Atlas Critical Minerals Announces Closing of Upsized Public Offering of Common Stock and Full Exercise of the Underwriters' Over-Allotment Option

Rhea-AI Summary

Atlas Critical Minerals (NASDAQ: ATCX) closed an upsized firm commitment public offering of 1,380,000 common shares (including 180,000 shares from full exercise of the over‑allotment) at $8.00 per share, generating gross proceeds of approximately $11.0 million before expenses and underwriting fees.

On January 8, 2026 the company received Nasdaq Capital Market listing approval and trading began on January 9, 2026 under the ticker ATCX. Net proceeds are intended to advance exploration and development across the company's Brazil critical minerals portfolio, with any surplus for working capital or other corporate purposes. A.G.P./Alliance Global Partners and Bradesco BBI served as book‑running managers.

Positive

• Gross proceeds of approximately $11.0 million
• Full exercise of 180,000 overallotment shares
• Nasdaq listing effective January 9, 2026 under ticker ATCX

Negative

• Issuance of 1,380,000 new shares may dilute existing shareholders

News Market Reaction

+0.34%

11 alerts

+0.34% News Effect

+15.4% Peak in 1 hr 25 min

+$144K Valuation Impact

$43M Market Cap

0.1x Rel. Volume

On the day this news was published, ATCX gained 0.34%, reflecting a mild positive market reaction. Argus tracked a peak move of +15.4% during that session. Our momentum scanner triggered 11 alerts that day, indicating notable trading interest and price volatility. This price movement added approximately $144K to the company's valuation, bringing the market cap to $43M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Shares offered: 1,380,000 shares Over-allotment shares: 180,000 shares Offering price: $8.00 per share +3 more

6 metrics

Shares offered 1,380,000 shares Upsized firm commitment underwritten public offering

Over-allotment shares 180,000 shares Full exercise of underwriters' over-allotment option

Offering price $8.00 per share Public price of common stock in offering

Gross proceeds $11.0 million Before expenses and underwriting discounts and commissions

Nasdaq listing approval date January 8, 2026 Approval to list common stock on Nasdaq Capital Market

Nasdaq trading commencement January 9, 2026 Trading began under ticker "ATCX"

Market Reality Check

Price: $6.48 Vol: Volume 194,010 is 8% abov...

normal vol

$6.48 Last Close

Volume Volume 194,010 is 8% above the 20-day average of 179,509. normal

Technical Price $8.83 is trading above the 200-day MA of $8.11.

Market Pulse Summary

This announcement combined a completed upsized equity offering of 1,380,000 shares at $8.00 per shar...

Analysis

This announcement combined a completed upsized equity offering of 1,380,000 shares at $8.00 per share, raising gross proceeds of $11.0 million, with a recent uplisting to the Nasdaq Capital Market. The capital is earmarked for advancing Brazilian critical minerals projects and general corporate purposes. With no prior news history in the dataset, investors may watch subsequent exploration updates, deployment of proceeds, and any future financing activity for additional clarity on execution risks.

Key Terms

firm commitment, underwritten public offering, over-allotment option, nasdaq capital market, +4 more

8 terms

firm commitment financial

"closing of its upsized firm commitment underwritten public offering of 1,380,000 shares"

An underwriting agreement where an investment bank guarantees to buy an entire new issue of securities from an issuer and then resell them to the public. Think of it as a store owner agreeing to buy a whole shipment upfront so the seller gets paid immediately; for investors this matters because it reduces the risk that the offering will fail, sets the initial supply and price pressure in the market, and signals underwriter confidence in selling the shares.

underwritten public offering financial

"closing of its upsized firm commitment underwritten public offering of 1,380,000 shares"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

over-allotment option financial

"including 180,000 shares of its common stock pursuant to the full exercise of the underwriters' over-allotment option"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

nasdaq capital market financial

"approval to list its common stock on the Nasdaq Capital Market stock exchange ("Nasdaq")."

The Nasdaq Capital Market is a platform where smaller, emerging companies can list their shares for trading by investors. It provides these companies with access to funding and visibility, helping them grow, much like a local marketplace where new vendors can introduce their products to potential customers. For investors, it offers opportunities to discover early-stage companies with growth potential.

registration statement regulatory

"A registration statement on Form F-1 relating to the securities (File No. 333-290242)"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

form f-1 regulatory

"A registration statement on Form F-1 relating to the securities (File No. 333-290242)"

A Form F-1 is the document a non-U.S. company files with U.S. regulators when it wants to sell stock or other securities to U.S. investors. It lays out the company’s business, finances, risks and how the offering will work, acting like a product manual and ingredient list so investors can judge what they’re buying. For investors, it’s a key source of verified information used to compare opportunities and assess potential reward and risk.

rule 462(b) regulatory

"an additional registration statement on Form F-1 (File No. 333-292623) was filed pursuant to Rule 462(b)"

Rule 462(b) is an SEC provision that lets an issuer add more securities of the same class to an already-effective registration statement by filing a short post-effective amendment that becomes effective on filing, so the additional securities are immediately registered without redoing the full approval process. For investors this matters because it lets companies and underwriters expand an offering quickly—like adding extra seats to a sold-out show—changing supply and potential dilution that can affect the stock price.

prospectus regulatory

"This offering was made only by means of a prospectus forming part of the effective registration statement."

