Financial Performance - Total revenue for the three months ended March 31, 2024, was $186,707, compared to $0 for the same period in 2023[12]. - Gross loss for the same period was $84,639, with total operating expenses amounting to $13,266,460, up from $4,479,368 in the prior year[12]. - Net loss attributable to Atlas Lithium Corporation stockholders was $12,963,467, compared to a net loss of $3,965,938 in the same quarter of 2023[12]. - Basic and diluted loss per share for the current quarter was $(1.29), compared to $(0.60) in the prior year[12]. - For the three months ended March 31, 2024, Atlas Lithium Corporation reported a net loss of $13,184,196, compared to a net loss of $4,465,353 for the same period in 2023, representing an increase in losses of approximately 195%[25]. Assets and Liabilities - Total current assets decreased to $17,707,027 as of March 31, 2024, from $29,714,656 as of December 31, 2023[10]. - Total assets decreased to $37,698,653 as of March 31, 2024, from $43,682,659 as of December 31, 2023[10]. - Total liabilities increased to $35,098,243 as of March 31, 2024, compared to $34,368,415 as of December 31, 2023[10]. - Cash and cash equivalents decreased to $17,529,465 as of March 31, 2024, from $29,549,927 as of December 31, 2023[10]. - The total stockholders' equity as of March 31, 2024, was $2,600,410, a decrease from $9,314,244 as of December 31, 2023, indicating a decline of approximately 72%[20]. - The company’s accumulated deficit increased to $(114,627,986) as of March 31, 2024, compared to $(101,664,519) at the end of 2023, marking an increase of approximately 13%[20]. Cash Flow and Expenses - Cash used in operating activities for Q1 2024 was $(6,103,264), compared to $(3,663,428) in Q1 2023, indicating a worsening cash flow situation[25]. - The company recorded stock-based compensation and services amounting to $6,840,202 for Q1 2024, a significant increase from $1,128,845 in Q1 2023[25]. - The company experienced a $5 million increase in stock-based compensation expense compared to the prior period, attributed to new management team members[162]. - Net cash used in investing activities for Q1 2024 was $6,055,535, representing an increase of 375% compared to $1,275,972 in Q1 2023[164]. Capital Expenditures and Investments - The company invested $5,672,571 in capital assets during Q1 2024, compared to $5,790 in the same period of 2023, reflecting a substantial increase in capital expenditures[25]. - Total capital expenditures for the initial production and ramp-up are estimated at $49.5 million, which includes costs for modular DMS plants and tailings management[151]. Stock and Equity - The Company amended its articles of incorporation to decrease the number of authorized common stock shares to 200,000,000 to improve financing perceptions[65]. - As of March 31, 2024, the Company had 200,000,000 authorized shares of common stock with a par value of $0.001 per share[66]. - During the three months ended March 31, 2023, the Company sold 675,000 shares of common stock at a public offering price of $6.00 per share, generating gross proceeds of $4,657,500[71][73]. - The Company issued 640,000 restricted shares of common stock at a purchase price of $6.25 per share, totaling gross proceeds of $4,000,000 in a private placement[74]. - The Company recorded $3,315,822 in stock-based compensation expense from common stock options for the three months ended March 31, 2024, compared to $121,925 for the same period in 2023[81]. Exploration and Development - Atlas Lithium is focused on developing a modular plant with a target production of 150,000 tons of lithium concentrate per annum, with plans to double capacity to 300,000 tons in Phase II[128]. - The ongoing drilling campaign at the Neves Project has identified four confirmed pegmatite bodies with spodumene mineralization[134]. - A systematic exploration campaign has been initiated, involving geological mapping and sampling, with 4,599 soil samples taken to highlight lithium anomalies[142]. - The Company has engaged SGS Canada Inc. to produce a Maiden Resource Report for the Neves Project, ensuring compliance with Regulation S-K 1300[137]. - The appointment of Brian Talbot as COO is expected to enhance the development of the lithium mine and processing plant[138]. Agreements and Commitments - The company entered into Offtake and Sales Agreements to sell 60,000 dry metric tonnes of lithium concentrate per year for five years, with each buyer pre-paying $20.0 million[110]. - An agreement was reached with Mitsui for the sale of 1,871,250 shares for $30,000,000, representing a 10% premium to the 5-day VWAP, along with an offtake agreement for 15,000 tons of lithium concentrate from Phase 1 and 60,000 tons per year for five years from Phase 2[161]. - The company had total commitments of $5,281,365 related to lithium processing plant construction and land acquisition as of March 31, 2024[104].

