Atlas Energy Solutions Inc 8-K, filed Nov 2, 2026
Atlas Energy Solutions Inc. (AESI)
About this 8-K
Atlas Energy Solutions Inc filed this 8-K on November 2, 2026.
Atlas Energy Solutions Inc. reported third-quarter 2026 revenue of $267.8 million, net loss of $45.1 million and Adjusted EBITDA of $30.3 million. It completed a $424 million bridge facility and guided fourth-quarter Adjusted EBITDA to $40 million–$50 million. AI summary
Items reported
- Item 2.02: Financial results
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
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): |
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Registrant’s Telephone Number, Including Area Code: ( |
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(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) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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Trading |
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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 2.02 Results of Operations and Financial Condition.
On November 2, 2026, Atlas Energy Solutions Inc. (the “Company”) issued a press release providing information regarding earnings for the quarter ended September 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
Investors should note that the Company announces financial information in filings with the U.S. Securities and Exchange Commission, press releases and public conference calls as well as on its website. The Company may use the “Investor Relations” webpage and other sections of its website to communicate with investors, and it is possible that the financial and other information posted there could be deemed to be material information.
In accordance with General Instruction B.2. of Form 8-K, the information contained in Item 2.02, this Item 7.01 and the accompanying Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
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Description |
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Press Release of Atlas Energy Solutions Inc., dated November 2, 2026. |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
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ATLAS ENERGY SOLUTIONS INC. |
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Date: |
November 2, 2026 |
By: |
/s/ John Turner |
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Name: John Turner |
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Exhibit 99.1 |
Atlas Energy Solutions Announces Third Quarter 2026 Results
Austin, TX – November 2, 2026 – Atlas Energy Solutions Inc. (NYSE: AESI) (“Atlas” or the “Company”) today reported financial and operating results for the third quarter ended September 30, 2026.
Third Quarter 2026 Highlights
Financial Summary
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Three Months Ended |
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September 30, 2026 |
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June 30, 2026 |
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March 31, 2026 |
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September 30, 2025 |
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(unaudited, in thousands, except percentages) |
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Revenue |
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$ |
267,778 |
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$ |
293,178 |
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$ |
265,583 |
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$ |
259,613 |
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Net loss |
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$ |
(45,115 |
) |
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$ |
(25,096 |
) |
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$ |
(47,264 |
) |
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$ |
(23,721 |
) |
Net loss Margin |
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(17 |
%) |
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(9 |
%) |
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(18 |
%) |
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(9 |
%) |
Adjusted EBITDA (1) |
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$ |
30,317 |
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$ |
50,848 |
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$ |
31,059 |
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$ |
41,588 |
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Adjusted EBITDA Margin (1) |
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11 |
% |
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17 |
% |
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12 |
% |
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16 |
% |
Net cash provided by (used in) operating activities |
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$ |
23,406 |
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$ |
(553 |
) |
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$ |
18,996 |
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$ |
32,447 |
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Adjusted Free Cash Flow (1) |
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$ |
25,337 |
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$ |
38,265 |
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$ |
7,748 |
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$ |
23,386 |
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Adjusted Free Cash Flow Margin (1) |
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9 |
% |
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13 |
% |
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3 |
% |
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9 |
% |
John Turner, President & CEO, commented, “During the third quarter, we took significant steps in our methodical approach to building out our behind-the-meter power business. Our plan is simple: secure the equipment, sign the contracts, lock in long-term financing, and deliver. Our CRAs with a leading frontier AI lab and our new $424 million bridge facility have significantly reduced the near-term financing and supply chain risk on the equipment for two significant data center projects we are currently negotiating. Our first behind-the-meter project in Socorro, Texas, remains on track to come online at the end of the first quarter of next year, and it shows what Atlas does best: build quickly, operate reliably, and deploy power where it’s needed.
In our sand business, we made a deliberate choice during the quarter to hold the line on pricing rather than chase uneconomic bids. As expected, that reduced our third quarter sales volumes. Our commercial team has since backfilled those volumes for the fourth quarter and, with line of sight to more than 23 million allocated tons for 2027, we expect sequential improvement across all of our business lines during the fourth quarter.”
1
Third Quarter 2026 Financial Results
Third quarter 2026 revenue was approximately $267.8 million, comprised of product revenue of $97.9 million, service revenue of $140.8 million and power rental revenue of $29.1 million. Total proppant sales volume during the quarter were 5.4 million tons. Our average sales price for proppant for the third quarter was approximately $16.93 per ton. Included in our product revenue during the period is roughly $3.5 million of power equipment sales and $2.8 million of logistics related sales.
Third quarter costs of sales (excluding DD&A) were $215.5 million, consisting of $72.1 million in proppant plant and logistics operating costs, $2.1 million from power equipment costs, $128.7 million of service costs, $8.8 million in rental costs, and $3.8 million in royalties. Within our logistics operating costs, we also recognized $1.4 million during the quarter tied to the cessation of operations in a particular region.
Selling, general and administrative expenses for the third quarter of 2026 were $38.8 million.
Net loss for the third quarter of 2026 was $45.1 million, and Adjusted EBITDA for the third quarter of 2026 was $30.3 million.
Liquidity, Capital Expenditures and Other
As of September 30, 2026, the Company’s total liquidity was $116.7 million, which was comprised of $22.3 million in cash and cash equivalents, and $94.4 million of availability under the Company’s 2023 ABL Credit Facility.
