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    SEC Form F-10POS filed by Almonty Industries Inc.

    12/15/25 9:08:25 AM ET
    $ALM
    Other Metals and Minerals
    Basic Materials
    Get the next $ALM alert in real time by email
    F-10POS 1 formf-10pos.htm F-10POS

     

    As filed with the Securities and Exchange Commission on December 15, 2025

     

    Registration No. 333-291009

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

     

    Post-Effective Amendment No. 1

    To

    FORM F-10

    REGISTRATION STATEMENT

    UNDER

    THE SECURITIES ACT OF 1933

     

     

     

    ALMONTY INDUSTRIES INC.

    (Exact name of registrant as specified in its charter)

     

     

     

    Canada   1061   Not Applicable

    (Province or Other Jurisdiction of

    Incorporation or Organization)

     

    (Primary Standard Industrial

    Classification Code)

     

    (I.R.S. Employer

    Identification No.)

     

    100 King Street West,

    Suite 5700

    Toronto, ON, M5X 1C7

    Tel: (647) 438-9766

    (Address and telephone number of Registrant’s principal executive offices)

     

     

     

    CT Corporation System

    28 Liberty Street

    New York, New York 10005

    Tel: (212) 894-8940

    (Name, address (including zip code) and telephone number (including area code) of agent for service in the United States)

     

     

     

    Copies to:

     

    Lewis Black

    Chief Executive Officer

    100 King Street West, Suite 5700

    Toronto, ON M5X 1C7

    Canada

    (647) 438-9766

     

    Pierre Dagenais

    Norton Rose Fulbright Canada LLP

    222 Bay St Suite 3000

    Toronto, ON M5K 1E7
    Canada

    (416) 216-4792

     

    Brian Fenske

    Norton Rose Fulbright US LLP

    1550 Lamar Street, Suite 2000,

    Houston, TX 77010-4103

    United States

    (713) 651-5151

     

     

     

    Approximate date of commencement of proposed sale of the securities to the public: From time to time after this Registration Statement becomes effective.

     

    Ontario

    (Principal jurisdiction regulating this offering)

     

     

     

    It is proposed that this filing shall become effective (check appropriate box)

     

    A. ☒ Upon filing with the Commission, pursuant to Rule 467(a) (if in connection with an offering being made contemporaneously in the United States and Canada).
         
    B. ☐ At some future date (check the appropriate box below)
           
      1. ☐ pursuant to Rule 467(b) on (date) at (time) (designate a time not sooner than 7 calendar days after filing).
           
      2. ☐ pursuant to Rule 467(b) on (date) at (time) (designate a time 7 calendar days or sooner after filing) because the securities regulatory authority in the review jurisdiction has issued a receipt or notification of clearance on (date).
           
      3. ☐ pursuant to Rule 467(b) as soon as practicable after notification of the Commission by the Registrant or the Canadian securities regulatory authority of the review jurisdiction that a receipt or notification of clearance has been issued with respect hereto.
           
      4. ☐ after the filing of the next amendment to this Form (if preliminary material is being filed).

     

    If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to the home jurisdiction’s shelf prospectus offering procedures, check the following box. ☒

     

     

     

     

     

     

    DEREGISTRATION OF UNSOLD SECURITIES

     

    This Post-Effective Amendment No. 1 relates to the Registration Statement on Form F-10 (No. 333-291009) initially filed with the Securities and Exchange Commission (the “Commission”) by Almonty Industries Inc. (the “Registrant”) on October 22, 2025, as amended by pre-effective Amendment No. 1 thereto filed with the Commission on October 31, 2025 (the “Registration Statement”), registering the sale by the Registrant from time to time of up to an aggregate US$500,000,000 (i) common shares; (ii) preferred shares; (iii) debt securities (including any bonds, debentures, notes or other evidences of indebtedness of any kind, nature or description); (iv) warrants; (v) subscription receipts; and (vi) units comprised of one or more of any of the foregoing.

     

    This Post-Effective Amendment No. 1 to the Registration Statement is being filed to deregister all of the securities formerly issuable and registered under the Registration Statement and not otherwise sold by the Registrant as of the date that this Post-Effective Amendment No. 1 is filed.

     

    The Registrant hereby removes from registration, by means of this Post-Effective Amendment No. 1, any and all of the securities registered under the Registration Statement that remain unsold as of the date hereof. The Registration Statement is hereby amended, as appropriate, to reflect the deregistration of such securities, and the Registrant hereby terminates the effectiveness of the Registration Statement by filing this Post-Effective Amendment No. 1 with the Commission.

     

     

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form F-10 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form F-10 to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of New York, New York, United States on December 15, 2025.

     

      ALMONTY INDUSTRIES INC.
         
      By: /s/ Lewis Black
      Name: Lewis Black
      Title: Chairman, President, Chief Executive Officer and Director

     

    Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement on F-10 has been signed by the following persons in the capacities and on the dates indicated below

     

    Signature   Title   Date
             
    /s/ Lewis Black   Chairman, President, Chief Executive Officer and Director   December 15, 2025
    Lewis Black   (Principal Executive Officer)    
             
    *   Chief Financial Officer   December 15, 2025
    Brian Fox   (Principal Financial and Accounting Officer)    
             
    *   Lead Director   December 15, 2025
    Mark Trachuk        
             
    *   Director   December 15, 2025
    Daniel D’Amato        
             
    *   Director   December 15, 2025
    Dr. Thomas Gutschlag        
             
    *   Director   December 15, 2025
    Andrew Frazer        
             
    *   Director   December 15, 2025
    David Hanick        
             
    *   Director   December 15, 2025
    Gustave F. Perna        
             
    *   Director   December 15, 2025
    Alan Estevez        

     

    *By: /s/ Lewis Black  
    Name: Lewis Black  
      Attorney-in-fact  

     

     

     

     

    AUTHORIZED REPRESENTATIVE

     

    Pursuant to the requirements of Section 6(a) of the Securities Act of 1933, as amended, the undersigned has signed this Post-Effective Amendment No. 1 to the Registration Statement on Form F-10, in the capacity as the duly authorized representative of the Registrant in the United States, on December 15, 2025.

     

        /s/ Lewis Black
      Name: Lewis Black
      Title: Chairman, President, Chief Executive Officer and Director

     

     

     

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