false
0001753373
0001753373
2026-06-23
2026-06-23
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (date of earliest event reported): June 23, 2026
M2I
GLOBAL, INC.
(Exact
Name of Registrant as Specified in its Charter)
| Nevada |
|
333-229748 |
|
37-1904036 |
(State
or Other Jurisdiction of
Incorporation
or Organization) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
Doug
Cole
M2i
Global, Inc.
885
Tahoe Blvd.
Incline
Village, NV 89451
(775)
909-6000
(Address,
including Zip Code, and Telephone Number, including Area Code, of Registrant’s Principal Executive Office)
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 (see General Instruction A.2. below):
| ☐ |
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:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| N/A |
|
N/A |
|
N/A |
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 ☒
If
an emerging growth company, 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
8.01 Other Events.
Business
Update
As
the Company’s underlying business continues to advance the Company’s assets, partnerships, project pipeline, government submissions,
and commercial relationships remain in place.
On
June 23, 2026, the Company held a conference call with shareholders led by its Chief Executive Officer, Alberto Rosende, consisting of
prepared remarks followed by a question-and-answer session with shareholders. During the call, management indicated that the Company
continues to make progress across its key initiatives and remains focused on advancing its strategic objectives, as further set forth
below.
Critical
Mineral Repository — Hawthorne Army Depot.
The
Company’s planned Critical Mineral Repository at the Hawthorne Army Depot remains a cornerstone of its infrastructure strategy,
providing what management believes is a unique combination of security, scale, logistics access, and defense relevance. Management has
reviewed the final version of the agreement to lease the Company’s first location at Hawthorne Army Depot and expects to announce
its consummation in the near term.
Commercial
Pipeline.
The
Company’s commercial pipeline continues to expand through strategic sourcing agreements, including significant copper offtake arrangements
and discussions across multiple critical mineral categories, including gallium, vanadium, titanium, graphite, cobalt, and nickel, through
a broad partner network. Although the previously announced copper offtake arrangement was priced at a level significantly below prevailing
market prices, deliveries under that arrangement have been delayed relative to the originally agreed schedule and are not expected to
commence until the next calendar year. The Company believes it is likely, though not assured, that the arrangement will generate revenue
within the next 12 months.
Federal
Engagement.
The
Company continues to pursue federal engagement initiatives, including a major Department of Energy application for a nickel-cobalt processing
facility and participation in Defense Industrial Base Consortium programs. The Company has over 20 discrete opportunities in various
stages of development, processing, or awaiting government notification.
Identified
Opportunities.
In
the aggregate, the Company’s projects represent approximately $3 billion of identified capital investment opportunities and more
than $12 billion of potential financing pathways under evaluation. These figures represent identified opportunities and project pathways
and do not constitute contracted revenues or binding commitments.
Near-Term
Revenue Opportunities.
The
Company is developing shorter-term revenue opportunities, including repository storage and custody fees, mineral exchange participation
and tolling fees, processing and tolling revenues, recycling and upcycling revenues, and technology licensing and commercialization revenues.
The Company expects to begin generating revenue on certain project lines by the end of calendar year 2026 and anticipates potential government
award feedback within approximately three to six months.
Liquidity
and Capital Resources.
The
Company is actively seeking to raise additional capital to support its operations and the continued execution of its strategic initiatives
as it evaluates its path forward. As an early-stage company, the Company requires additional capital, and while it has been able to obtain
funding sufficient to support its ongoing operations, there can be no assurance that additional financing will be available on acceptable
terms, or at all.
Shareholder
Question-and-Answer Session.
Following
management’s prepared remarks, the Company held a question-and-answer session during which shareholders asked questions regarding,
among other things, the anticipated timing of feedback or awards from government agencies, the Company’s cash runway and capital-raising
plans, the anticipated timing of meaningful revenue and potential positive cash flow, and the previously announced copper offtake arrangement.
In response, management indicated that, while it could provide no assurances, it expected to continue advancing through government milestones
and anticipated potential award feedback within approximately three to six months; that the Company is actively seeking to raise capital;
and that it expected to begin generating revenue on certain project lines by the end of calendar year 2026, dependent in part on certain
potential acquisitions. Management stated that it was not in a position to comment on the timing of positive cash flow and noted that
discussions involving non-public information would be conducted subject to a non-disclosure agreement.
Cautionary
Statement Regarding Forward-Looking Statements
This
Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding the Company’s evaluation of
the Termination Notice and potential paths forward; the anticipated consummation of the Hawthorne Army Depot lease; the Company’s
commercial pipeline and offtake arrangements; federal applications and anticipated government feedback; the timing of expected revenue
generation; capital raising activities; identified capital investment opportunities of approximately $3 billion and potential financing
pathways of more than $12 billion; and other statements that are not historical facts. These statements are based on current expectations
and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially, including, without limitation:
risks relating to the termination of the Merger Agreement and the Company’s rights and remedies thereunder; the Company’s
ability to access public capital markets; the Company’s ability to consummate the Hawthorne lease on anticipated terms and timing;
the Company’s ability to convert its pipeline opportunities into binding agreements and revenues; the receipt and timing of government
awards; the Company’s need for additional capital and ability to raise funds; general economic, regulatory, and market conditions
affecting the critical minerals industry; and other risks described in the Company’s filings with the Securities and Exchange Commission.
The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future
events, or otherwise, except as required by law.
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.
| |
M2i
Global, Inc. |
| |
|
|
| Date:
June 29, 2026 |
By: |
/s/
Alberto Rosende |
| |
Name: |
Alberto
Rosende |
| |
Title: |
Chief
Executive Officer |