Project Development - Atlas Lithium Corporation is focused on developing its hard-rock lithium project in Minas Gerais, Brazil, with plans to produce 150,000 tons of lithium concentrate per annum in Phase I and double the capacity to 300,000 tons in Phase II[12][13]. - The company holds approximately 53,942 hectares for lithium across 95 mineral rights, with 85 in exploration stage and 2 in pre-mining concession stage[13]. - As of December 31, 2023, the company has drilled a total of 72,899 meters at the Neves Project, confirming the presence of multiple pegmatite bodies with spodumene mineralization[24]. - Recent drilling results at the Neves Project include lithium grades ranging from 1.00% Li2O to as high as 5.23% Li2O, with significant intersections reported in multiple target areas[25][26]. - The Neves Project has been granted priority status for environmental permitting by the government of Minas Gerais, potentially expediting the licensing process by several months[38]. - The Minas Gerais Lithium Project is located in a well-established mining jurisdiction with access to necessary infrastructure, including hydroelectric power and a skilled labor force[19]. Financial Performance - The company has an accumulated deficit of approximately $101.7 million as of December 31, 2023, and expects to continue incurring losses until projects enter commercial production[56]. - The company has generated limited revenues from operations and has a history of losses over the past three years, with negative cash flow from operating activities[55]. - In 2023, the company entered into a royalty agreement with Lithium Royalty Corp. and signed Offtake and Sales Agreements to sell 60,000 dry metric tons of lithium concentrate per year for five years[57]. - The company anticipates higher exploration costs compared to previous years, contributing to a substantial increase in net loss for the year ended December 31, 2023[71]. - The company’s future performance is difficult to evaluate due to its limited operating history and reliance on equity and debt issuances for financing[54]. - The company incurs significant costs associated with operating as a public entity, which may affect financial performance[118]. Capital and Funding - The company relies on access to capital and financial markets to fund ongoing operations and execute its business plan[48]. - The company relies on access to capital markets for funding ongoing operations and future growth, with no assurance that additional funding will be available on satisfactory terms[68]. - The company issued 2,707,417 shares of common stock during the year ended December 31, 2023, to raise capital, which may dilute existing shareholders' rights[69]. - Future equity offerings may lead to significant dilution of existing shareholders' ownership[116]. Regulatory and Compliance Risks - The company faces significant government regulations and compliance costs related to environmental laws and mining operations[49]. - Regulatory compliance costs are expected to increase significantly as the company transitions from exploration to mining operations[85]. - The permitting process for mining operations is complex and costly, with potential delays adversely affecting future revenues and profitability[86]. - Compliance with environmental regulations imposes substantial costs and burdens, potentially leading to delays in obtaining necessary permits[89]. - The company faces potential sanctions or investigations by regulatory authorities if it fails to maintain effective internal controls[121]. Market and Economic Factors - The price of spodumene concentrate fluctuated from approximately $8,000 per ton in Q4 2022 to about $850 in Q1 2024, indicating significant volatility in mineral prices[93]. - Lithium prices decreased by approximately 75% to 85% from their high in January 2023 to the end of the year, impacting future revenues and profitability[98]. - The development of non-lithium battery technologies poses a risk to the company's future revenues, as these alternatives may reduce reliance on lithium compounds[94]. - The company's lithium business is heavily dependent on the growth in demand for electric vehicles, which is tied to global decarbonization efforts[96]. - Changes in public policies regarding environmental and energy regulations could materially affect the company's business prospects[99]. - The political environment in Brazil, including scrutiny over environmental policies, may impact investor interest and the company's operations[101]. Internal Controls and Governance - The company reported that its internal control over financial reporting may not meet the standards required by Section 404 of the Sarbanes-Oxley Act, which could adversely affect its business and share price[120]. - Management concluded that as of December 31, 2023, the internal control over financial reporting was effective at a reasonable assurance level[218]. - There were no changes in internal control over financial reporting in 2023 that materially affected its effectiveness[219]. - The company acknowledged limitations in the effectiveness of its internal controls, including the potential for undetected errors or fraud[219]. - The evaluation of disclosure controls and procedures indicated that they were effective at a reasonable assurance level as of December 31, 2023[216]. - The company emphasized the complexity and resource constraints involved in maintaining effective internal controls[121]. - Management's report on internal controls is not subject to attestation by the registered public accounting firm due to the company being classified as a smaller reporting company[219]. - The effectiveness of internal controls is subject to the exercise of judgment and assumptions regarding future events[219]. - The company is required to apply judgment in evaluating the benefits of possible controls relative to their costs[216]. Human Resources - The company has 76 full-time employees and maintains a good relationship with them, with no employees represented by labor unions[44]. - The company is dependent on key personnel, particularly the CEO, and the loss of such individuals could materially affect business prospects[75]. - The implementation of a new ERP system may divert management's attention and impact operational efficiency[82].

