5E Advanced Materials Prices $36 Million Upsized and Oversubscribed Public Offering of Common Stock

Rhea-AI Summary

5E Advanced Materials (Nasdaq:FEAM) priced an upsized, oversubscribed best-efforts public offering of 18,000,000 common shares at $2.00 per share, generating gross proceeds of approximately $36.0 million. The offering is expected to close on February 2, 2026.

Net proceeds, together with existing cash and marketable securities, are intended to fund the company's small-scale boron facility, wellfield development, finalization of the commercial mine plan, FEED engineering, and general corporate purposes. Konik Capital Partners acted as sole placement agent. The offering is made pursuant to an effective Form S-1 declared effective on January 29, 2026.

Positive

• Gross proceeds of $36.0M from the offering
• Proceeds earmarked for SSBF operation and wellfield development
• Funding allocated to FEED engineering and commercial mine plan finalization
• Offering priced and expected to close on Feb 2, 2026

Negative

• Issuance of 18,000,000 new shares will dilute existing shareholders
• Gross proceeds subject to placement agent fees and estimated offering expenses

Key Figures

Shares offered: 18,000,000 shares Offering price: $2.00 per share Gross proceeds: $36.0 million +2 more

5 metrics

Shares offered 18,000,000 shares Common stock in January 2026 public offering

Offering price $2.00 per share Public offering price for new common stock

Gross proceeds $36.0 million Expected gross proceeds before fees and expenses

Expected closing date February 2, 2026 Target closing of the public offering

Registration statement Form S-1, File No. 333-292988 Effective SEC registration for this offering

Market Reality Check

Price: $2.14 Vol: Volume 751,919 is 3.71x t...

high vol

$2.14 Last Close

Volume Volume 751,919 is 3.71x the 20-day average of 202,403, showing elevated trading ahead of the offering. high

Technical Shares at $2.14 are trading below the 200-day moving average at $4.10 and sit close to the 52-week low of $2.02, well off the $10.74 52-week high.

Peers on Argus

FEAM’s -5.31% move contrasts with mixed peers: ALTO -2.28%, AMTX -12.04%, while ...

1 Up

FEAM’s -5.31% move contrasts with mixed peers: ALTO -2.28%, AMTX -12.04%, while LOOP, TSE, and NTIC show modest gains. The pattern points to stock-specific pressure from the announced equity deal rather than a broad specialty chemicals move.

Previous Offering Reports

4 past events · Latest: Aug 25 (Negative)

Same Type Pattern 4 events

Date	Event	Sentiment	Move	Catalyst
Aug 25	Offering closing	Negative	+9.8%	Closed <b>$8.31M</b> common stock offering at <b>$3.50</b> per share.
Aug 21	Offering pricing	Negative	-23.6%	Priced <b>2,374,481</b> shares at <b>$3.50</b>, targeting <b>$8.31M</b> gross proceeds.
Aug 21	Offering launch	Negative	-23.6%	Announced proposed underwritten common stock offering with 30‑day underwriter option.
Aug 26	Equity & notes deal	Negative	-12.4%	Announced <b>$4.0M</b> registered direct offering plus <b>$6.0M</b> senior secured convertible notes.

Pattern Detected

Past capital raises often led to sharp moves, with pricing/proposed offerings seeing double-digit declines, but one closing announcement produced a notable gain.

Recent Company History

Over the past year, FEAM has repeatedly tapped equity and structured financing. In August 2025, it priced and then closed an $8.31M common stock offering at $3.50, with mixed price reactions, including a 9.85% gain on closing but steep drops around the launch and pricing. In August 2024, it combined a $4.0M registered direct equity sale with $6.0M in senior secured convertible notes, which also coincided with a double‑digit decline. Today’s offering continues that pattern of equity-linked funding.

Historical Comparison

offering

+17.4 %

Average Historical Move

Historical Analysis

In the past year, FEAM disclosed 4 equity or hybrid offerings. Average one‑day move was about 17.37%, with most events selling off but one closing announcement bucking the trend.

