Atlas Lithium Corporation filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
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Item 8.01. Other Events.
As previously disclosed, Atlas Lithium Corporation (the “Company”) entered into that certain At The Market Offering Agreement, dated November 22, 2024 (the “Agreement”) with H.C. Wainwright & Co., LLC, as sales agent (“Wainwright”) with respect to an at the market offering program (the “ATM Program”), under which the Company may, from time to time in its sole discretion, issue and sell through Wainwright, acting as agent, shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”).
On December 12, 2025, the Company filed a prospectus supplement (the “Prospectus Supplement”) with the Securities and Exchange Commission (the “SEC”) pursuant to Rule 424(b) promulgated under the Securities Act of 1933, as amended, under the Company’s existing shelf registration statement on Form S-3 (File No. 333-289905) filed by the Company with the SEC on August 22, 2025, which became effective on September 3, 2025 (the “Registration Statement”), including the base prospectus contained therein, dated August 22, 2025, forming part of the Registration Statement. The Prospectus Supplement relates to the offer and sale from time to time by the Company, at its sole discretion, through Wainwright as part of the ATM Program, additional shares of Common Stock having an aggregate offering price of up to $40,000,000 (the “Shares”).
The legal opinion of Brownstein Hyatt Farber Schreck, LLP as to the legality of the Shares under Nevada law is being filed as Exhibit 5.1 to this Current Report on Form 8-K.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Item 9.01. Financial Statements and Exhibits.
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Exhibit No. |
Description | |
| 5.1 | Opinion of Brownstein Hyatt Farber Schreck, LLP | |
| 23.1 | Consent of Brownstein Hyatt Farber Schreck, LLP (included in Exhibit 5.1) | |
| 104 | Cover Page Interactive Data File (embedded with the Inline XRBL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ATLAS LITHIUM CORPORATION | ||
| Dated: December 12, 2025 | By: | /s/ Marc Fogassa |
| Name: | Marc Fogassa | |
| Title: | Chief Executive Officer | |