Lithium Project Development - Atlas Lithium Corporation is focused on developing its hard-rock lithium project in Minas Gerais, Brazil, with plans to produce 300,000 tons of lithium concentrate annually [89]. - The company holds approximately 75,542 acres (306 km²) for lithium across 61 mineral rights, making it the largest portfolio of battery mineral exploration properties in Brazil [90]. - The ongoing drilling campaign at the Neves Project has resulted in a total of 58,497 meters drilled as of September 30, 2023, with a drilling pace of approximately 7,500 meters per month [96]. - Significant lithium grades have been reported, including 2.80% Li2O over 9.87m and 2.12% Li2O over 7.0m in various drill holes [98][99]. - The Maiden Resource Report for the Neves Project is expected to be completed in Q1 2024, which will provide an updated mineral resource estimate [95]. - The Minas Gerais Lithium Project consists of 54 mineral rights over 59,275 acres (240 km²) in a region known for lithium-bearing pegmatites [91]. - The company has ceased alluvial gold and diamond exploration since 2018, focusing on lithium and other battery minerals [92]. - The metallurgical report indicated a lithium concentrate grading of 6.04% Li2O with a lithium recovery of 70%, exceeding the target of 6.0% Li2O [102]. - The company is progressing towards a Preliminary Economic Assessment of the Neves Project following the metallurgical report [103]. Financial Performance - Net loss attributable to Atlas Lithium Corporation stockholders for Q3 2023 totaled $11,279,475, compared to a net loss of $1,028,192 in Q3 2022, reflecting a significant increase in losses [109]. - For the nine months ended September 30, 2023, net loss was $24,372,062, up from $2,430,698 in the same period in 2022, primarily due to higher general and administrative expenses and increased compensation costs [110]. - Cash and cash equivalents as of September 30, 2023, were $22,857,357, with net working capital of $20,280,909 [111]. - Net cash provided by operating activities for the nine months ended September 30, 2023, was $3,314,979, a 1,383% increase compared to net cash used of $258,293 in the same period in 2022 [111]. - Net cash used in investing activities for the nine months ended September 30, 2023, was $1,521,977, a reduction of 41% compared to $2,573,826 in the same period in 2022 [112]. - Net cash provided by financing activities for the nine months ended September 30, 2023, totaled $20,822,531, an increase of $17,633,795 or 553% compared to $3,188,736 in the same period of 2022 [113]. - The company completed a public offering on January 12, 2023, raising aggregate gross proceeds of $4,657,500 from the issuance of 776,250 shares of common stock [115]. - The company raised an additional $4 million and $10 million in gross proceeds from the sale of common stock on January 30, 2023, and July 18, 2023, respectively [115]. - A cash payment of $20,000,000 was received on May 2, 2023, in connection with a Royalty Purchase Agreement [115]. Future Plans and Capital Requirements - The company is in the initial planning stages for a processing facility, but there is no assurance of necessary capital resources for development [89]. - The company signed a Memorandum of Understanding with Mitsui & Co., Ltd. for potential funding of up to $65 million for future lithium concentrate production [105]. - The planned plant is expected to have an output capacity of 150,000 tons of lithium concentrate per year [105]. - Future capital requirements will depend on growth rates, mineral exploration potential, and the ability to attract talent, with potential needs for additional equity or debt financing [117]. Financial Structure and Risks - The company has historically incurred net operating losses and has not yet received material revenues from product sales [114]. - The company currently has no off-balance sheet arrangements, indicating a straightforward financial structure [118]. - The carrying amount of financial instruments approximates fair value, which could impact financial position if estimates are incorrect [119]. - Recent accounting pronouncements are not expected to have a material impact on the company [120].

