Atlas Energy Solutions inks $385M lease for 240 MW equipment

Rhea-AI Filing Summary

Atlas Energy Solutions Inc. entered into a Master Lease Agreement and Interim Funding Agreement under which its subsidiary Galt Power Solutions LLC assigned a reservation for approximately 240 megawatts of power generation equipment to Stonebriar Commercial Finance LLC, which will lease the equipment back to Galt. Stonebriar will make periodic advances of up to $385.0 million, with Galt paying monthly rent based on the unpaid balance at a rate equal to 1‑Month SOFR plus 635 basis points, and then schedule-based rent once specific equipment is delivered and accepted.

The lease can be terminated early or at the term expiration date for prices set in the applicable schedules, and Atlas guarantees Galt’s obligations on an unsecured basis. Atlas Sand Company, LLC and other subsidiaries also executed a Fourth Amendment to their asset-based loan agreement, which permits the formation of Galt and Atlas’s unconditional guarantee of Galt’s lease obligations.

Insights

Corporate finance analyst

Atlas structures up to $385.0 million lease financing for 240 MW equipment, backed by an unsecured parent guarantee.

Atlas Energy Solutions has arranged a large equipment financing where Stonebriar will advance up to $385.0 million as Galt acquires approximately 240 MW of power generation equipment. During the funding phase, Galt’s rent equals the unpaid advance balance multiplied by a lease rate set at 1‑Month SOFR plus 635 basis points, tying financing cost directly to short-term interest rates.

Once individual equipment units are delivered and accepted, rents shift to fixed amounts specified in schedules, giving clearer cash flow obligations for each asset. Atlas provides an unsecured guarantee of Galt’s lease obligations, and its ABL agreement has been amended to permit Galt’s formation and this guarantee, aligning the structure with existing lenders’ requirements.

The lease includes options for Galt to terminate early or at the term expiration date by paying amounts set out in the applicable schedules, so actual duration and total cost will depend on how these options are used. Subsequent disclosures may detail how quickly advances are drawn and equipment is delivered under the reservation.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing transaction did Atlas Energy Solutions (AESI) enter into on December 26, 2025?

On December 26, 2025, Atlas Energy Solutions Inc. entered into a Master Lease Agreement and Interim Funding Agreement under which its subsidiary Galt Power Solutions LLC will lease power generation equipment from Stonebriar Commercial Finance LLC.

How much lease funding is available to Atlas Energy Solutions (AESI) under the new agreements?

Under the lease documents, Stonebriar will make periodic advances of up to $385.0 million to Galt Power Solutions LLC in connection with the power generation equipment.

What is the interest or lease rate for the Atlas Energy Solutions (AESI) lease with Stonebriar?

During the initial phase, Galt will pay monthly rent equal to the unpaid balance of Stonebriar’s advances multiplied by a lease rate factor set at a per annum rate of 1‑Month SOFR plus 635 basis points.

What equipment is covered by the Atlas Energy Solutions (AESI) lease transaction?

Galt assigned a reservation agreement for the manufacture of approximately 240 megawatts of power generation equipment to Stonebriar, which will lease this equipment back to Galt.

Does Atlas Energy Solutions (AESI) guarantee the obligations under the new lease?

Yes. The obligations of Galt under the Master Lease Agreement are guaranteed on an unsecured basis by Atlas Energy Solutions Inc.

What is the purpose of the Fourth Amendment to the ABL Credit Agreement for Atlas Energy Solutions (AESI)?

The Fourth ABL Amendment permits Atlas Energy Solutions to form Galt Power Solutions LLC and to unconditionally guarantee Galt’s obligations under the Master Lease Agreement, aligning the new lease structure with the existing ABL facility.

Can Galt terminate the lease arranged by Atlas Energy Solutions (AESI) before the end of the term?

Galt may terminate the lease before the Term Expiration Date for an early termination price, or on the Term Expiration Date, in each case on terms set forth in the applicable schedule for the equipment.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 12/30/2025 - 04:18 PM EST Learn about SEC filing dates

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 26, 2025

Atlas Energy Solutions Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-41828	93-2154509
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
5918 W. Courtyard Drive Suite 500
Austin, Texas				78730
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (512) 220-1200

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.01 per share		AESI		New York Stock Exchange
				NYSE Texas, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry Into a Material Definitive Agreement.