Subsequent to quarter end, the Company entered into a $424.0 million senior secured bridge facility and as of October 23, 2026, the Company’s estimated total liquidity was $499.4 million, which was comprised of $152.2 million of cash and cash equivalents, $252.8 million of availability under the bridge facility that is designated for certain purchase obligations and $94.4 million of availability under the Company’s 2023 ABL Credit Facility.
Future Guidance
The Company is providing financial guidance for the fourth quarter of 2026. Guidance is based on current outlook and plans and is subject to a number of known and unknown uncertainties and risks and constitutes a “forward-looking statement” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act") as further described under the Cautionary Statement below. Actual results may differ materially from the guidance set forth below.
Looking ahead to the fourth quarter, we expect sequential improvement in every segment of our business. For the fourth quarter, we currently expect Adjusted EBITDA in the range of $40 million to $50 million.
Conference Call Information
The Company will host a conference call to discuss financial and operational results on November 3, 2026 at 9:00am Central Time (10:00am Eastern Time). Individuals wishing to participate in the conference call should dial (877) 407-4133. A live webcast will be available at https://ir.atlas.energy/. Please access the webcast or dial in for the call at least 10 minutes ahead of the start time to ensure a proper connection. An archived version of the conference call will be available on the Company’s website shortly after the conclusion of the call.
2
About Atlas Energy Solutions
Atlas Energy Solutions Inc. (NYSE: AESI) is a leading energy solutions provider, unlocking energy that powers the world’s critical infrastructure. For companies requiring power where grid utilities are unavailable, Atlas can help customers overcome the schedule and capital expense barriers that hinder project and operational success. For oil & gas producers, Atlas helps companies overcome disruptive operational and technical challenges to maximize oilfield completions and operations. From large scale private grid power systems to the world’s most advanced frac sand delivery networks, Atlas delivers the engineering, technology and turnkey project execution expertise that turns energy constraints into advantages.
Cautionary Statement Regarding 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 “Securities Act”), and Section 21E of the Exchange Act. Statements that are predictive or prospective in nature, that depend upon or refer to future events or conditions or that include the words “may,” “assume,” “forecast,” “position,” “strategy,” “potential,” “continue,” “could,” “will,” “plan,” “project,” “budget,” “predict,” “pursue,” “target,” “seek,” “objective,” “believe,” “expect,” “anticipate,” “intend,” “estimate” and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. Examples of forward-looking statements include, but are not limited to statements regarding: expectations regarding the leverage profile, including our convertible notes, and expectations of Atlas, our Cost Reimbursement Agreements, our plans and expectations regarding our stock repurchase program; expected expansion and growth opportunities in Atlas’s power business, including our ability to enter into contracts for and execute on long-term power generation for potential data center projects, our ability to enter into long-term financing at acceptable terms or at all, our business strategy, industry, future operations and profitability, expected capital expenditures and the impact of such expenditures on our performance, statements about our financial position, production, revenues and losses, our capital programs, management changes, current and potential future long-term contracts and our future business and financial performance.
3
Although forward-looking statements reflect our good faith beliefs at the time they are made, we caution you that these forward-looking statements are subject to a number of risks and uncertainties, most of which are difficult to predict and many of which are beyond our control. These risks include but are not limited to: limitations on our financial flexibility due to our existing and any future indebtedness; our ability to successfully execute our share repurchase program or implement future share repurchase programs; higher than expected costs to operate our proppant production and processing facilities or the Dune Express; the amount of proppant we are able to produce, which could be adversely affected by, among other things, operating difficulties and unusual or unfavorable geologic conditions; the volume of proppant we are able to sell and our ability to enter into supply contracts for our proppant on acceptable terms; the prices we are able to charge, and the margins we are able to realize, from our sales of proppant, logistics services, or mobile power generation; hazards customary to the operation of power generation facilities, including transporting, storing and handling fuel, operating industrial, electrical and other equipment, and connecting to high voltage transmission and distribution systems; the demand for and price of proppant and power generation, particularly in the Permian Basin; the success of our electric dredging transition efforts; fluctuations in the demand for certain grades of proppant; the domestic and foreign supply of and demand for oil and natural gas; the effects of actions by, or disputes among or between, members of OPEC+ with respect to production levels or other matters related to the prices of oil and natural gas; changes in the price and availability of natural gas, diesel fuel or electricity that we use as fuel sources for our proppant production facilities and related equipment; development of alternative power generation technologies or changes in the availability of grid power that would reduce the need for mobile power supply, particularly in the Permian Basin; our ability to participate in and execute on opportunities in the private grid power market; the continued growth of demand in the private grid power market, customer concentration, the potential for future consolidation amongst current or potential customers and the possibility that customers may not continue to outsource their power system needs, which could affect demand for our products and services, especially in the power generation industry; the availability of capital and our liquidity; the level of competition from other companies; pending legal or environmental matters; changes in laws and regulations (or the interpretation thereof) or increased public scrutiny related to the proppant production and oil and natural gas industries, silica dust exposure or the environment; facility shutdowns in response to environmental regulatory actions; technical difficulties or failures; liability or operational disruptions due to pit-wall or pond failure, environmental hazards, fires, explosions, chemical mishandling or other industrial accidents; unanticipated ground, grade or water conditions; inability to obtain government approvals or acquire or maintain necessary permits or mining, access or water rights; changes in the price and availability of transportation services; inability of our customers to take delivery; difficulty collecting on accounts receivable; the level of completion activity in the oil and natural gas industry; inability to obtain necessary proppant production or power generation equipment or replacement parts; the amount of water available for processing proppant; any planned or future expansion projects or capital expenditures; our ability to finance equipment, working capital and capital expenditures; inability to successfully grow organically, including through future land acquisitions; inaccuracies in estimates of volumes and qualities of our frac sand reserves; failure to meet our minimum delivery requirements under our supply agreements; material nonpayment or nonperformance by any of our significant customers; development of either effective alternative proppants or new processes that replace hydraulic fracturing; our ability to borrow funds and access the capital markets; our ability to comply with covenants contained in our debt instruments; the