09:59 AM EST, 12/04/2025 (MT Newswires) -- Solmate Infrastructure (SLMT) said Thursday it has signed a non-binding term sheet to buy RockawayX in an all-stock deal.

Solmate said it plans to acquire RockawayX for an initial consideration of 25 million Class B shares, and a contingent equity earn-out consideration of up to about 62 million additional Class B shares based on the average daily volume weighted average price of the shares for some periods during a five-year period after closing.

The term sheet also indicates that if the average daily volume weighted average price of the Class B shares for some periods is at or below a specified price, the seller will receive up to an additional 20 million Class B shares, Solmate said.

The deal is expected to close in H1 2026, Solmate said, adding the combined company is expected to continue trading under the ticker "SLMT" on Nasdaq.

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