in operating assets and liabilities:
Prepaid expenses	(6,091)	0
Accounts payable and accrued expenses	206	532
Unearned subscriptions	(108)	0
Accounts receivable	(1,165)	(344)
Operating lease liability & Other	(35)	(16)
Net cash used in operating activities	(17,720)	(702)
Cash flows from investing activities
Cash acquired in reverse recapitalization, net of deconsolidation	330	0
Capital deposits and construction in progress	(8,370)
Purchase of machinery and equipment	(24)	(10)
Net cash provided by investing activities	(8,064)	(10)
Cash flows from financing activities
Proceeds from SAFE Liability	0	195
Payment of deferred cash consideration	0	(139)
Proceeds from issuance of Series C Preferred Stock	2,600	0
Proceeds from issuance of common stock	142,522	881
Net cash provided by financing activities	145,317	1,077
Net increase in cash and restricted cash	119,533	365
Cash and restricted cash, beginning of period	2,824	113
Cash and restricted cash, end of period	122,357	478
Supplemental cash flow information:
Cash paid for interest	0	0
Cash paid for income tax	0	0
Supplemental disclosures of non-cash investing and financing activities:
Acquisition of a business	0	3,545
SAFE liabilities converted to equity	3,015	0
Special Warrants converted to equity	38,000	0
Net assets acquired in recapitalization, net of deconsolidation	6,228	0
Conversion of Series C Preferred Stock	13,326	0
Issuance of common shares for services	10,880	0
Nonrelated Party
Cash flows from financing activities
Proceeds from notes payable	0	140
Related Party
Cash flows from financing activities
Proceeds from notes payable	$ 195	$ 0

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2026	Dec. 31, 2025
Current assets:
Cash	$ 122,357	$ 2,824
Accounts receivable, net of allowance for credit losses	1,894	730
Prepaid expenses	17,230	34,987
Project deposits	12,614	0
Total current assets	154,095	38,541
Non-current assets:
Goodwill	1,923	2,077
Intangible assets, net	1,370	1,316
Mineral Properties	50,532	50,532
Machinery and equipment, net	310	321
Construction in Progress	973	0
Operating lease right-of-use asset, net	569	602
Total non-current assets	55,677	54,848
Total assets	209,772	93,389
Current liabilities:
Current portion of operating lease liabilities	68	2
Total current liabilities	5,023	7,154
Non-current liabilities:
Contingent consideration	0	34,561
Deferred tax liability	13,644	13,644
Long-term debt	0	154
Long-term operating lease liabilities	501	536
Total non-current liabilities	14,145	48,895
Total liabilities	19,168	56,049
Mezzanine equity	0	1,506
Stockholders’ equity
Preferred stock	1	0
Common stock	68	12
Additional paid in capital	415,196	116,946
Accumulated deficit	(224,661)	(81,125)
Total Stockholders’ equity	190,604	35,834
Total liabilities and Stockholders’ equity	209,772	93,389
Nonrelated Party
Current liabilities:
Accounts payable and accrued expenses	4,121	3,433
SAFE liability	0	1,695
Related Party
Current liabilities:
Accounts payable and accrued expenses	790	610
Notes payable	44	94
SAFE liability	$ 0	$ 1,320