potential deterioration of our customers’ financial condition, including defaults resulting from actual or potential insolvencies; changes in tariffs, trade barriers, price and exchange controls and other regulatory requirements, including such changes that may be implemented by U.S. and foreign governments; volatility in political, legal and regulatory environments; changes in global political or economic conditions, including sustained inflation as well as financial market instability or disruptions to the banking system due to bank failures, both generally and in the markets we serve; the impact of geopolitical developments and tensions, war and uncertainty in oil-producing countries (including the invasion of Ukraine by Russia, the ongoing conflict involving Iran and disruptions to shipping through the Strait of Hormuz, continued instability in the Middle East, the recent events in Venezuela and any related political or economic responses and counter-responses or otherwise by various global actors or the general effect on the global economy); health epidemics, such as the COVID-19 pandemic, natural disasters or inclement or hazardous weather conditions, including but not limited to cold weather, droughts, flooding, tornadoes and the physical impacts of climate change; physical, electronic and cybersecurity breaches; the effects of litigation; plans, objectives, expectations and intentions described in this press release that are not historical; and other factors discussed or referenced in our filings made from time to time with the U.S. Securities and Exchange Commission (“SEC”), including those discussed under the heading “Risk Factors” in our Annual Report on Form 10-K, filed with the SEC on February 24, 2026 and any subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
4
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
Investor Contact
Kyle Turlington
5918 W Courtyard Drive, Suite #500
Austin, Texas 78730
United States
T: 512-220-1200
IR@atlas.energy
5
Atlas Energy Solutions Inc.
Condensed Consolidated Statements of Income
(unaudited, in thousands, except per share data)
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Three Months Ended |
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September 30, 2026 |
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June 30, 2026 |
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March 31, 2026 |
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September 30, 2025 |
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Product revenue |
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$ |
97,912 |
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$ |
103,538 |
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$ |
108,940 |
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$ |
107,526 |
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Service revenue |
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140,795 |
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162,670 |
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139,113 |
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135,643 |
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Rental revenue |
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29,071 |
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26,970 |
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17,530 |
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16,444 |
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Total revenue |
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267,778 |
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293,178 |
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265,583 |
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259,613 |
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Cost of sales (excluding depreciation, depletion and accretion expense) |
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215,508 |
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221,297 |
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214,025 |
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195,230 |
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Depreciation, depletion and accretion expense |
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47,054 |
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46,026 |
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45,226 |
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40,619 |
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Gross profit |
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5,216 |
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25,855 |
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6,332 |
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23,764 |
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Selling, general and administrative expense (including stock-based compensation expense of $8,751, $8,683, $8,442, and $9,344, respectively) |
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38,772 |
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39,411 |
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35,746 |
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36,322 |
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Credit loss expense |
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— |
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— |
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17 |
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97 |
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Amortization expense of acquired intangible assets |
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6,440 |
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6,441 |
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6,371 |
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5,883 |
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Litigation settlement expense, net |
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— |
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2,550 |
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— |
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— |
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Insurance recovery (gain) |
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— |
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— |
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(3,326 |
) |
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— |
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Operating loss |
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(39,996 |
) |
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(22,547 |
) |
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(32,476 |
) |
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(18,538 |
) |
Interest (expense), net |
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(16,927 |
) |
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(16,240 |
) |
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(15,784 |
) |
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(15,010 |
) |
Loss on early payoff of lease financing |
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— |
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(6,783 |
) |
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— |
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— |
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Other income (expense), net |
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1,153 |
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41 |
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486 |
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(3 |
) |
Loss before income taxes |
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(55,770 |
) |
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(45,529 |
) |
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(47,774 |
) |
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(33,551 |
) |
Income tax benefit |
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(10,655 |
) |
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(20,433 |
) |
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(510 |
) |
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(9,830 |
) |
Net loss |
