Atlas Energy Solutions Inc. (NYSE: AESI) announced the pricing of a $390 million private placement of 0.50% convertible senior notes due 2031, increasing the offering size from the previously announced $300 million.

The notes are scheduled to settle on April 9, 2026, subject to customary closing conditions. Initial purchasers received an option to purchase up to an additional $60 million in notes within 13 days of issuance.

The company estimates net proceeds of approximately $377 million, or $435 million if the purchaser option is fully exercised, after deducting discounts and expenses. Atlas plans to use $43 million of proceeds to fund capped call transactions, $66 million to repay outstanding advances under agreements with Stonebriar Commercial Finance LLC, and $75 million to repay borrowings under its 2023 ABL Credit Facility.

The notes will accrue interest at 0.50% annually, payable semi-annually beginning October 15, 2026. They mature April 15, 2031, unless earlier converted, redeemed or repurchased.

The initial conversion rate is 68.9275 shares per $1,000 principal amount, representing a conversion price of approximately $14.51 per share and a 30% premium over the $11.16 closing price on April 6, 2026.

Before January 15, 2031, noteholders may convert only under certain circumstances. After that date, conversion is permitted at any time until two trading days before maturity. The company may settle conversions in cash, stock, or a combination at its election.

Atlas may redeem the notes beginning April 20, 2029, if its stock price equals or exceeds 130% of the conversion price for a specified period. The company entered into capped call transactions to reduce potential dilution, with a cap price of $22.32 per share, representing a 100% premium over the April 6 closing price.

The notes are being offered to qualified institutional buyers under Rule 144A and have not been registered under the Securities Act.