Lithium Project Development - Atlas Lithium Corporation is focused on developing its hard-rock lithium project in Minas Gerais, Brazil, aiming to produce lithium concentrate, a key ingredient for the battery supply chain [85]. - The company plans to develop a processing facility with an annual production capacity of 300,000 tons of lithium concentrate, although there are uncertainties regarding capital resources and production capacity [86]. - The Minas Gerais Lithium Project consists of 51 mineral rights over 54,791 acres, located in a region known for lithium-bearing minerals such as spodumene and petalite [88]. - The ongoing drilling campaign at the Neves Project has resulted in significant lithium grades, including 1.57% Li2O over 13.1m and 1.40% Li2O over 15.0m [91][92]. - The Maiden Resource Report for the Neves Project is expected to be completed in Q3 2023, which will provide an updated mineral resource estimate [94]. - The company has ceased alluvial gold and diamond exploration efforts since 2018, focusing on lithium and other battery minerals [89]. Financial Performance - The company reported a net loss of $9,126,649 for the three months ended June 30, 2023, compared to a net loss of $871,016 for the same period in 2022, indicating a significant increase in losses [107]. - For the six months ended June 30, 2023, the net loss totaled $13,092,587, up from $1,402,506 in the same period of 2022, reflecting higher general and administrative expenses and exploration costs [108]. - Cash and cash equivalents as of June 30, 2023, were $20,165,214, with net working capital of $16,640,187 [109]. - Net cash provided by operating activities increased by 987% to $11,783,491 for the six months ended June 30, 2023, compared to a net cash used of $1,327,301 in the same period of 2022 [109]. Strategic Partnerships and Funding - The company entered into a Royalty Purchase Agreement with Lithium Royalty Corp. for $20,000,000, granting a 3% royalty interest on future gross revenue from certain mineral rights [105]. - A Memorandum of Understanding was signed with Mitsui & Co., Ltd. for potential funding of up to $65 million, allowing Mitsui to purchase up to 100% of future lithium concentrate production [103]. - The company plans to construct a plant with an output capacity of 150,000 tons of lithium concentrate per year, funded in part by the Offtake Funding from Mitsui [103]. Exploration and Resource Management - The mineral rights portfolio includes approximately 71,057 acres for lithium, 52,229 acres for nickel, 30,009 acres for rare earths, 17,117 acres for titanium, and 9,663 acres for graphite, making it one of the largest portfolios for battery minerals in Brazil [87]. - Increased exploration expenses of $5,671,904 were reported due to the execution of the drilling program on the Minas Gerais Lithium Project [109]. - Atlas Lithium Corporation holds 45.11% of Apollo Resources and 28.00% of Jupiter Gold, both of which have not generated any revenues to date [90]. - The metallurgical report indicated a lithium concentrate grading of 6.04% Li2O with a recovery rate of 70%, exceeding the company's target of 6.0% Li2O [100]. - As of June 30, 2023, the company has drilled a total of 33,664 meters, with a current drilling pace of approximately 7,400 meters per month [95]. Market Position and Future Outlook - The company is strategically positioned to benefit from the shift towards battery power, which may yield long-term opportunities in lithium and other essential minerals [89]. - The company has raised a total of $18 million through various equity transactions in 2023, including a public offering and private placements [113].

