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Blackboxstocks Inc. (NASDAQ:BLBX) announced Monday that it has entered into a first amendment to its merger agreement with REalloys Inc. and RABLBX Merger Sub, Inc. The amendment, dated July 1, 2025, permits Blackboxstocks to conduct an at-the-market offering of up to 250,000 shares of its common stock without affecting the calculation of shares to be issued in the planned merger with REalloys. The company, currently valued at $21.4 million, has seen its stock surge nearly 168% over the past six months, according to InvestingPro data.
According to the SEC filing, the amendment introduces the definition of a "Permitted Shelf Takedown," referring to an at-the-market offering under Blackboxstocks’ shelf registration statement on Form S-3 (File No. 333-284626), which became effective February 10, 2025. The amendment also updates the definition of "Parent Outstanding Shares" in the merger agreement. It specifies that up to 250,000 shares issued through the permitted shelf takedown will not be included in the calculation of outstanding shares for the purposes of determining merger consideration.
Blackboxstocks, headquartered in Dallas, Texas, previously disclosed the original merger agreement with REalloys in a filing dated March 10, 2025. Under the agreement, REalloys will merge with and into RABLBX Merger Sub, with REalloys becoming a wholly owned subsidiary of Blackboxstocks.
The company stated in the filing that the full text of the amendment is attached as an exhibit to the current report.
This summary is based on a press release statement included in a Form 8-K filing with the Securities and Exchange Commission.
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