A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

AI-generated analysis. Not financial advice.

Belo Horizonte, Brazil--(Newsfile Corp. - January 12, 2026) - Atlas Critical Minerals Corporation (NASDAQ: ATCX) ("Atlas Critical Minerals" or "the Company"), a company focused on critical minerals for advanced technology uses, energy transition, and defense applications, announced today the closing of its upsized firm commitment underwritten public offering of 1,380,000 shares of its common stock, including 180,000 shares of its common stock pursuant to the full exercise of the underwriters' over-allotment option, at a public price of $8.00 per share. The gross proceeds from the offering were approximately $11.0 million before offering expenses and underwriting discounts and commissions. On January 8, 2026, the Company received approval to list its common stock on the Nasdaq Capital Market stock exchange ("Nasdaq"). Trading on Nasdaq commenced on January 9, 2026 under the ticker symbol "ATCX."

Atlas Critical Minerals intends to use the net proceeds from this offering to advance exploration and development activities across its critical minerals project portfolio in Brazil, with any surplus intended to be used for general working capital, cash reserves, or other corporate purposes at the discretion of management.

Marc Fogassa, Chairman and CEO of Atlas Critical Minerals, stated: "The Nasdaq uplisting represents a significant milestone for the Company. We are encouraged by the level of investor interest resulting in the upsizing of the offering, demonstrating strong support for the Company's path forward. This capital raise strengthens our financial position to advance our diversified critical minerals portfolio. Achieving a Nasdaq listing, a premier stock exchange, will also allow our common stock to achieve increased liquidity and accessibility by a broader investor base."

A.G.P./Alliance Global Partners and Bradesco BBI acted as book-running managers for the offering.

A registration statement on Form F-1 relating to the securities (File No. 333-290242) was previously filed with the Securities and Exchange Commission ("SEC") and was declared effective on January 8, 2026, and an additional registration statement on Form F-1 (File No. 333-292623) was filed pursuant to Rule 462(b) on January 8, 2026 and became automatically effective upon filing. This offering was made only by means of a prospectus forming part of the effective registration statement. Copies of the prospectus may be obtained on the SEC's website at http://www.sec.gov. Electronic copies of the prospectus may be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com or from Bradesco Securities Inc., 450 Park Avenue 32nd floor, New York, NY 10022.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Atlas Critical Minerals Corporation

Atlas Critical Minerals Corporation (NASDAQ: ATCX) controls a large portfolio of critical mineral rights in Brazil, encompassing over 218,000 hectares, and including projects in rare earths, titanium, graphite, and uranium - minerals essential for advanced technology uses, energy transition, and defense applications. Additionally, the Company's first iron ore project began operations in November 2025. More information is available in the Company's filings with the U.S. Securities and Exchange Commission.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potentially," "predict," "project," "should," "target," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The forward-looking statements include without limitation, statements regarding the use of net proceeds from the offering. Forward-looking statements are based upon the current plans, estimates and projections of Atlas Critical Minerals and its subsidiaries and are subject to inherent risks and uncertainties which could cause actual results to differ from the forward-looking statements, including, without limitation, risks and uncertainties related to market conditions, the Company's ability to continue as a going concern and its history of losses, the Company's ability to obtain additional financing, the Company's ability to study and properly explore the various mineral rights that it owns, the Company's ability to obtain the necessary permitting for mining and processing material obtained in mining, the accuracy of the Company's estimates regarding expenses, future revenues and capital requirements, the implementation of the Company's business model and strategic plans for its business, the Company's ability to retain key management personnel, regulatory developments and the Company's compliance with applicable laws, as well as those risks described under "Risk Factors" in the prospectus related to the offering. Therefore, you should not place undue reliance on these forward-looking statements.

Risks related to the Company and its subsidiaries are also discussed in the section entitled "Risk Factors" in the Company's Form 20-F filed with the Securities and Exchange Commission (the "SEC") on February 28, 2025. Please also refer to the Company's other filings with the SEC, all of which are available at www.sec.gov. In addition, any forward-looking statements represent the Company's views only as of today and should not be relied upon as representing its views as of any subsequent date. The Company explicitly disclaims any obligation to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.

Investor Relations
Brian W. Bernier
Vice President, Investor Relations
+1 (833) 661-7900
brian.bernier@atlas-cm.com

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/280077

FAQ

How many shares did Atlas Critical Minerals (ATCX) sell in the January 2026 offering?

Atlas sold 1,380,000 common shares, including 180,000 from the underwriters' full over‑allotment.

What price per share did Atlas Critical Minerals (ATCX) set for the offering?

The public offering price was $8.00 per share.

How much gross capital did Atlas Critical Minerals (ATCX) raise from the offering?

The offering generated approximately $11.0 million in gross proceeds before expenses and underwriting fees.

When did Atlas Critical Minerals (ATCX) begin trading on Nasdaq?

Trading on the Nasdaq Capital Market commenced on January 9, 2026 under the ticker ATCX.

What will Atlas Critical Minerals (ATCX) use the offering proceeds for?

Net proceeds are intended to advance exploration and development across its Brazil critical minerals projects, with any surplus for working capital or other corporate purposes.