Elmet Group (NASDAQ: ELMT) closes upsized $125.5M IPO
Rhea-AI Filing Summary
The Elmet Group Co. completed an upsized initial public offering of approximately 9.9 million shares of common stock at $14.00 per share, listing on the Nasdaq Capital Market under the symbol ELMT. The transaction generated aggregate net proceeds of about $125.5 million.
Elmet plans to use the cash raised, together with existing cash and restricted cash, primarily to repay debt and to fund working capital, growth capital, and general corporate purposes. The company entered into a firm commitment underwriting agreement and agreed to a 180‑day lockup on additional share issuances, while issuing Cantor Fitzgerald a broker’s warrant for 147,857 shares at a $17.50 exercise price.
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Insights
Elmet’s Nasdaq IPO raises substantial new capital and establishes public listing.
The Elmet Group executed a firm commitment, upsized IPO on the Nasdaq Capital Market at $14.00 per share, selling about 9.9 million shares. Net proceeds of roughly $125.5 million provide a meaningful cash inflow to support debt repayment and growth initiatives.
The filing notes intended uses of proceeds including debt reduction, working capital, growth capital, and general corporate purposes, which may strengthen the balance sheet and fund expansion. An underwriter over‑allotment option was fully exercised, signaling demand for the offering within the disclosed structure.
Key structural features include a 180‑day lockup on additional company share issuances and a broker’s warrant for 147,857 shares at a $17.50 exercise price, exercisable starting 180 days after sales commenced until April 24, 2030. These elements shape future potential equity issuance and trading dynamics after the IPO.
8-K Event Classification
Key Figures
Key Terms
firm commitment underwritten initial public offering financial
Over-Allotment Option financial
Broker’s Warrant financial
Amended and Restated Bylaws regulatory
quorum regulatory
demand registration rights financial
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of
earliest event reported):
(Exact name of registrant as specified in its charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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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.
Item 1.01. Entry into a Material Definitive Agreement.
Initial Public Offering
On April 22, 2026, The Elmet Group Co., a Delaware corporation, (the “Company”), entered into an underwriting agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co. acting as the representative of the several underwriters (the “Representative”) of the Company’s firm commitment underwritten initial public offering (the “Offering”). Pursuant to the Underwriting Agreement, the Company agreed to sell to the underwriters an aggregate of 8,571,428 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at a price of $14.00 per share (the “Offering Price”). Pursuant to the Underwriting Agreement, the Company granted the underwriters the option (“Over-Allotment Option”), exercisable for 30 days from April 22, 2026, to purchase up to an additional 1,285,714 from the Company at the Offering Price, less the underwriting discount, to cover over-allotments. On April 23, 2026, the underwriters exercised the Over-Allotment Option in full.
On April 24, 2026 (the “Closing Date”), the Company consummated the closing of the Offering and the Over-Allotment Option, generating aggregate gross proceeds of approximately $138,000,000 and aggregate net proceeds (after deducting underwriter discounts and offering expenses) of approximately $125,500,000. The Common Stock is listed on the Nasdaq Capital Market under the trading symbol “ELMT.”
The Shares were offered by the Company pursuant to the Registration Statement on Form S-1, as amended (File No. 333-294725), which was originally filed with the Securities and Exchange Commission (the “Commission”) on March 30, 2026, and declared effective by the Commission on April 22, 2026, and the additional Registration Statement on Form S-1 (File No. 333-2945291), filed with the Commission on April 22, 2026, which became immediately effective upon filing pursuant to Rule 462(b) promulgated under the Securities Act of 1933, as amended.
The Underwriting Agreement contains customary representations and warranties that the parties made to, and solely for the benefit of, the other party in the context of the terms and conditions of that agreement and in the context of the specific relationship between the parties. The Company has also agreed that it will not, without the prior written consent of the Representative, offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares or any securities convertible into or exercisable or exchangeable for shares of Common Stock for a period of one hundred and eighty (180) days following the Closing Date, other than certain exempt issuances.
Representative’s Warrant
As partial compensation for its services, on April 24, 2026, the Company issued to the Representative a warrant to purchase up to 147,857 shares of Common Stock (the “Broker’s Warrant”). The Broker’s Warrant is exercisable at a per share exercise price equal to $17.50 and is exercisable at any time and from time to time, in whole or in part, for a term of four years commencing one hundred and eighty (180) days after the commencement of sales in the Offering, and terminating on April 24, 2030. Neither the Broker’s Warrant nor any of the shares of Common Stock issued upon exercise of the Broker’s Warrant may be sold, transferred, assigned, pledged or hypothecated, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities by any person, for a period of one hundred and eighty (180) days immediately following the commencement of sales in the Offering, except as permitted by applicable FINRA rules. The Broker’s Warrant also provides for demand registration rights of the shares underlying the Broker’s Warrant and “piggyback” registration rights for up to five (5) years after the Pricing Date (as defined in the Broker’s Warrant), with respect to the registration of the shares underlying the Broker’s Warrant, as well as customary anti-dilution provisions.