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$ |
(45,115 |
) |
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$ |
(25,096 |
) |
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$ |
(47,264 |
) |
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$ |
(23,721 |
) |
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Net loss per common share |
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Basic |
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$ |
(0.36 |
) |
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$ |
(0.20 |
) |
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$ |
(0.38 |
) |
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$ |
(0.19 |
) |
Diluted |
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$ |
(0.36 |
) |
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$ |
(0.20 |
) |
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$ |
(0.38 |
) |
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$ |
(0.19 |
) |
Weighted average common shares outstanding |
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Basic |
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125,006 |
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|
124,938 |
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|
124,626 |
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|
123,737 |
|
Diluted |
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|
|
125,006 |
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|
|
124,938 |
|
|
|
124,626 |
|
|
|
123,737 |
|
6
Atlas Energy Solutions Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited, in thousands)
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Three Months Ended |
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September 30, 2026 |
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June 30, 2026 |
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March 31, 2026 |
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September 30, 2025 |
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Operating activities: |
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Net loss |
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$ |
(45,115 |
) |
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$ |
(25,096 |
) |
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$ |
(47,264 |
) |
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$ |
(23,721 |
) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
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Depreciation, depletion and accretion expense |
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49,114 |
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|
48,088 |
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|
46,883 |
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|
|
42,048 |
|
Amortization expense of acquired intangible assets |
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6,440 |
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6,441 |
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6,371 |
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|
5,883 |
|
Amortization of debt discount |
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1,562 |
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1,457 |
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|
1,057 |
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|
|
1,423 |
|
Amortization of deferred financing costs |
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|
986 |
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1,799 |
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|
97 |
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|
98 |
|
Stock-based compensation |
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8,751 |
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8,683 |
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8,442 |
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|
9,344 |
|
Gain on sales of power equipment |
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(1,440 |
) |
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|
(923 |
) |
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(1,284 |
) |
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|
— |
|
Loss on early payoff of lease financing |
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— |
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6,783 |
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|
— |
|
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|
— |
|
Deferred income tax |
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|
(10,670 |
) |
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|
(15,816 |
) |
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|
(5,127 |
) |
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|
(9,207 |
) |
Credit loss expense |
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— |
|
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— |
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17 |
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|
97 |
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Other |
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|
666 |
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1,050 |
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(51 |
) |
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|
126 |
|
Changes in operating assets and liabilities: |
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13,112 |
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|
|
(33,019 |
) |
|
|
9,855 |
|
|
|
6,356 |
|
Net cash provided by (used in) operating activities |
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|
|
23,406 |
|
|
|
(553 |
) |
|
|
18,996 |
|
|
|
32,447 |
|
|
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|
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Investing activities: |
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Purchases of property, plant and equipment |
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(184,664 |
) |
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|
(153,830 |
) |
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|
(29,275 |
) |
|
|
(33,806 |
) |
Proceeds from sales of power equipment |
|
|
|
3,528 |
|
|
|
2,310 |
|
|
|
3,336 |
|
|
|
— |
|
Proceeds from insurance recovery |
|
|
|
— |
|
|
|
— |
|
|
|
3,326 |
|
|
|
— |
|
Acquisition, net of cash acquired |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(22,658 |
) |
Net cash used in investing activities |
|
|
|
(181,136 |
) |
|
|
(151,520 |
) |
|
|
(22,613 |
) |
|
|
(56,464 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Financing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Proceeds from issuance of convertible senior notes |
|
|
|
— |
|
|
|
436,500 |
|
|
|
— |
|
|
|
— |
|
Purchase of capped calls related to convertible senior notes |
|
|
|
— |
|
|
|
(49,725 |
) |
|
|
— |
|
|
|
— |
|
Proceeds from ABL credit facility |
|
|
|
30,000 |
|
|
|
— |
|
|
|
25,000 |
|
|
|
25,000 |
|
Principal payments on term loan borrowings |
|
|
|
(5,221 |
) |
|
|
(6,853 |
) |
|
|
(5,190 |
) |
|
|
(4,725 |
) |
Payment on Deferred Cash Consideration Note |
|
|
|
— |
|
|
|
— |
|
|
|
(11,085 |
) |
|
|
— |
|
Payment on ABL credit facility |
|
|
|
— |
|
|
|
(75,000 |
) |
|
|
— |
|
|
|
— |
|
Payments under finance leases |
|
|
|
(3,415 |
) |
|
|
(2,814 |
) |
|
|
(2,134 |
) |
|
|
(941 |
) |
Repayment of equipment finance notes |
|
|
|
(9,494 |
) |
|
|
(14,870 |
) |
|
|
(2,599 |
) |
|
|
(1,607 |
) |
Issuance costs associated with debt financing |
|
|
|
(7 |
) |
|
|
(1,068 |
) |
|
|
— |
|
|
|
— |
|
Premium on early payoff of lease financing |
|
|
|
— |
|
|
|
(4,887 |
) |
|
|
— |
|
|
|
— |
|
Taxes withheld on vesting equity awards |
|
|
|
(27 |
) |
|
|
(774 |
) |
|
|
(1,227 |
) |
|
|
(230 |
) |
Dividends |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(30,940 |
) |
Net cash provided by (used in) financing activities |
|
|
|
11,836 |
|
|
|
280,509 |
|
|
|
2,765 |
|
|
|
(13,443 |
) |
Net increase (decrease) in cash and cash equivalents |
|
|
|
(145,894 |
) |
|
|
128,436 |
|
|
|
(852 |
) |
|
|
(37,460 |
) |
Cash and cash equivalents, beginning of period |
|
|
|
168,216 |
|
|
|
39,780 |
|
|
|
40,632 |
|
|
|
78,809 |
|
Cash and cash equivalents, end of period |
|
|
$ |
22,322 |
|
|
$ |
168,216 |
|
|
$ |
39,780 |
|
|
$ |
41,349 |
|
7
Atlas Energy Solutions Inc.