Lithium Project Development - Atlas Lithium Corporation is focused on developing a lithium project in Brazil's "Lithium Valley," with plans to produce 150,000 tons of lithium concentrate annually[76][77]. - The company holds approximately 75,040 acres for lithium across 64 mineral rights, making it the largest portfolio for battery minerals in Brazil[78]. - Recent drilling results include 2.80% Li2O over 9.87m and 1.57% Li2O over 13.1m, indicating high lithium mineralization potential[84][90]. - A metallurgical report achieved a lithium concentrate grading of 6.04% Li2O with a recovery rate of 70%, exceeding initial targets[101]. - An MOU with Mitsui & Co. contemplates potential funding of up to $65 million for the construction of the lithium processing plant[102][103]. - A Royalty Purchase Agreement with Lithium Royalty Corp. resulted in a $20 million cash inflow for a 3% royalty on future gross revenue from certain mineral rights[104][105]. - The current drilling campaign has drilled an aggregate of 19,017 meters, with a pace of approximately 6,500 meters per month[97]. - The Maiden Resource Report for the Neves Project is expected to be completed in Q3 2023, updating previous resource estimates[96]. - The Neves Project's flagship pegmatite, "Anitta," remains open along strike and at depth, indicating further exploration potential[98]. Financial Performance - Net loss for Q1 2023 was $3,965,938, an increase from a net loss of $531,490 in Q1 2022, primarily due to higher administrative expenses and stock-based compensation[106]. - Cash and cash equivalents as of March 31, 2023, totaled $4,987,751, with working capital of $2,596,943[108]. - Net cash used by operating activities increased to $3,663,428 in Q1 2023, compared to $506,071 in Q1 2022, representing a 623% increase[108]. - Net cash used in investing activities rose to $1,275,972 in Q1 2023, up 733% from $152,998 in Q1 2022, mainly due to the purchase of lithium mining rights[109]. - Net cash provided by financing activities was $9,564,335 in Q1 2023, a 1,435% increase from $622,999 in Q1 2022, driven by a public offering and private placements[109]. - The company completed a public offering of 776,250 shares on January 12, 2023, raising gross proceeds of $4,657,500[111]. - Future capital requirements will depend on growth rates, mineral exploration, and the ability to attract talent, with potential needs for additional financing[112]. - The company has historically incurred net operating losses and has not yet generated material revenues from product sales[110]. Operational Risks - The company operates primarily in Brazil, exposing it to currency risks that may affect financial results due to exchange rate fluctuations[113]. - There are currently no off-balance sheet arrangements reported by the company[115].

Lithium Projects and Exploration - The company is planning to develop a plant with an annual production capacity of 150,000 tons of lithium concentrate, although there are no guarantees that this facility will be completed or meet production expectations[15]. - A non-binding MOU was signed with Mitsui for potential funding of up to $65 million, contingent on achieving specific milestones, which would allow Mitsui to purchase up to 100% of the company's production from the planned plant[16]. - The company's mineral rights portfolio includes approximately 75,040 acres for lithium, 54,950 acres for nickel, 30,054 acres for rare earths, 22,050 acres for titanium, and 13,766 acres for graphite, all located in Brazil[17]. - The Minas Gerais Lithium Project is the company's largest endeavor, located in a region known for its commercial lithium production and mineral reserves[18]. - Exploration at the Neves Lithium Project has confirmed the presence of hardrock lithium-bearing pegmatites, with 81 diamond drill holes totaling 9,285 meters completed from August 2021 to March 2023[26]. - Significant lithium assay results from recent drilling at Neves include 1.72% Li2O over 3.5 meters and 1.00% Li2O over 21.2 meters, indicating high-grade lithium mineralization[29]. - A new target named "Anitta" was identified, extending the Neves trend ore body to approximately 1.1 kilometers, with initial drilling showing pegmatite intervals containing 4.40% Li2O[30]. - The company has initiated soil geochemistry campaigns to identify lithium anomalies, with the first campaign conducted in November 2022 and a second campaign completed in early March 2023[37]. - Comprehensive metallurgical testing of ore samples from the Neves Project has shown easy separation of lithium and low impurities, with results expected to be finalized in April 2023[57]. - The company plans to continue exploration and metallurgical testing to delineate potential lithium mineral resources across its property portfolio[58]. Market Trends and Demand - The global lithium market was valued at USD 4,650 million in 2021 and is expected to grow at a CAGR of 13.5% from 2023 to 2028[59]. - Sales of electric vehicles (EVs) increased by nearly 50% in 2020 and almost doubled to about seven million units in 2021, driving lithium demand[60]. - Lithium prices surged by approximately 550% in one year, with lithium carbonate exceeding USD 75,000 per metric ton and lithium hydroxide surpassing USD 65,000 per metric ton by March 2022[60]. - Benchmark Mineral Intelligence predicts a six-fold increase in demand for lithium-ion batteries by 2032, necessitating 74 new lithium mines averaging 45,000 tonnes each by 2035[68]. - California plans to ban the sale of new gas-only vehicles by 2035, potentially increasing lithium demand in the U.S.