STOCK TITAN

Comstock Inc. Prices $50 Million Upsized and Oversubscribed Public Offering of Common Stock

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Comstock (NYSE: LODE) priced an underwritten public offering of 18,181,819 shares, expected to raise approximately $50 million in gross proceeds before fees. The company granted a 30-day option for up to 2,727,272 additional shares for over-allotments.

Net proceeds are intended to fund capital expenditures for a second industry-scale facility, development of a refining process, accelerated site selections and Metals market growth, with any remainder for general corporate purposes. The offering is expected to close on January 30, 2026.

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Positive

  • Gross proceeds of approximately $50 million
  • Proceeds designated to fund a second industry-scale facility
  • Funds allocated for development of a refining process and Metals growth
  • Offering led by largest existing shareholders and new institutional investors

Negative

  • Issuance of 18,181,819 new shares will dilute existing shareholders
  • Underwriter option for 2,727,272 additional shares could increase dilution

News Market Reaction

-1.94% 4.8x vol
9 alerts
-1.94% News Effect
-18.7% Trough in 6 hr 8 min
-$4M Valuation Impact
$181M Market Cap
4.8x Rel. Volume

On the day this news was published, LODE declined 1.94%, reflecting a mild negative market reaction. Argus tracked a trough of -18.7% from its starting point during tracking. Our momentum scanner triggered 9 alerts that day, indicating moderate trading interest and price volatility. This price movement removed approximately $4M from the company's valuation, bringing the market cap to $181M at that time. Trading volume was very high at 4.8x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Shares offered: 18,181,819 shares Gross proceeds: $50 million Over-allotment shares: 2,727,272 shares +5 more
8 metrics
Shares offered 18,181,819 shares Common stock in the underwritten public offering
Gross proceeds $50 million Expected gross proceeds before fees and expenses
Over-allotment shares 2,727,272 shares Additional shares for 30-day over-allotment option
Over-allotment period 30 days Underwriter option window to purchase additional shares
Shelf form number Form S-3 No. 333-291705 Effective shelf registration statement referenced for this offering
Shelf filing date November 21, 2025 Initial filing date of Form S-3 shelf used for this deal
Shelf effective date December 10, 2025 Date Form S-3 shelf was declared effective by the SEC
Expected closing date January 30, 2026 Anticipated closing of the underwritten offering

Market Reality Check

Price: $2.90 Vol: Volume 2,009,410 is 1.24x...
normal vol
$2.90 Last Close
Volume Volume 2,009,410 is 1.24x the 20-day average of 1,620,232, indicating elevated trading activity ahead of the offering pricing. normal
Technical Shares trade above the 200-day MA of 3.22 at a pre-news price of 3.53, despite being 26.46% below the 52-week high.

Peers on Argus

LODE was down 1.94% while close peers showed mixed moves: PLG -2.79%, USGO -2.43...
1 Up 1 Down

LODE was down 1.94% while close peers showed mixed moves: PLG -2.79%, USGO -2.43%, PLL -9.6%, VOXR +1.6%, LGO 0%. Momentum scanner also flagged FURY +11.11% and OMEX -5.26%, reinforcing a stock-specific dynamic around the offering.

Previous Offering Reports

2 past events · Latest: Aug 12 (Negative)
Same Type Pattern 2 events
Date Event Sentiment Move Catalyst
Aug 12 Offering priced Negative -17.9% Priced $30M upsized common stock offering to fund first facility and debt.
Aug 12 Offering proposed Negative -17.9% Announced proposed underwritten offering and pre-funded warrants under S-3 shelf.
Pattern Detected

Offering-related announcements have coincided with sharp single-day declines, suggesting equity raises have historically pressured the stock.

Recent Company History

Recent history shows Comstock repeatedly accessing equity markets to fund its solar panel recycling build-out. On Aug 12, 2025, a $30 million upsized, oversubscribed offering for its first industry-scale facility saw shares move -17.88%. A same-day proposed offering notice also showed a -17.88% reaction. Today’s pricing of a larger offering to fund the second facility and refining process extends this capital-raising pattern.

