Welsbach Technology Metals Acquisition Corp. Reports Increased Net Loss and Pursues Business Combinations

Welsbach Technology Metals Acquisition Corp. (WTMA) reported a net loss of $899,927 for the fiscal year ending December 31, 2024, a significant increase from a loss of $54,322 in the previous year. The company's operating expenses totaled $1,428,060, which included franchise taxes of $154,785 and a provision for income taxes of $125,950. The company generated interest income of $808,868 from its investments held in a trust account, which was lower than the $2,168,659 earned in 2023. As of December 31, 2024, WTMA had cash and investments held in the trust account amounting to $12,257,933, down from $23,769,229 in the prior year.

In terms of operational changes, WTMA has been actively pursuing a business combination, with a focus on the technology metals and energy transition metals sectors. The company entered into a binding letter of intent with Evolution Metals LLC (EM) on March 22, 2024, and subsequently signed a merger agreement on April 1, 2024. This merger is expected to be completed by June 30, 2025, following several extensions granted by stockholders. The company has also entered into a merger agreement with Critical Mineral Recovery, Inc. (CMR), which will involve a cash payment of $125 million and the issuance of 22.5 million shares of common stock upon closing.

WTMA's stockholders have exercised their redemption rights multiple times, with 1,090,062 shares redeemed for approximately $12.22 million in the latest round on June 28, 2024. This follows earlier redemptions of 4,097,964 shares for about $42.6 million in April 2023 and 1,456,871 shares for approximately $15.7 million in October 2023. As a result, the number of shares subject to possible redemption decreased to 1,082,789 as of December 31, 2024, compared to 2,172,851 shares at the end of 2023.

The company has faced challenges in maintaining compliance with Nasdaq listing requirements, particularly regarding the number of independent directors. Following the resignation of two directors in March 2024, WTMA appointed Matthew Rockett and Justin Werner as independent directors in July 2024, which restored compliance with Nasdaq's requirements. However, on December 31, 2024, WTMA received a notice from Nasdaq indicating that it no longer complied with the requirement to complete a business combination by December 27, 2024, leading to potential delisting.

Looking ahead, WTMA's management has expressed confidence in completing a business combination by the extended deadline of June 30, 2025. However, the company has raised concerns regarding its ability to continue as a going concern due to its lack of revenue and reliance on future financing. The company plans to utilize funds held outside the trust account for operational expenses and to identify potential acquisition targets. The management's assessment indicates substantial doubt about the company's ability to continue operating if a business combination is not completed by the deadline.