Condensed Consolidated Balance Sheets
(in thousands)
|
|
|
As of |
|
|
As of |
|
||
|
|
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
|
|
|
(unaudited) |
|
|
|
|
||
Assets |
|
|
|
|
|
|
|
||
Current assets: |
|
|
|
|
|
|
|
||
Cash and cash equivalents |
|
|
$ |
22,322 |
|
|
$ |
40,632 |
|
Accounts receivable, including related parties, net |
|
|
|
214,082 |
|
|
|
180,783 |
|
Inventories, prepaid expenses and other current assets |
|
|
|
92,659 |
|
|
|
86,099 |
|
Total current assets |
|
|
|
329,063 |
|
|
|
307,514 |
|
Property, plant and equipment, net |
|
|
|
1,563,410 |
|
|
|
1,540,813 |
|
Right-of-use assets |
|
|
|
90,834 |
|
|
|
43,783 |
|
Goodwill |
|
|
|
152,903 |
|
|
|
152,903 |
|
Intangible assets |
|
|
|
162,861 |
|
|
|
182,238 |
|
Other long-term assets |
|
|
|
246,076 |
|
|
|
1,177 |
|
Total assets |
|
|
$ |
2,545,147 |
|
|
$ |
2,228,428 |
|
Liabilities and stockholders' equity |
|
|
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
|
|
||
Accounts payable, including related parties |
|
|
|
99,001 |
|
|
|
69,203 |
|
Accrued liabilities and other current liabilities |
|
|
|
125,283 |
|
|
|
101,180 |
|
Current portion of long-term debt |
|
|
|
44,743 |
|
|
|
40,681 |
|
Total current liabilities |
|
|
|
269,027 |
|
|
|
211,064 |
|
Long-term debt, net of discount and deferred financing costs |
|
|
|
940,769 |
|
|
|
538,240 |
|
Deferred tax liabilities |
|
|
|
179,255 |
|
|
|
221,622 |
|
Other long-term liabilities |
|
|
|
79,528 |
|
|
|
48,578 |
|
Total liabilities |
|
|
|
1,468,579 |
|
|
|
1,019,504 |
|
Total stockholders' equity |
|
|
|
1,076,568 |
|
|
|
1,208,924 |
|
Total liabilities and stockholders’ equity |
|
|
$ |
2,545,147 |
|
|
$ |
2,228,428 |
|
8
Non-GAAP Financial Measures
Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Free Cash Flow, Adjusted Free Cash Flow Margin, Adjusted Free Cash Flow Conversion, Maintenance Capital Expenditures Adjusted Cash SG&A, Adjusted Gross Profit and Adjusted Gross Margin are non-GAAP supplemental financial measures used by our management and by external users of our financial statements such as investors, research analysts and others, in the case of Adjusted EBITDA, to assess our consolidated operating performance on a consistent basis across periods by removing the effects of development activities, provide views on capital resources available to organically fund growth projects and, in the case of Adjusted Free Cash Flow, assess the financial performance of our assets and their ability to sustain dividends or reinvest to organically fund growth projects over the long term without regard to financing methods, capital structure, or historical cost basis.
These measures do not represent and should not be considered alternatives to, or more meaningful than, net income, income from operations, net cash provided by operating activities or any other measure of financial performance presented in accordance with GAAP as measures of our financial performance. Adjusted EBITDA and Adjusted Free Cash Flow have important limitations as analytical tools because they exclude some but not all items that affect net income, the most directly comparable GAAP financial measure. Our computation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Free Cash Flow, Adjusted Free Cash Flow Margin, Adjusted Free Cash Flow Conversion, Maintenance Capital Expenditures, Adjusted Cash SG&A, Adjusted Gross Profit, and Adjusted Gross Margin may differ from computations of similarly titled measures of other companies.
Non-GAAP Measure Definitions:
9
Atlas Energy Solutions Inc. – Supplemental Information
Reconciliation of Adjusted EBITDA and Adjusted Free Cash Flow to Net Loss
(unaudited, in thousands)
|
|
|
Three Months Ended |
|
|||||||||||||
|
|
|
September 30, 2026 |
|
|
June 30, 2026 |
|
|
March 31, 2026 |
|
|
September 30, 2025 |
|
||||
Net loss |
|
|
$ |
(45,115 |
