Energy
TOMI Environmental Solutions Announces Definitive Agreement to Merge with Carbonium Core
Transaction will create a public market pure-play on America's nuclear renaissance, positioned at the intersection of AI-driven power demand, advanced nuclear reactors, and domestic critical materials productionFREDERICK, Md., June 29, 2026 (GLOBE NEWSWIRE) -- TOMI Environmental Solutions, Inc. (NASDAQ: TOMZ) (“TOMI”) today announced that it has entered into an Agreement and Plan of Merger (“Merger Agreement) with Carbonium Core, Inc., a U.S.-based development company that manufactures graphite
About this update from Tomi Environmental Solutions, Inc.
Transaction will create a public market pure-play on America's nuclear renaissance, positioned at the intersection of AI-driven power demand, advanced nuclear reactors, and domestic critical materials production FREDERICK, Md., June 29, 2026 (GLOBE NEWSWIRE) -- TOMI Environmental Solutions, Inc. (NASDAQ: TOMZ) ("TOMI") today announced that it has entered into an Agreement and Plan of Merger ("Merger Agreement) with Carbonium Core, Inc., a U.S.-based development company that manufactures graphite and rare earth metals for advanced nuclear, defense, and critical infrastructure applications. Pursuant to the Merger Agreement and subject to the satisfaction of certain conditions, shareholders of Carbonium will receive, pro rata in proportion to their respective stock ownership, (i) shares of TOMI's common stock issued at closing in an amount that will not exceed the maximum number of shares permitted to be issued without stockholder approval under Nasdaq Listing Rule 5635(d), and (ii) shares of a newly created series of non-voting Preferred Stock (the "Preferred Stock"). Upon receipt of the approval of TOMI's stockholders as required by Nasdaq Listing Rule 5635(d), the Preferred Stock will convert into shares of common stock such that, together with the shares of common stock issued at closing, the former stockholders of Carbonium will own approximately 90% of outstanding shares of common stock of the combined company. The transaction is expected to close during the third quarter of 2026, subject to closing conditions, including completion of a financing of at least $10 million and approval of NASDAQ listing application. The transaction will transform Carbonium into a publicly traded company focused on one of the most strategically important supply chains supporting the next generation of nuclear energy infrastructure. The transaction is expected to enhance TOMI's financial condition and drive significant value for TOMI's shareholders, including the following benefits:
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