Historical Comparison

offering
+17.9 %
Average Historical Move
Historical Analysis

In the past 12 months, LODE reported 2 equity offering announcements with an average 1-day move of 17.88%, showing offerings have been major trading catalysts.

Typical Pattern

Capital raises have progressed from funding the first industry-scale solar recycling facility and debt reduction to supporting a second facility and development of a refining process.

Regulatory & Risk Context

Active S-3 Shelf · $200,000,000
Shelf Active
Active S-3 Shelf Registration 2025-11-21
$200,000,000 registered capacity

Comstock has an effective Form S-3 shelf filed on 2025-11-21, allowing up to $200,000,000 of securities, including $100,000,000 via an at-the-market program. The current underwritten offering, with related 424B5 filings on 2025-12-10 and 2026-01-28, represents repeat usage of this shelf capacity for growth capital.

Market Pulse Summary

This announcement prices a $50 million upsized, oversubscribed common stock offering under Comstock’...
Analysis

This announcement prices a $50 million upsized, oversubscribed common stock offering under Comstock’s Form S-3 shelf to fund its second industry-scale solar panel recycling facility and a refining process. Historically, similar offerings have produced sizeable one-day moves of about 17.88%. Investors may focus on how efficiently the new capital accelerates facility buildout and metals recovery growth relative to the added share issuance under the $200,000,000 shelf.

Key Terms

underwritten public offering, over-allotments, shelf registration statement, form s-3, +2 more
6 terms
underwritten public offering financial
"announced that it has priced its previously announced underwritten public offering of 18,181,819 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-allotments financial
"option to purchase up to an additional 2,727,272 shares of common stock to cover over-allotments"
An over-allotment is a temporary extra batch of shares that the underwriters of a stock offering are allowed to sell beyond the original amount, with the right to buy those shares back later. Think of it as spare tickets sold to meet demand and then reclaimed if needed to keep the market orderly; it helps stabilize the stock price after an offering and can affect short-term supply and potential dilution, which matters to investors tracking price and ownership stakes.
shelf registration statement regulatory
"This offering is being made pursuant to an effective shelf registration statement on Form S-3"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
form s-3 regulatory
"effective shelf registration statement on Form S-3 (No. 333-291705) previously filed"
Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.
prospectus supplement regulatory
"only by means of a preliminary prospectus supplement and a final prospectus supplement"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
bookrunner financial
"Titan Partners, a division of American Capital Partners, is acting as the sole bookrunner"
A bookrunner is the lead bank or financial firm that organizes and manages a new securities offering, acting like a project manager who sets the price range, collects investor demand, and decides how shares are allocated. For investors, the bookrunner’s choices and reputation influence the final price, how many shares each buyer receives, and the overall chance the deal succeeds — similar to how a trusted referee shapes a fair and well-run auction.

AI-generated analysis. Not financial advice.

VIRGINIA CITY, Nev., Jan. 28, 2026 (GLOBE NEWSWIRE) -- Comstock Inc. (NYSE: LODE) (“Comstock” and the “Company”), today announced that it has priced its previously announced underwritten public offering of 18,181,819 shares of its common stock. All of the shares of common stock in the offering are to be sold by Comstock. The gross proceeds to the Company from this offering are expected to be approximately $50 million before deducting underwriting discounts and commissions and other offering expenses. The Company has granted the underwriter a 30-day option to purchase up to an additional 2,727,272 shares of common stock to cover over-allotments, if any, at the per share public offering price, less underwriting discounts and commissions. The offering is being led by the Company's largest existing shareholders and several new institutional investors.

“We are pleased to have the continued support of leading institutional investors,” said Corrado De Gasperis, Executive Chairman and CEO of Comstock. “Momentum in the end-of-life solar panel market is exceeding expectations, with growing demand for our recycling and refining solutions, particularly for the domestic recovery of silver and other critical and precious metals. This capital strengthens our ability to accelerate execution and scale our platform.”