) |
|
$ |
(25,096 |
) |
|
$ |
(47,264 |
) |
|
$ |
(23,721 |
) |
Depreciation, depletion and accretion expense |
|
|
|
49,114 |
|
|
|
48,088 |
|
|
|
46,883 |
|
|
|
42,048 |
|
Amortization expense of acquired intangible assets |
|
|
|
6,440 |
|
|
|
6,441 |
|
|
|
6,371 |
|
|
|
5,883 |
|
Interest expense |
|
|
|
17,583 |
|
|
|
18,103 |
|
|
|
15,914 |
|
|
|
15,155 |
|
Income tax benefit |
|
|
|
(10,655 |
) |
|
|
(20,433 |
) |
|
|
(510 |
) |
|
|
(9,830 |
) |
EBITDA |
|
|
$ |
17,367 |
|
|
$ |
27,103 |
|
|
$ |
21,394 |
|
|
$ |
29,535 |
|
Stock-based compensation |
|
|
|
8,751 |
|
|
|
8,683 |
|
|
|
8,442 |
|
|
|
9,344 |
|
Insurance recovery (gain) (1) |
|
|
|
— |
|
|
|
— |
|
|
|
(3,326 |
) |
|
|
— |
|
Litigation-related costs, net (2) |
|
|
|
761 |
|
|
|
7,130 |
|
|
|
1,692 |
|
|
|
1,402 |
|
Other non-recurring costs (3) |
|
|
|
3,427 |
|
|
|
7,892 |
|
|
|
2,715 |
|
|
|
638 |
|
Other acquisition related costs (4) |
|
|
|
11 |
|
|
|
40 |
|
|
|
142 |
|
|
|
669 |
|
Adjusted EBITDA |
|
|
$ |
30,317 |
|
|
$ |
50,848 |
|
|
$ |
31,059 |
|
|
$ |
41,588 |
|
Maintenance Capital Expenditures (5) |
|
|
$ |
4,980 |
|
|
$ |
12,583 |
|
|
$ |
23,311 |
|
|
$ |
18,202 |
|
Adjusted Free Cash Flow |
|
|
$ |
25,337 |
|
|
$ |
38,265 |
|
|
$ |
7,748 |
|
|
$ |
23,386 |
|
10
Atlas Energy Solutions Inc. – Supplemental Information
Reconciliation of Adjusted Free Cash Flow to Net Cash Provided by Operating Activities
(unaudited, in thousands, except percentages)
|
|
|
Three Months Ended |
|
|||||||||||||
|
|
|
September 30, 2026 |
|
|
June 30, 2026 |
|
|
March 31, 2026 |
|
|
September 30, 2025 |
|
||||
Net cash provided by (used in) operating activities |
|
|
$ |
23,406 |
|
|
$ |
(553 |
) |
|
$ |
18,996 |
|
|
$ |
32,447 |
|
Current income tax expense (benefit) (5) |
|
|
|
15 |
|
|
|
(4,617 |
) |
|
|
4,617 |
|
|
|
(623 |
) |
Change in operating assets and liabilities |
|
|
|
(13,112 |
) |
|
|
33,019 |
|
|
|
(9,855 |
) |
|
|
(6,356 |
) |
Cash interest expense (5) |
|
|
|
15,035 |
|
|
|
14,847 |
|
|
|
14,760 |
|
|
|
13,634 |
|
Maintenance capital expenditures (5) |
|
|
|
(4,980 |
) |
|
|
(12,583 |
) |
|
|
(23,311 |
) |
|
|
(18,202 |
) |
Gain on sales of power equipment |
|
|
|
1,440 |
|
|
|
923 |
|
|
|
1,284 |
|
|
|
— |
|
Credit loss expense |
|
|
|
— |
|
|
|
— |
|
|
|
(17 |
) |
|
|
(97 |
) |
Loss on early payoff of lease financing |
|
|
|
— |
|
|
|
(6,783 |
) |
|
|
— |
|
|
|
— |
|
Litigation-related costs, net (2) |
|
|
|
761 |
|
|
|
7,130 |
|
|
|
1,692 |
|
|
|
1,402 |
|
Other non-recurring costs (3) |
|
|
|
3,427 |
|
|
|
7,892 |
|
|
|
2,715 |
|
|
|
638 |
|
Other acquisition related costs (4) |
|
|
|
11 |
|
|
|
40 |
|
|
|
142 |
|
|
|
669 |
|
Insurance recovery (gain) (1) |
|
|
|
— |
|
|
|
— |
|
|
|
(3,326 |
) |
|
|
— |
|
Other |
|
|
|
(666 |
) |
|
|
(1,050 |
) |
|
|
51 |
|
|
|
(126 |
) |
Adjusted Free Cash Flow |
|
|
$ |
25,337 |
|
|
$ |
38,265 |
|
|
$ |
7,748 |
|
|
$ |
23,386 |
|
Adjusted EBITDA Margin |
|
|
|
11 |
% |
|
|
17 |
% |
|
|
12 |
% |
|
|
16 |
% |
Adjusted Free Cash Flow Margin |
|
|
|
9 |
% |
|
|
13 |
% |
|
|
3 |
% |
|
|
9 |
% |
Adjusted Free Cash Flow Conversion |
|
|
|
84 |
% |
|
|
75 |
% |
|
|
25 |
% |
|
|
56 |
% |
11
Atlas Energy Solutions Inc. – Supplemental Information
Reconciliation of Maintenance Capital Expenditures to Purchase of Property, Plant and Equipment
(unaudited, in thousands)
|
|
|
Three Months Ended |
|
|||||||||||||
|
|
|
September 30, 2026 |
|
|
June 30, 2026 |
|
|
March 31, 2026 |
|
|
September 30, 2025 |
|
||||
Maintenance Capital Expenditures, accrual basis reconciliation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Purchases of property, plant and equipment |
|
|
$ |
184,664 |
|
|
$ |
153,830 |
|
|
$ |
29,275 |
|
|
$ |
33,806 |
|
Changes in operating assets and liabilities associated with investing activities, equipment assets acquired through debt, and asset retirement obligations (1) |
|