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The foregoing summary of the terms of the Underwriting Agreement and the Broker’s Warrant are subject to, and qualified in their entirety by reference to, copies of the Underwriting Agreement and the Broker’s Warrant that are filed as Exhibits 1.1 and 4.1, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On April 24, 2026, in connection with the closing of the Offering, the amended and restated bylaws of the Company (the “Amended and Restated Bylaws”), previously approved by the Company’s board of directors, became effective. The Amended and Restated Bylaws amended and restated the Company’s prior bylaws in their entirety to, among other things: (i) establish the threshold for a quorum at any meeting of stockholders to be one third (1/3) (33.34%) of the outstanding shares of Common Stock of the Company; (ii) establish procedures relating to notice of annual meetings, special meetings and public announcements; (iii) establish procedures regarding the inspection of elections; (iv) establish procedures relating to the nomination of directors; and (v) conform to the provisions of the Company’s second amended and restated certificate of incorporation.
The foregoing description of the amendments made in the Amended and Restated Bylaws is qualified by reference to the Amended and Restated Bylaws, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.
Item 8.01 Other Events.
On April 22, 2026, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
On April 24, 2026, the Company issued a press release announcing the closing of the Offering. A copy of the press release is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are being filed herewith:
| Exhibit No. | Description | |
| 1.1# | Underwriting Agreement, dated as of April 22, 2026, by and between the Company and Cantor Fitzgerald & Co. | |
| 3.1 | Amended and Restated Bylaws of The Elmet Group Co. | |
| 4.1 | Broker’s Warrant | |
| 99.1 | Press Release, dated April 22, 2026. | |
| 99.2 | Press Release, dated April 24, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| # | Certain annexes, schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted attachment to the SEC on a confidential basis upon request. |
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SIGNATURE
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: April 24, 2026 | The Elmet Group Co. | |
| By: | /s/ Peter V. Anania | |
| Name: | Peter V. Anania | |
| Title: | Chief Executive Officer and Chairman | |
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Exhibit 99.1
The Elmet Group Co. Announces Pricing of Upsized Initial Public Offering
PORTLAND, Maine, April 22, 2026 (GLOBE NEWSWIRE) -- The Elmet Group Co. (“Elmet” or the “Company”), a U.S.-based provider of precision-engineered components and advanced high-energy systems, today announced the pricing of its upsized initial public offering of approximately 8.6 million shares of its common stock at a public offering price of $14.00 per share, for a total of $120.0 million in gross proceeds.
All of the shares of common stock are being offered by Elmet. The net proceeds to Elmet from the offering, after deducting underwriting discounts and commissions and other offering expenses payable by Elmet, are expected to be approximately $109.0 million. In addition, Elmet has granted the underwriters a 30-day option to purchase up to an additional approximately 1.3 million shares of common stock from Elmet at the initial public offering price, less underwriting discounts and commissions.
The shares are expected to begin trading on the Nasdaq Capital Market on April 23, 2026 under the ticker symbol “ELMT.” The offering is expected to close on April 24, 2026, subject to the satisfaction of customary closing conditions.
Elmet currently intends to use the net proceeds it receives from this offering, together with its existing cash and restricted cash, to repay debt, with the remainder to be put toward growth capital, working capital, and general corporate purposes.
Cantor is acting as lead book-running manager for the offering. Needham & Company and Canaccord Genuity are acting as joint book-running managers. Roth Capital Partners is acting as co-manager.
A registration statement (the “Registration Statement”) relating to these securities was declared effective by the Securities and Exchange Commission on April 22, 2026. The offering is being made only by means of a prospectus. A copy of the final prospectus may be obtained, when available, from: Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022 or by email to prospectus@cantor.com. Copies may also be obtained, when available, by visiting EDGAR on the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About The Elmet Group
The Elmet Group is a U.S.-based provider of precision-engineered components and advanced high-energy systems for the Aerospace, Defense and Government, Industrial, Medical, Semiconductor and Electronics, and Energy industries. The Company operates through two segments, Critical Materials Components (CMC) and Engineered Microwave Products (EMP), leveraging materials science and precision engineering expertise to deliver-high-performance solutions. The Elmet Group is dedicated to strengthening domestic manufacturing capabilities to support the U.S. and its allies’ needs in both critical materials and advanced high-power microwave systems.