The Company intends to use the net proceeds from this offering to fund capital expenditure requirements for Comstock Metals LLC related to its second industry-scale facility, the development of a refining process and solution, accelerated site selections and Metals market growth, with any remainder to be used for general corporate purposes. The offering is expected to close on January 30, 2026, subject to customary closing conditions.

Titan Partners, a division of American Capital Partners, is acting as the sole bookrunner for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (No. 333-291705) (including a base prospectus) previously filed with the U.S. Securities and Exchange Commission (the “SEC”) on November 21, 2025, and declared effective on December 10, 2025. The offering is being made only by means of a preliminary prospectus supplement and a final prospectus supplement and the accompanying base prospectus that form a part of the registration statement. Before investing, prospective investors should read the preliminary prospectus supplement, the accompanying base prospectus and the documents incorporated by reference therein for more complete information about the Company and the offering. These documents, including the preliminary prospectus supplement relating to the offering, are available for free on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement, when available, and the accompanying base prospectus relating to the offering may be accessed for free on the SEC’s website at www.sec.gov or obtained by contacting Titan Partners Group LLC, a division of American Capital Partners, LLC, 4 World Trade Center, 49th Floor, New York, NY 10007, by phone at (929) 833-1246 or by email at prospectus@titanpartnersgrp.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, 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 such state or jurisdiction.

About Comstock Inc.

Comstock Inc. (NYSE: LODE) innovates and commercializes technologies, systems and supply chains that enable, support and sustain clean energy systems by efficiently, effectively, and expediently extracting and converting under-utilized natural resources into reusable metals, like silver, aluminum, gold, and other critical minerals, primarily from end-of-life photovoltaics. To learn more, please visit www.comstock.inc.

Comstock Social Media Policy

Comstock Inc. has used, and intends to continue using, its investor relations link and main website at www.comstock.inc in addition to its X.com, LinkedIn and YouTube accounts, as means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Contacts

For investor inquiries:
Judd B. Merrill, Chief Financial Officer
Tel (775) 413-6222
ir@comstockinc.com

For media inquiries:
Zach Spencer, Director of External Relations
Tel (775) 847-7573
media@comstockinc.com

