Evolution Metals & Technologies (EMAT) Proxy filing summary

Executive summary

• Special meeting scheduled for September 29, 2025, to vote on extending the deadline to complete a business combination by up to three months, from September 30, 2025, to December 30, 2025, with no additional contribution to the trust account.

• The extension is sought to provide flexibility to finalize a merger with Evolution Metals LLC, which, if completed, will result in a name change and Nasdaq relisting.

• If the extension is not approved, the company will redeem all public shares and proceed to dissolution and liquidation.

• Redemption rights are available to public shareholders regardless of their vote, with an estimated redemption price of $11.37 per share.

• The sponsor will indemnify the company for any excise tax liabilities from redemptions under the Inflation Reduction Act, with no recourse to the trust account.

Voting matters and shareholder proposals

• Three proposals: Charter Amendment (extension), Trust Amendment (extension of trust agreement), and Adjournment (if more time is needed for solicitation).

• Both the Charter and Trust Amendment proposals are cross-conditioned on each other's approval.

• Adjournment Proposal will only be presented if there are insufficient votes for the other proposals.

• Board recommends voting "FOR" all proposals.

• Shareholders may submit proposals for the next annual meeting if a business combination is completed.

Board of directors and corporate governance

• Board and management, including the sponsor, collectively own over 94% of outstanding shares and intend to vote in favor of all proposals.

• Independent directors are identified in accordance with Nasdaq and SEC rules.

• Board has the right to abandon the amendments at any time, even if approved by shareholders.