[64]. - The European Union voted to ban the sale of new diesel and gasoline cars starting in 2035, which may also boost lithium demand[66]. - The price of spodumene concentrate was $6,300 per ton on January 13, 2023, and decreased to $4,750 by March 27, 2023, indicating price volatility[66]. Other Mineral Rights and Projects - The company owns 15 mineral rights for nickel, totaling approximately 54,950 acres, which are critical for EV battery production[72]. - The company has seven mineral rights for rare earth elements totaling approximately 30,054 acres, essential for various high-tech applications[78]. - The company’s subsidiary, Apollo Resources, is advancing the Rio Piracicaba Project, expected to begin iron mining operations in 2024[85]. - Apollo Resources has 100% ownership of the Rio Piracicaba Project, with indicated resources of 2,646,141 tons at a grade of 33.74% iron and inferred resources of 5,206,771 tons at a grade of 30.40% iron[89]. - The mineral resources are estimated using a long-term iron ore price of US$90 per dry metric tonne and a US$/BRL exchange rate of 5.25[90]. - In October 2022, Apollo Resources received an initial permit from ANM to commercially mine the Rio Piracicaba Project[92]. - The operational licensing studies for the iron mine were completed in 2021 and part of 2022, with the permit application submitted to SUPRAM, which may take an additional 12 months for analysis[94]. - Jupiter Gold, a subsidiary of Apollo Resources, identified a quartzite deposit in Minas Gerais and received an operational license for its quartzite mine in December 2022, planning to start operations in 2023[98]. - Jupiter Gold anticipates quartzite prices ranging from $1,200 to $2,000 per cubic meter for the mined product[98]. - Apollo Resources owns 28.72% of Jupiter Gold, which has 142,017 acres of mineral rights for gold distributed across seven projects[100]. - The Alpha Project, part of Jupiter Gold, encompasses 31,650 acres and has undergone preliminary research towards development as a gold mine[101]. Financial Performance and Risks - The company has an accumulated deficit of approximately $58.7 million as of December 31, 2022, and expects to continue incurring losses until commercial production is achieved[124]. - The company has generated limited revenues from operations and has financed cash flow needs primarily through debt or equity[122]. - The company raised an aggregate of $4 million in gross proceeds from the sale of its common stock on January 30, 2023[137]. - The company has a history of losses and negative cash flow from operating activities, with expectations to continue this trend in the future[123]. - The company's long-term success depends on achieving and maintaining profitability and developing positive cash flow from mining activities[135]. - The company relies on access to capital markets for funding ongoing operations and future growth, with no assurance that additional funding will be available on satisfactory terms[136]. - The company is an exploration stage company with no guarantees of commercial extraction of mineral deposits from its properties[126]. - The company faces significant risks related to mining, exploration, and mine construction, which may impact profitability[132]. - The company’s stock price has been volatile, and future equity offerings may dilute existing shareholders' ownership[120]. - The company’s ability to implement its business plan is dependent on generating cash from operations and obtaining additional financing[125]. - The company faces significant risks due to global economic decline, geopolitical instability, and macroeconomic factors, which could adversely affect its ability to raise capital and fund operations[138]. - Future operating and financial results are expected to fluctuate significantly, influenced by exploration activities and external factors such as equipment malfunctions and regulatory delays[139]. - The company's growth will depend on successfully completing exploration activities, identifying new projects, and maintaining relationships with project partners[141]. - The company relies heavily on its CEO, Marc Fogassa, and his loss could materially impact business operations and financial condition[143]. - Recruiting and retaining skilled personnel is critical for the company's performance, and failure to do so may slow down exploration and development programs[144]. - The company is subject to extensive regulations in Brazil, which could lead to significant compliance costs and operational delays[154]. - Environmental regulations may require substantial expenditures and could lead to legal liabilities that adversely affect financial condition[159]. - The price of minerals is subject to unpredictable fluctuations, influenced by various external factors, which could impact the economic viability of exploration properties[166]. - The company's operations are impacted by Brazil's political environment and potential changes in mining legislation, which could alter business prospects[167]. - The volatility of the company's common stock price is expected to continue, influenced by exploration results and profitability[170]. - The company has never paid a dividend and does not plan to do so in the foreseeable future, requiring stockholders to rely solely on stock price appreciation for investment gains[172]. - The company may seek to raise additional funds through equity securities, which could dilute existing stockholders' ownership and potentially reduce the market price of its common stock[173]. - The Chief Executive Officer, Marc Fogassa, controls over 50% of the company's voting securities, classifying the company as a "controlled company" under Nasdaq rules[176]. Recent Acquisitions and Developments - The company's lithium projects include the Minas Gerais Lithium Project (23,785 hectares) and the Northeastern Brazil Lithium Project (6,583 hectares), with ongoing exploratory drilling campaigns planned[190][192]. - An acquisition of five lithium mineral rights totaling 1,090.88 hectares (~2,696 acres) was completed on January 19, 2023, in the "Lithium Valley" region of Minas Gerais, Brazil[193]. - The company has significant mineral rights in other critical minerals, including nickel (22,238 hectares), rare earths (12,162 hectares), titanium (8,923 hectares), and graphite (5,571 hectares), but has focused resources primarily on lithium projects[195]. - The company faces potential volatility in its stock price due to various factors, including exploration results, competitive pressures, and economic conditions, particularly in Brazil[178]. - Future equity offerings may lead to substantial dilution for existing stockholders, impacting their ownership and potentially delaying changes in control[181]. - The company incurs significant costs associated with being a public entity, including compliance with regulations, which may affect financial performance[184]. - There are concerns regarding the effectiveness of the company's internal control over financial reporting, which could impact investor confidence and the market price of its common stock[186].

