UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01 Regulation FD Disclosure
On September 10, 2026, Evolution Metals & Technologies Corp. (the “Company”) issued a press release announcing its initial revenue guidance for fiscal years 2026 and 2027. The Company expects revenue of $5 million to $8 million for fiscal 2026 and $400 million to $460 million for fiscal 2027.
A copy of the press release announcing the foregoing is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws, including the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding the Company’s revenue guidance for fiscal years 2026 and 2027 and the assumptions underlying such guidance; anticipated revenue growth and the expected contribution of the Company’s Pohang expansion to revenue; expected magnet shipments, production capacity and utilization; the timing of delivery, installation and commissioning of additional ULVAC production equipment; the timing and availability of expanded electrical capacity, land and governmental grants supporting the Company’s Pohang operations; anticipated demand from existing and prospective customers, including customers seeking DFARS-compliant supply; the conversion of customer demand and commercial opportunities into orders, shipments and revenue; the availability of feedstock and working capital or other financing required to purchase feedstock and support higher production volumes; anticipated pricing and product mix; the Company’s ability to achieve contemplated production capacity, utilization levels, yields and operating efficiencies; the development of the Company’s planned U.S. industrial campus; and the Company’s plans to expand its critical materials processing and permanent magnet manufacturing operations.
These forward-looking statements are based on management’s current expectations, estimates and assumptions and are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. The Company’s revenue guidance is based on management’s current expectations and assumptions, including anticipated customer demand, and is not based on contracted volumes. Actual revenue will depend, among other factors, on the Company’s ability to convert such demand into firm orders and shipments.
Such risks and uncertainties include, among others, delays in equipment delivery, installation and commissioning; the Company’s ability to complete its land-use arrangements, execute applicable power supply documentation and satisfy conditions applicable to governmental grants; the ability of applicable power providers, suppliers and other counterparties to perform their obligations; the timing and availability of expanded electrical capacity; construction and engineering delays; the Company’s ability to complete its planned facility expansion; the availability and timing of governmental grants, incentives or other financial support; the Company’s ability to obtain working capital and other financing on acceptable terms, or at all, and to continue as a going concern; the availability and cost of non-China rare earth feedstock; the Company’s ability to secure purchase orders from existing and prospective customers at anticipated volumes and prices; customer qualification requirements; changes in the effective date, interpretation or implementation of DFARS 252.225-7052, waiver practices, tariffs or other governmental policies; competition; rare earth pricing and currency fluctuations; the Company’s ability to achieve contemplated production capacity, utilization levels, yields and operating efficiencies; supply-chain and market conditions; and the other risks and uncertainties described in the Company’s filings with the U.S. Securities and Exchange Commission.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are being furnished herewith:
| Exhibit No. | Description | |
| 99.1 | Press Release dated September 10, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: September 10, 2026
| Evolution Metals & Technologies Corp. | ||
| By: | /s/ Christopher Clower | |
| Name: | Christopher Clower | |
| Title: | Chief Financial Officer and Chief Operating Officer | |
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