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Welsbach Technology Metals Acquisition Corp

For the period ended Sep 30, 2024. Filed Nov 19, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 19, 2024

EMAT$1.96+2.6%Stored close · as of Nov 6, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

**For the transition period from to **

Commission file number:001-41183

Welsbach Technology Metals Acquisition Corp.

(Exact name of registrant as specified in its charter)

Delaware87-1006702
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
Chicago, Illinois60640
(Address of principal executive offices)(Zip Code)

**+1 (251)-280-1980

(Registrant’s telephone number, including area code)

160 S Craig Place

Lombard, Illinois 60148

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class:Trading Symbol(s)Name of Each Exchange on Which Registered:
Units, each consisting of one share of common stock, $0.0001 par value, and one right to receive one-tenth of one share of common stockWTMAUThe Nasdaq Stock Market LLC
Common stock, $0.0001 par value per shareWTMAThe Nasdaq Stock Market LLC
Rights, each exchangeable into one- tenth of one share of common stockWTMARThe Nasdaq Stock Market LLC

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 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 submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

☐Large accelerated filer☐Accelerated filer
☒Non-accelerated filer☒Smaller reporting company
☒Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with 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 Exchange Act). Yes☒ No ☐

As of November 19, 2024, there were 3,366,765 shares of common stock, par value $0.0001 per share, of the registrant issued and outstanding.

FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2024

TABLE OF CONTENTS

Page
PART 1 – FINANCIAL INFORMATION
Item 1.Interim Consolidated Financial Statements (Unaudited)1
Condensed Consolidated Balance Sheets as of September 30, 2024 (Unaudited) and December 31, 20231
Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023 (Unaudited)2
Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the three and nine months ended September 30, 2024 and 2023 (Unaudited)3
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and 2023 (Unaudited)4
Notes to Condensed Consolidated Financial Statements (Unaudited)5
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25
Item 3.Quantitative and Qualitative Disclosures about Market Risk33
Item 4.Control and Procedures33
PART II – OTHER INFORMATION
Item 1.Legal Proceedings34
Item 1A.Risk Factors34
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds35
Item 3.Defaults upon Senior Securities35
Item 4.Mine Safety Disclosures35
Item 5.Other Information35
Item 6.Exhibits36
SIGNATURES37

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