Streamex Corp. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement
On December 11, 2025, Streamex Corp. (the “Company”) entered into a Share Purchase Agreement (the “Purchase Agreement”) with Terra Capital Natural Resources Fund Pty Ltd. (“Purchaser”) pursuant to which the Company acquired a 9.9% equity interest in Empress Royalty Corp. (“Empress”). Pursuant to the Purchase Agreement, the Company acquired 12,671,297 shares of common stock of Empress from Purchaser in exchange for 2,443,750 shares of common stock of the Company, par value $0.001 per share (“Common Stock”), at an implied price of US$5.00 per STEX share for an aggregate value of C$17,106,251.62, resulting in an aggregate transaction value of US$12,218,751.00.
The transaction is structured to provide the Company with direct exposure to Empress’ portfolio of gold and silver royalty and streaming assets, which aligns with the Company’s strategy to expand into real-world, yield-generating commodity assets and supports its broader mission of integrating traditional commodities with regulated digital asset infrastructure. A copy of the Purchase Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the full text of the Purchase Agreement.
Item 3.02 Unregistered Sales of Equity Securities
Pursuant to the Purchase Agreement, the Company issued 2,443,750 shares of Common Stock to Purchaser in exchange for 12,671,297 shares of Empress common stock held by Purchaser. The consideration was determined based on the aggregate value of the securities exchanged, as set forth in the Purchase Agreement.
No underwriters or placement agents were involved in the transaction.
Item 8.01 Other Information
On December 11, 2025, the Company issued a press release announcing entry into the Purchase Agreement.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
| Exhibit Number | Description | |
| 10.1 | ||
| 99.1 | ||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 16, 2025
| STREAMEX CORP. | ||
| By: | /s/ Karl Henry McPhie | |
| Name: | Karl Henry McPhie | |
| Title: | Chief Executive Officer | |