Forward Looking Statements
The information in this press release includes forward-looking statements within the meaning of the federal securities laws. These statements generally relate to future events or our future financial or operating performance and include statements regarding the expected size, timing and results of the proposed initial public offering, Elmet’s intended use of proceeds from the initial public offering, expected trading commencement on the Nasdaq Capital Market and closing dates. When used in this press release, words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “plan,” “seek,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” and “will,” the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, actual results could differ materially from those indicated in these forward-looking statements. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Registration Statement. Elmet undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.
Company Contact
Chris Chandler
contact@theelmetgroup.com
Investor Contact
Tom Colton and Greg Bradbury
Gateway Group, Inc.
ELMT@gateway-grp.com
949-574-3860
Exhibit 99.2
The Elmet Group Co. Announces Closing of Upsized Initial Public Offering and Full Exercise of Underwriters’ Option to Purchase Additional Shares
PORTLAND, Maine – April 24, 2026 – The Elmet Group Co. ("Elmet" or the "Company"), a U.S.-based provider of precision-engineered components and advanced high-energy systems, today announced the closing of its upsized initial public offering of an aggregate of approximately 9.9 million shares of its common stock, including the full exercise by the underwriters of their overallotment option to purchase approximately 1.3 million shares, at a public offering price of $14.00 per share. The aggregate net proceeds to Elmet from the offering were $125.5 million after deducting underwriting discounts and commissions and other offering expenses payable by Elmet. The shares began trading on the Nasdaq Capital Market on April 23, 2026 under the ticker symbol “ELMT.”
Elmet currently intends to use the aggregate net proceeds it received from this offering, together with its existing cash and restricted cash to repay debt, with the remainder to be put towards working capital, growth capital, and general corporate purposes.
Cantor acted as lead book-running manager for the offering. Needham & Company and Canaccord Genuity acted as joint book-running managers. Roth Capital Partners acted as co-manager.
Ellenoff Grossman & Schole LLP acted as legal counsel to the Company. Thompson Coburn LLP acted as legal counsel to the underwriters.
A registration statement (the “Registration Statement”) relating to these securities was declared effective by the Securities and Exchange Commission on April 22, 2026. The offering was made only by means of a prospectus. A copy of the final prospectus may be obtained from: Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022 or by email to prospectus@cantor.com. Copies may also be obtained by visiting EDGAR on the SEC’s website at www.sec.gov.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About The Elmet Group
The Elmet Group is a U.S.-based provider of precision-engineered components and advanced high-energy systems for the Aerospace, Defense and Government, Industrial, Medical, Semiconductor and Electronics, and Energy industries. The Company operates through two segments, Critical Materials Components (CMC) and Engineered Microwave Products (EMP), leveraging materials science and precision engineering expertise to deliver high-performance solutions. The Elmet Group is dedicated to strengthening domestic manufacturing capabilities to support the U.S. and its allies’ needs in both critical materials and advanced high-power microwave systems.
Forward Looking Statements
The information in this press release includes forward-looking statements within the meaning of the federal securities laws. These statements generally relate to future events or our future financial or operating performance and include statements regarding Elmet’s intended use of proceeds from the initial public offering and the exercise of the underwriters’ option to purchase additional shares of common stock from Elmet. When used in this press release, words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “plan,” “seek,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” and “will,” the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, actual results could differ materially from those indicated in these forward-looking statements. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Registration Statement. Elmet undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.
Company Contact
Chris Chandler
contact@theelmetgroup.com
Investor Contact
Tom Colton and Greg Bradbury
Gateway Group, Inc.
ELMT@gateway-grp.com
949-574-3860
FAQ
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Filing Exhibits & Attachments
9 documentsPress Releases
Other Documents
- EX-1.1 UNDERWRITING AGREEMENT, DATED AS OF APRIL 22, 2026, BY AND BETWEEN THE COMPANY A 282.5 KB
- EX-3.1 AMENDED AND RESTATED BYLAWS OF THE ELMET GROUP CO 113.1 KB
- EX-4.1 BROKER'S WARRANT 130.4 KB
- EX-101 XBRL SCHEMA FILE 3.5 KB
- EX-101 XBRL DEFINITION FILE 25.6 KB
- EX-101 XBRL LABEL FILE 35.2 KB
- EX-101 XBRL PRESENTATION FILE 24.3 KB