Typical Pattern

Financing has shifted across straight equity, registered directs, and convertible notes as FEAM funds its boron project and related engineering work.

Market Pulse Summary

This announcement prices a sizeable equity raise of 18,000,000 shares at $2.00, targeting $36.0 mill...

Analysis

This announcement prices a sizeable equity raise of 18,000,000 shares at $2.00, targeting $36.0 million in gross proceeds to support the small‑scale boron facility, wellfield work, and mine planning. It continues a pattern of equity and convertible note financing used to advance the Fort Cady project. Investors may focus on how efficiently these funds translate into technical milestones, customer offtake progress, and movement toward the company’s stated commercialization timeline.

Key Terms

best efforts public offering, public offering price, Form S-1, registration statement, +2 more

6 terms

best efforts public offering financial

"announced the pricing of its best efforts public offering of common stock in the United States"

A best efforts public offering is a way a company sells new shares or bonds where the broker or bank agrees to try to sell as many securities as possible but does not promise to buy any unsold portion. Think of it like a salesperson taking items on consignment: they will work to sell them, but the seller bears the risk if some remain unsold. For investors, this matters because it can signal weaker demand and greater uncertainty about how many securities will actually be placed and how the price may move.

public offering price financial

"shares of common stock at a public offering price of $2.00 per share"

The public offering price is the amount of money a company charges investors to buy its shares during a new stock sale to the public. It determines how much the company raises and how much each share is worth at the start of trading. For investors, it helps gauge the initial value of the stock and whether it might be a good investment opportunity.

Form S-1 regulatory

"pursuant to an effective registration statement on Form S-1 (File No. 333-292988)"

A Form S-1 is the registration filing a company submits to the U.S. Securities and Exchange Commission when it plans to offer stock to the public, most commonly for an initial public offering. Think of it as the company’s full disclosure packet or blueprint: it contains audited financials, business description, management background, risk factors and details of the offering, giving investors the information needed to judge the company’s financial health and potential risks before buying shares.

registration statement regulatory

"pursuant to an effective registration statement on Form S-1"

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.

prospectus regulatory

"A final prospectus relating to and describing the final terms of the Offering will be filed"

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.

placement agent financial

"Konik Capital Partners, LLC, a division of T.R. Winston & Company, is acting as the sole placement agent"

A placement agent is a professional or firm that helps organizations raise money from investors, such as individuals, institutions, or funds. They act like matchmakers, connecting those seeking investments with the right investors and guiding the process to ensure successful funding. For investors, they can provide access to exclusive opportunities and help navigate complex fundraising efforts.

AI-generated analysis. Not financial advice.

HESPERIA, CALIFORNIA / ACCESS Newswire / January 29, 2026 / 5E Advanced Materials, Inc. ("5E" or the "Company") (Nasdaq:FEAM)(ASX:5EA), a development stage company focused on becoming a vertically integrated global leader and supplier of refined borates, advanced boron derivative materials, and critical materials, today announced the pricing of its best efforts public offering of common stock in the United States (the "Offering").

In the Offering, 5E is selling 18,000,000 shares of common stock at a public offering price of $2.00 per share. All shares of common stock to be sold in the Offering are being offered by 5E. The gross proceeds to 5E from the Offering are expected to be approximately $36.0 million, before deducting placement agent fees and other estimated Offering expenses payable by 5E. Subject to the satisfaction of customary conditions, the Offering is expected to close on February 2, 2026.

Konik Capital Partners, LLC, a division of T.R. Winston & Company, is acting as the sole placement agent for the Offering.

5E currently intends to use the net proceeds from the Offering, together with its existing cash, cash equivalents and marketable securities, for the operation of its small-scale boron facility (SSBF), wellfield development and finalization of our commercial mine plan, FEED engineering, and general corporate purposes.