|
|
3,857 |
|
|
|
(3,851 |
) |
|
|
37,801 |
|
|
|
4,601 |
|
Less: Equipment assets acquired through debt and asset retirement obligations |
|
|
|
(1,654 |
) |
|
|
(3,821 |
) |
|
|
(35,470 |
) |
|
|
(7,955 |
) |
Less: Growth capital expenditures and reconstruction of previously incurred growth capital expenditures |
|
|
|
(181,887 |
) |
|
|
(133,575 |
) |
|
|
(8,295 |
) |
|
|
(12,250 |
) |
Maintenance Capital Expenditures, accrual basis |
|
|
$ |
4,980 |
|
|
$ |
12,583 |
|
|
$ |
23,311 |
|
|
$ |
18,202 |
|
Atlas Energy Solutions Inc. – Supplemental Information
Reconciliation of Current Income Tax Expense to Income Tax Expense
(unaudited, in thousands)
|
|
|
Three Months Ended |
|
|||||||||||||
|
|
|
September 30, 2026 |
|
|
June 30, 2026 |
|
|
March 31, 2026 |
|
|
September 30, 2025 |
|
||||
Current tax expense reconciliation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income tax benefit |
|
|
$ |
(10,655 |
) |
|
$ |
(20,433 |
) |
|
$ |
(510 |
) |
|
$ |
(9,830 |
) |
Less: deferred tax expense |
|
|
|
10,670 |
|
|
|
15,816 |
|
|
|
5,127 |
|
|
|
9,207 |
|
Current income tax expense (benefit) |
|
|
$ |
15 |
|
|
$ |
(4,617 |
) |
|
$ |
4,617 |
|
|
$ |
(623 |
) |
Atlas Energy Solutions Inc. – Supplemental Information
Cash Interest Expense to Interest Expense, Net
(unaudited, in thousands)
|
|
|
Three Months Ended |
|
|||||||||||||
|
|
|
September 30, 2026 |
|
|
June 30, 2026 |
|
|
March 31, 2026 |
|
|
September 30, 2025 |
|
||||
Cash interest expense reconciliation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense, net |
|
|
$ |
16,927 |
|
|
$ |
16,240 |
|
|
$ |
15,784 |
|
|
$ |
15,010 |
|
Less: Amortization of debt discount |
|
|
|
(1,562 |
) |
|
|
(1,457 |
) |
|
|
(1,057 |
) |
|
|
(1,423 |
) |
Less: Amortization of deferred financing costs |
|
|
|
(986 |
) |
|
|
(1,799 |
) |
|
|
(97 |
) |
|
|
(98 |
) |
Less: Interest income |
|
|
|
656 |
|
|
|
1,863 |
|
|
|
130 |
|
|
|
145 |
|
Cash interest expense |
|
|
$ |
15,035 |
|
|
$ |
14,847 |
|
|
$ |
14,760 |
|
|
$ |
13,634 |
|
12
Atlas Energy Solutions Inc. – Supplemental Information
SG&A to Adjusted Cash SG&A
(unaudited, in thousands)
|
|
|
Three Months Ended |
|
|||||||||||||
|
|
|
September 30, 2026 |
|
|
June 30, 2026 |
|
|
March 31, 2026 |
|
|
September 30, 2025 |
|
||||
Selling, general and administrative expense |
|
|
$ |
38,772 |
|
|
$ |
39,411 |
|
|
$ |
35,746 |
|
|
$ |
36,322 |
|
Less: Stock-based compensation expense |
|
|
|
8,751 |
|
|
|
8,683 |
|
|
|
8,442 |
|
|
|
9,344 |
|
Less: Depreciation expense recognized in SG&A |
|
|
|
2,058 |
|
|
|
2,066 |
|
|
|
1,656 |
|
|
|
1,429 |
|
Less: Non-recurring transaction expenses (1) |
|
|
|
2,037 |
|
|
|
1,149 |
|
|
|
2,857 |
|
|
|
1,307 |
|
Less: Litigation expenses and insurance proceeds recognized in SG&A |
|
|
|
761 |
|
|
|
4,580 |
|
|
|
594 |
|
|
|
1,402 |
|
Adjusted Cash SG&A |
|
|
$ |
25,165 |
|
|
$ |
22,933 |
|
|
$ |
22,197 |
|
|
$ |
22,840 |
|
(1) Represents other non-recurring costs and other acquisition related costs recorded in SG&A.
Atlas Energy Solutions Inc. – Supplemental Information
Adjusted Gross Profit & Margin
(unaudited, in thousands)
|
|
|
Three Months Ended September 30, 2026 |
|
|||||||||
|
|
|
Sand & Logistics |
|
|
Power |
|
|
Total |
|
|||
Product revenue |
|
|
$ |
94,384 |
|
|
$ |
3,528 |
|
|
$ |
97,912 |
|
Service revenue |
|
|
|
140,795 |
|
|
|
— |
|
|
|
140,795 |
|
Rental revenue |
|
|
|
— |
|
|
|
29,071 |
|
|
|
29,071 |
|
Total revenue |
|
|
|
235,179 |
|
|
|
32,599 |
|
|
|
267,778 |
|
Product Cost of sales (excluding depreciation, depletion and accretion expense) |
|
|
|
75,920 |
|
|
|
2,088 |
|
|
|
78,008 |
|
Service Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
128,686 |
|
|
|
— |
|
|
|
128,686 |
|
Rental Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
— |
|
|
|
8,814 |
|
|
|
8,814 |
|
Depreciation, depletion and accretion expense |
|
|
|
40,682 |
|
|