Financial Performance and Viability - The company has not realized any revenues from the sale of strategic minerals or iron to date, relying primarily on debt and equity for financing [57]. - There is substantial doubt about the company's ability to continue as a going concern due to ongoing losses and limited working capital [58]. - The company has incurred losses in each of the past two years and has not yet received material revenues from sales of products or services [75]. - The ability to generate cash from operations and secure additional financing is critical for the company's ongoing operations and business plan [76]. - The company is engaged in exploration-stage projects and has no established reserves, making future profitability uncertain [63]. Regulatory and Operational Risks - The company faces significant risks related to mining, including geological uncertainties and potential liabilities exceeding insurance coverage [78]. - Compliance with extensive governmental regulations in Brazil may result in substantial costs and delays in operations [80]. - The company faces complex, costly, and time-consuming processes for obtaining and renewing governmental permits, which could materially affect future revenues and profitability [82]. - Environmental regulations may require significant expenditures, and non-compliance could lead to substantial fines and remediation costs [84]. - The company’s operations are subject to extensive health and safety regulations, and failure to comply could result in penalties and increased operational costs [87]. - The company operates in a heavily regulated mining environment in Brazil, and any significant changes in legislation could alter business prospects [92]. Market and Economic Factors - The price of minerals is subject to unpredictable fluctuations, influenced by various international and economic factors, which could impact the economic viability of exploration properties [91]. - The perception of Brazil's political and environmental policies may affect investor interest and the company's market position [93]. Capital Structure and Stockholder Considerations - The company plans to seek additional capital through equity and debt financing, including potential uplisting to a U.S. stock exchange [67]. - The company’s common stock is defined as "penny stock," which imposes additional sales practice and disclosure requirements on broker-dealers, potentially affecting liquidity [99]. - The company has never paid dividends and does not plan to do so in the foreseeable future, meaning stockholders must rely on stock price appreciation for returns [101]. - Future equity offerings may lead to dilution of existing stockholders' ownership percentages [108]. - The company has never paid cash dividends on its common stock and does not anticipate doing so in the foreseeable future, with stock price appreciation being the sole source of gain for investors [109]. - Future capital needs may require the company to sell additional equity or debt securities, potentially diluting stockholders or introducing restrictive covenants [110]. - The ability to obtain additional capital is subject to uncertainties including market position, reserve proofing, future profitability, and economic conditions in the U.S. and Brazil [110]. - Certain stockholders, including management, control significant voting power, which may discourage or delay changes in control and affect stockholder opportunities for premium offers [113]. Leadership and Human Resources - Future growth will depend on the successful development of existing projects and the ability to attract skilled personnel [71]. - The company's success is heavily reliant on the leadership of its CEO, Marc Fogassa, whose loss could adversely affect business prospects [73]. Accounting and Financial Reporting - The company has reviewed recent accounting pronouncements and does not believe they will have a material impact on its financial statements [184].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from ____________ to ____________ Commission File Number 000-55191 Brazil Minerals, Inc. (Exact name of registrant as specified in its charter) Nevada 39-207886 ...