Forward-Looking Statements 

This press release and any related calls or discussions may include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, are forward-looking statements. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” “plan,” “forecast,” “seek,” “target,” “should,” “intend,” “may,” “will,” “would,” “potential” and similar expressions identify forward-looking statements but are not the exclusive means of doing so. Forward-looking statements include statements about matters such as: expectations regarding the completion of the proposed securities offering, future market conditions; future explorations or acquisitions, divestitures, spin-offs or similar distribution transactions; future changes in our research, development and exploration activities; future financial, natural, and social gains; future prices and sales of, and demand for, our products and services; land entitlements and uses; permits; production capacity and operations; operating and overhead costs; future capital expenditures and their impact on us; operational and management changes (including changes in the Board of Directors); changes in business strategies, planning and tactics; future employment and contributions of personnel, including consultants; future land and asset sales; investments, acquisitions, joint ventures, strategic alliances, business combinations, operational, tax, financial and restructuring initiatives, including the nature, timing and accounting for restructuring charges, derivative assets and liabilities and the impact thereof; contingencies; litigation, administrative or arbitration proceedings; environmental compliance and changes in the regulatory environment; offerings, limitations on sales or offering of equity or debt securities, including asset sales and associated costs; and future working capital needs, revenues, variable costs, throughput rates, operating expenses, debt levels, cash flows, margins, taxes and earnings. These statements are based on assumptions and assessments made by our management in light of their experience and their perception of historical and current trends, current conditions, possible future developments and other factors they believe to be appropriate. Forward-looking statements are not guarantees, representations or warranties and are subject to risks and uncertainties, many of which are unforeseeable and beyond our control and could cause actual results, developments and business decisions to differ materially from those contemplated by such forward-looking statements. Some of those risks and uncertainties include the risk factors set forth in our filings with the SEC and the following: sales of, and demand for, our products, services, and/or properties; industry market conditions, including the volatility and uncertainty of commodity prices; the speculative nature, costs, regulatory requirements, and hazards of natural waste resource identification, exploration, development, availability, recycling, extraction, processing, and refining activities, including operational or technical difficulties, and risks of diminishing quantities or insufficiency of grades of qualified resources;; changes in our planning, exploration, research and development, production, and operating activities; research and development, exploration, production, operating, and other variable and fixed costs; throughput rates, margins, earnings, debt levels, contingencies, taxes, capital expenditures, net cash flows, and growth; restructuring activities, including the nature and timing of restructuring charges and the impact thereof; employment and contributions of personnel, including our reliance on key management personnel; the costs and risks associated with developing new technologies; our ability to commercialize existing and new technologies; the impact of new, emerging, and competing technologies on our business; the possibility of one or more of the markets in which we compete being impacted by political, legal, and regulatory changes, or other external factors over which we have little or no control; the effects of mergers, consolidations, and unexpected announcements or developments from others; the impact of laws and regulations, including permitting and remediation requirements and costs; changes in or elimination of laws, regulations, tariffs, trade, or other controls or enforcement practices, including the potential that we may not be able to comply with applicable regulations; changes in generally accepted accounting principles; adverse effects of climate changes, natural disasters, and health epidemics, such as the COVID-19 outbreak; global economic and market uncertainties, changes in monetary or fiscal policies or regulations, the impact of terrorism and geopolitical events, volatility in commodity and/or other market prices, and interruptions in delivery of critical supplies, equipment and/or raw materials; assertion of claims, lawsuits, and proceedings against us; potential inability to satisfy debt and lease obligations, including because of limitations and restrictions contained in the instruments and agreements governing our indebtedness; our ability to raise additional capital and secure additional financing; interruptions in our production capabilities due to equipment failures or capital constraints; potential dilution from stock issuances, recapitalization, and balance sheet restructuring activities; potential inability or failure to timely file periodic reports with the Securities and Exchange Commission; potential inability to maintain the listing of our securities on any securities exchange or market; and our ability to implement additional financial and management controls, reporting systems and procedures and comply with Section 404 of the Sarbanes-Oxley Act, as amended. Occurrence of such events or circumstances could have a material adverse effect on our business, financial condition, results of operations or cash flows, or the market price of our securities. All subsequent written and oral forward-looking statements by or attributable to us or persons acting on our behalf are expressly qualified in their entirety by these factors. Except as may be required by securities or other law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Neither this press release nor any related calls or discussions constitutes an offer to sell, the solicitation of an offer to buy or a recommendation with respect to any securities of the Company, the fund, or any other issuer.


FAQ

What did Comstock (LODE) announce on January 29, 2026 regarding a stock offering?

Comstock announced pricing of an underwritten offering of 18,181,819 shares for about $50 million gross. According to the company, the offering includes a 30-day overallotment option for up to 2,727,272 additional shares and is expected to close January 30, 2026.

How will Comstock (LODE) use the net proceeds from the $50 million offering?

Net proceeds will fund capital expenditures for a second industry-scale facility and refining process development. According to the company, funds also support accelerated site selections, Metals market growth, with any remainder for general corporate purposes.

How many additional shares can underwriters purchase in the Comstock (LODE) offering?

Underwriters have a 30-day option to buy up to 2,727,272 additional shares to cover over-allotments. According to the company, this option is exercisable at the public offering price less underwriting discounts and commissions.

When is the Comstock (LODE) public offering expected to close and who is the bookrunner?

The offering is expected to close on January 30, 2026, subject to customary conditions. According to the company, Titan Partners, a division of American Capital Partners, is acting as the sole bookrunner for the offering.

Does the Comstock (LODE) offering include shares sold by existing holders or the company?

All shares in this offering are being sold by Comstock, meaning it is a primary capital raise from the company. According to the company, proceeds will go to corporate and Metals business uses rather than to selling shareholders.
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