|
6,372 |
|
|
|
47,054 |
|
Gross profit (loss) |
|
|
$ |
(10,109 |
) |
|
$ |
15,325 |
|
|
$ |
5,216 |
|
Gross margin |
|
|
|
(4 |
%) |
|
|
47 |
% |
|
|
2 |
% |
Depreciation, depletion and accretion expense |
|
|
|
40,682 |
|
|
|
6,372 |
|
|
|
47,054 |
|
Adjusted Gross Profit |
|
|
$ |
30,573 |
|
|
$ |
21,697 |
|
|
$ |
52,270 |
|
Adjusted Gross Margin |
|
|
|
13 |
% |
|
|
67 |
% |
|
|
20 |
% |
13
|
|
|
Three Months Ended June 30, 2026 |
|
|||||||||
|
|
|
Sand & Logistics |
|
|
Power |
|
|
Total |
|
|||
Product revenue |
|
|
$ |
101,228 |
|
|
$ |
2,310 |
|
|
$ |
103,538 |
|
Service revenue |
|
|
|
162,670 |
|
|
|
— |
|
|
|
162,670 |
|
Rental revenue |
|
|
|
— |
|
|
|
26,970 |
|
|
|
26,970 |
|
Total revenue |
|
|
|
263,898 |
|
|
|
29,280 |
|
|
|
293,178 |
|
Product Cost of sales (excluding depreciation, depletion and accretion expense) |
|
|
|
70,382 |
|
|
|
1,387 |
|
|
|
71,769 |
|
Service Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
140,703 |
|
|
|
— |
|
|
|
140,703 |
|
Rental Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
— |
|
|
|
8,825 |
|
|
|
8,825 |
|
Depreciation, depletion and accretion expense |
|
|
|
40,169 |
|
|
|
5,857 |
|
|
|
46,026 |
|
Gross profit (loss) |
|
|
$ |
12,644 |
|
|
$ |
13,211 |
|
|
$ |
25,855 |
|
Gross margin |
|
|
|
5 |
% |
|
|
45 |
% |
|
|
9 |
% |
Depreciation, depletion and accretion expense |
|
|
|
40,169 |
|
|
|
5,857 |
|
|
|
46,026 |
|
Adjusted Gross Profit |
|
|
$ |
52,813 |
|
|
$ |
19,068 |
|
|
$ |
71,881 |
|
Adjusted Gross Margin |
|
|
|
20 |
% |
|
|
65 |
% |
|
|
25 |
% |
|
|
|
Three Months Ended March 31, 2026 |
|
|||||||||
|
|
|
Sand & Logistics |
|
|
Power |
|
|
Total |
|
|||
Product revenue |
|
|
$ |
105,604 |
|
|
$ |
3,336 |
|
|
$ |
108,940 |
|
Service revenue |
|
|
|
139,113 |
|
|
|
— |
|
|
|
139,113 |
|
Rental revenue |
|
|
|
— |
|
|
|
17,530 |
|
|
|
17,530 |
|
Total revenue |
|
|
|
244,717 |
|
|
|
20,866 |
|
|
|
265,583 |
|
Product Cost of sales (excluding depreciation, depletion and accretion expense) |
|
|
|
79,019 |
|
|
|
2,052 |
|
|
|
81,071 |
|
Service Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
127,033 |
|
|
|
— |
|
|
|
127,033 |
|
Rental Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
— |
|
|
|
5,921 |
|
|
|
5,921 |
|
Depreciation, depletion and accretion expense |
|
|
|
40,078 |
|
|
|
5,148 |
|
|
|
45,226 |
|
Gross profit (loss) |
|
|
$ |
(1,413 |
) |
|
$ |
7,745 |
|
|
$ |
6,332 |
|
Gross margin |
|
|
|
(1 |
%) |
|
|
37 |
% |
|
|
2 |
% |
Depreciation, depletion and accretion expense |
|
|
|
40,078 |
|
|
|
5,148 |
|
|
|
45,226 |
|
Adjusted Gross Profit |
|
|
$ |
38,665 |
|
|
$ |
12,893 |
|
|
$ |
51,558 |
|
Adjusted Gross Margin |
|
|
|
16 |
% |
|
|
62 |
% |
|
|
19 |
% |
14
|
|
|
Three Months Ended September 30, 2025 |
|
|||||||||
|
|
|
Sand & Logistics |
|
|
Power |
|
|
Total |
|
|||
Product revenue |
|
|
$ |
106,839 |
|
|
$ |
687 |
|
|
$ |
107,526 |
|
Service revenue |
|
|
|
135,643 |
|
|
|
— |
|
|
|
135,643 |
|
Rental revenue |
|
|
|
— |
|
|
|
16,444 |
|
|
|
16,444 |
|
Total revenue |
|
|
|
242,482 |
|
|
|
17,131 |
|
|
|
259,613 |
|
Product Cost of sales (excluding depreciation, depletion and accretion expense) |
|
|
|
70,989 |
|
|
|
334 |
|
|
|
71,323 |
|
Service Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
117,769 |
|
|
|
— |
|
|
|
117,769 |
|
Rental Cost of Sales (excluding depreciation, depletion and accretion expense) |
|
|
|
— |
|
|
|
6,138 |
|
|
|
6,138 |
|
Depreciation, depletion and accretion expense |
|
|
|
37,974 |
|
|
|
2,645 |
|
|
|
40,619 |
|
Gross profit (loss) |
|
|
$ |
15,750 |
|
|
$ |
8,014 |
|
|
$ |
23,764 |
|
Gross margin |
|
|
|
6 |
% |
|
|
47 |
% |
|
|
9 |
% |
Depreciation, depletion and accretion expense |
|
|
|
37,974 |
|
|
|
2,645 |
|
|
|
40,619 |
|
Adjusted Gross Profit |
|
|
$ |
53,724 |
|
|
$ |
10,659 |
|
|
$ |
64,383 |
|
Adjusted Gross Margin |
|
|
|
22 |
% |
|
|
62 |
% |
|
|
25 |
% |
15