Master Lease Agreement and Interim Funding Agreement

On December 26, 2025, Atlas Energy Solutions Inc., a Delaware corporation (the “Company”), entered into a Master Lease Agreement (the “Lease Agreement”) by and between Galt Power Solutions LLC, a Texas limited liability company and indirect wholly-owned subsidiary of the Company (“Galt”), as lessee, and Stonebriar Commercial Finance LLC, a Delaware limited liability company (“Stonebriar”), as lessor, and an Interim Funding Agreement (the “Interim Funding Agreement” and, together with the Lease Agreement, the “Lease Documents”), by and between Galt and Stonebriar, pursuant to which Galt assigned a reservation agreement (the “Reservation Agreement”) for the manufacture of approximately 240 megawatts of power generation equipment (the “Equipment”) to Stonebriar and Stonebriar agreed to lease such power generation equipment back to Galt (the “Transaction”).

Pursuant to the Lease Documents, Stonebriar will make periodic advances up to $385.0 million and Galt will make payments to Stonebriar in two phases: (i) monthly rental payments in the amount of the unpaid balance of the aggregate amounts advanced by Stonebriar multiplied by a lease rate factor equal to a per annum rate equal to the sum of 1-Month SOFR plus 635 basis point and (ii) once Equipment (as defined in the Interim Funding Agreement) under the Reservation Agreement is delivered to and accepted by Galt, monthly rental payments in an amount set forth in the applicable Schedule (as defined in the Interim Funding Agreement) relating to such Equipment. The Lease Agreement provides that Galt may terminate the Lease Agreement (x) prior to the Term Expiration Date (as defined in the Lease Agreement) for an early termination price set forth on the Schedule for such Equipment or (y) on the Term Expiration Date as set forth on the Schedule for such Equipment, in each case, subject to certain terms and conditions described in the Lease Agreement. The obligations under the Lease Agreement are guaranteed on an unsecured basis by the Company.

The foregoing is qualified in its entirety by reference to the Lease Agreement and Interim Funding Agreement, copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report and are incorporated herein by reference.

Fourth Amendment to ABL Credit Agreement

On December 26, 2025, Atlas Sand Company, LLC (“Atlas LLC”) and certain other subsidiaries of the Company entered into that certain Fourth Amendment to Loan, Security and Guaranty Agreement (the “Fourth ABL Amendment”), among Atlas LLC, as the borrower, the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent. The Fourth ABL Amendment amends that certain Loan, Security and Guaranty Agreement dated as of February 22, 2023, as amended.

The Fourth ABL Amendment permitted the Company to form Galt and to unconditionally guarantee Galt’s obligations under the Lease Agreement.

The foregoing is qualified in its entirety by reference to the Fourth ABL Amendment, a copy of which is filed as Exhibit 10.3 to this Current Report and is incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under and Off-Balance Sheet Arrangement of a Registrant.

The disclosures of the material terms and conditions of the Lease Agreement, the Interim Funding Agreement and the Fourth ABL Amendment contained in Item 1.01 above are hereby incorporated into this Item 2.03 by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
10.1		Master Lease Agreement, dated as of December 26, 2025, by and between Galt Power Solutions LLC and Stonebriar Commercial Finance LLC.
10.2#		Interim Funding Agreement, dated as of December 26, 2025, by and between Galt Power Solutions LLC and Stonebriar Commercial Finance LLC.
10.3		Fourth Amendment to Loan, Security and Guaranty Agreement, dated as of December 26, 2025, by and among Atlas Sand Company, LLC, as borrower, certain of its subsidiaries as guarantors, the financial institutions party thereto as lenders and Bank of America, N.A., as agent for the lenders.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).
#		Certain schedules, annexes or exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K, but will be furnished supplementally to the SEC upon request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			ATLAS ENERGY SOLUTIONS INC.
Date:	December 30, 2025	By:	/s/ John Turner
			Name: John Turner Title: President and Chief Executive Officer