The Offering is being made pursuant to an effective registration statement on Form S-1 (File No. 333-292988) that was filed with and declared effective by the Securities and Exchange Commission (the "SEC") on January 29, 2026. A final prospectus relating to and describing the final terms of the Offering will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov. The Offering is being made only by means of a prospectus forming part of the effective registration statement. Electronic copies of the final prospectus relating to the Offering may be obtained, when available, from: Konik Capital Partners, LLC, 7 World Trade Center, 46th Floor, New York, NY 10007, or e-mail at capmarkets@konikcapitalpartners.com.

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

About 5E Advanced Materials, Inc.

5E Advanced Materials, Inc. (Nasdaq:FEAM)(ASX:5EA) is focused on becoming a vertically integrated global leader and supplier of boron specialty and advanced materials, complemented by lithium co-product production. The Company's mission is to become a supplier of these critical materials to industries addressing global decarbonization, food and domestic security. Boron and lithium products will target applications in the fields of electric transportation, clean energy infrastructure, such as solar and wind power, fertilizers, and domestic security. The business strategy and objectives are to develop capabilities ranging from upstream extraction and product sales of boric acid, lithium carbonate and potentially other co-products, to downstream boron advanced material processing and development. The business is based on our large domestic boron and lithium resource, which is located in Southern California and designated as Critical Infrastructure by the Department of Homeland Security's Cybersecurity and Infrastructure Security Agency.

Forward Looking Statements

Statements in this press release may contain "forward-looking statements" that are subject to substantial risks and uncertainties. Forward-looking statements contained in this press release may be identified by the use of words such as "may," "will," "should," "expect," "plan," "anticipate," "could," "intend," "target," "project," "contemplate," "believe," "estimate," "predict," "potential" or "continue" or the negative of these terms or other similar expressions, and include, but are not limited to, statements regarding the completion, size and timing of the Offering and 5E's intended use of proceeds from the Offering. Any forward-looking statements are based on 5E's current expectations, forecasts and assumptions and are subject to a number of risks and uncertainties that could cause actual outcomes and results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the Offering. For a discussion of other risks and uncertainties, and other important factors, any of which could cause our actual results to differ from those contained in the forward-looking statements, see the section entitled "Risk Factors" in 5E's most recent Annual Report on Form 10-K, its other reports filed with the SEC, as well as in the preliminary prospectus and final prospectus related to the Offering. Forward-looking statements contained in this announcement are based on information available to 5E as of the date hereof and are made only as of the date of this release. 5E undertakes no obligation to update such information except as required under applicable law. These forward-looking statements should not be relied upon as representing 5E's views as of any date subsequent to the date of this press release. In light of the foregoing, investors are urged not to rely on any forward-looking statement in reaching any conclusion or making any investment decision about any securities of 5E.

For further information contact:

Investor Relations

Brett Maas
Hayden IR, LLC
FEAM@haydenir.com
Ph: +1 (480) 861-2425

Media Relations

Paola Ashton
PRA Communications
team@pracommunications.com
Ph: +1 (604) 681-1407

SOURCE: 5E Advanced Materials, Inc.

View the original press release on ACCESS Newswire

FAQ

How many shares did 5E Advanced Materials (FEAM) offer and at what price?

5E priced 18,000,000 shares at $2.00 per share. According to the company, the offering generated approximately $36.0 million in gross proceeds before fees and expenses.

What will 5E Advanced Materials (FEAM) use the offering proceeds for?

The net proceeds will fund the company's boron projects and corporate needs. According to the company, uses include the SSBF operation, wellfield development, commercial mine plan finalization, FEED engineering, and general corporate purposes.

When is the FEAM offering expected to close and who is the placement agent?

The offering is expected to close on February 2, 2026. According to the company, Konik Capital Partners, a division of T.R. Winston & Company, is acting as the sole placement agent.

Will the FEAM offering dilute existing shareholders and by how much?

Yes, the offering issues 18,000,000 new shares, which will dilute current holders. According to the company, dilution will result from the additional outstanding shares sold in the offering.

Where can investors find the final prospectus for 5E Advanced Materials (FEAM)?

The final prospectus will be filed with the SEC and made available online. According to the company, investors can access it via the SEC website or request a copy from Konik Capital Partners when available.