6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2023

Commission File Number: 001-41713

ATS CORPORATION

(Translation of registrant’s name into English)

730 FountainStreet North Building 3

Cambridge, Ontario N3H 4R7

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐            Form 40-F ☒

INCORPORATION BY REFERENCE

Exhibit 99.1 of this Form 6-K is incorporated by reference as an additional exhibit to the registrant’s Registration Statement on Form F-10 (File No. 333-272138).

EXHIBIT INDEX

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, thereunto duly authorized.

EX-99.1

EXHIBIT 99.1

FORM 51-102F3

MATERIAL CHANGE REPORT

ATS Corporation (the “Company” or “ATS”)

730 Fountain Street North

Cambridge, Ontario

N3H 4R7

May 30, 2023

A news release relating to the material change described below was disseminated on May 30, 2023, through Canada NewsWire. The news release was subsequently filed on the System for Electronic Document Analysis and Retrieval at www.sedar.com.

On May 30, 2023, the Company announced the closing of its previously announced public offering of common shares (the “Common Shares”) in the United States and Canada, representing the Company’s initial public offering in the United States. In connection with the initial public offering, ATS filed an application to list the Common Shares on the New York Stock Exchange under the symbol “ATS”. Trading of the Common Shares commenced on the New York Stock Exchange on May 25, 2023. A total of 6,900,000 Common Shares were sold by the Company in connection with the offering, including 900,000 Common Shares pursuant to the exercise in full by the underwriters of their over-allotment option, at a price of US$41.00 per share, for gross proceeds to the Company of US$282,900,000.

On May 30, 2023, the Company announced the closing of its previously announced public offering of the Common Shares in the United States and Canada, representing the Company’s initial public offering in the United States. In connection with the initial public offering, ATS filed an application to list the Common Shares on the New York Stock Exchange under the symbol “ATS”. Trading of the Common Shares commenced on the New York Stock Exchange on May 25, 2023. A total of 6,900,000 Common Shares were sold by the Company, including 900,000 Common Shares pursuant to the exercise in full by the underwriters of their over-allotment option, at a price of US$41.00 per share, for gross proceeds to the Company of US$282,900,000.

The offering was conducted through a syndicate of underwriters led by Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as joint active bookrunners. TD Securities Inc. and Scotia Capital (USA) Inc. also acted as bookrunners in connection with the offering. National Bank of Canada Financial, Inc., Cormark Securities Inc., Stifel Nicolaus Canada Inc., Commerz Markets LLC, Raymond James Ltd., RBC Capital Markets, LLC and UniCredit Capital Markets LLC acted as co-managers.

The Company expects that the net proceeds of the offering will be used for strategic opportunities, including acquisitions, as well as working capital requirements and general corporate purposes. Consistent with the Company’s value creation strategy, ATS may execute on strategic opportunities, including disciplined acquisitions, if and when such opportunities arise, that drive the creation of long-term sustainable shareholder value. Pending those strategic opportunities, ATS expects to use the net proceeds to pay down amounts drawn on its C$750.0 million revolving senior secured line of credit.

ATS is publicly traded on the New York Stock Exchange and the Toronto Stock Exchange under the symbol “ATS”.

For further information, please refer to the news release available at www.sedar.com.

Not applicable.

Not applicable.

Not applicable.

The following executive officer is knowledgeable about the material change and may be contacted about this report:

Ryan McLeod

Chief Financial Officer

(519) 653-6500

May 30, 2023