We are a leading provider of proppant and logistics services to the oil and natural gas industry within the Permian Basin of West Texas and New Mexico, the most active oil and natural gas basin in North America. Our core mission is to maximize value for our stockholders by generating strong cash flow and allocating our capital resources efficiently, including providing a regular and durable return of capital to our investors through industry cycles. In our pursuit of this mission, we deploy innovative techniques and technologies to develop our high-quality resource base and efficiently deliver our products to customers through leading-edge logistics solutions. We believe that our uniquely-positioned asset base and our differentiated approach are distinct competitive advantages that make us a more reliable supplier than our competitors. We believe we have developed a strong brand recognition for reliability and strong customer service that has enabled us to increase the volume of proppant sold every year since the founding of the Company in 2017. Our unique assets and market positioning, along with our innovation and demonstrated reliability, enables us to expand our business beyond proppant sales. We are launching a transformational logistics offering that we believe will bring a step change in efficiency, safety and sustainability benefits to the Permian Basin. This will include the “Dune Express,” an overland conveyor infrastructure solution, which, coupled with our fleet of fit-for-purpose trucks and trailers, we anticipate will remove a significant number of trucks from public roadways within the Permian Basin. The Dune Express will be the first long-haul overland conveyor system to deliver proppant. We have secured the contiguous right-of-way for our initial system, which is expected to follow a 42-mile-long route from our facilities into the heart of the prolific Northern Delaware Basin. The Dune Express will significantly shorten the distance that proppant needs to travel by truck, which is expected to provide meaningful productivity gains while decreasing emissions. We expect the Dune Express to make public roadways safer by removing trucks from public roadways, thus reducing traffic, accidents and fatalities on public roadways in the region. Our supplying partners are currently manufacturing fit-for-purpose equipment for our trucking fleet to be used in our existing logistics business. We have designed our trucking operations and delivery processes to significantly expand the daily payload capacity per truck compared to traditional assets. We believe these fit-for-purpose assets with expanded payload capacity are already driving productivity gains since their deployment in January 2023, and will continue to do so as we build our fleet. Our long-term goal is to bring autonomous wellsite delivery to the Permian Basin, which we expect to drive further productivity gains as the technology is developed over the next several years. Each of these solutions independently represents a significant leap forward in the logistics space. Combined, we believe that our logistics offering will bring substantial benefits to our customers, investors and the local community in the Permian Basin. The relocation of commercial traffic from public roads to private roads creates a dynamic closed-loop system that is well suited for the rapid deployment and advancement of our trucking fleet, while also increasing the mobility and safety of the public roadways for the residents of the region. According to Lium Research, Permian Basin proppant demand currently exceeds in-basin production capacity and third-party research indicates that this supply shortage has the potential to grow significantly. In 2022, while Permian operators accelerated completions, they also maintained a healthy drilled uncompleted (“DUC”) well inventory at approximately 94% of the 2018–2022 average. Furthermore, Lium Research estimated that Permian operators would spend approximately $42.8 billion in 2022 with spending levels estimated to be approximately 50% higher in 2024, signaling for a significant and continued increase in completions activity. In response to this supply shortage, we are in the process of adding a facility capable of 5.0 million tons of annual production capacity at our location in Kermit, Texas, and we anticipate that construction will be completed by the end of 2023. Due to the robust levels of industry demand for our product, our existing facilities are currently sold out, our contracted volumes continue to grow, and we are both extending term and adding logistics contracts to our portfolio. The modular design of our existing facilities and the size of our resource base provide us with the ability to further expand our production footprint to meet future market demand, should we determine that the potential investment enhances our long-term profitability and free cash flow profile. We were founded in 2017 by Ben (“Bud”) Brigham, our Executive Chairman and Chief Executive Officer, and are led by an entrepreneurial team with a history of constructive disruption bringing significant and complementary experience to this enterprise, including the perspective of longtime exploration and production (“E&P”) operators, which provides for an elevated understanding of the end users of our products and services. We believe this experience and our associated knowledge base differentiates us from our competitors and facilitates our ability to identify and execute as an early mover on critical value drivers, enabling us to maximize the full potential of our business and outcomes for our stockholders and stakeholders alike. Our executive management team has a proven track record and over 90 years of combined industry experience with a history of generating positive returns and value creation, exemplified by Bud Brigham’s significant experience leading several companies through a successful initial public offering (“IPO”), or an acquisition event: • In 2011, Brigham Exploration Company (“Brigham Exploration”), a pioneer in the use of 3-D seismic and horizontal drilling and completions techniques within the oil-rich Bakken Shale was acquired by Statoil ASA (“Statoil”) for $4.7 billion. Brigham Exploration completed an IPO in 1997. • In 2017, Brigham Resources Operating, LLC (“Brigham Resources”), an innovator in Delaware Basin drilling and completions techniques (as an early adopter of e-frac technology and tested proppant loadings in excess of 5,000 pounds per foot) was acquired by Diamondback Energy, Inc. (“Diamondback”) for $2.6 billion. • In 2022, Brigham Minerals, Inc. (“Brigham Minerals”), a technically sophisticated oil and gas minerals company, combined with Sitio Royalties Corp. (“Sitio Royalties”) in an all-stock merger with a combined enterprise value of $4.8 billion (representing a $2.2 billion value to Brigham Minerals, or a 108% total return since its IPO, with total return calculated as cumulative dividends plus stock price appreciation). Our experience as E&P operators was instrumental to our understanding of the opportunity created by in-basin sand production and supply in the Permian Basin, which we view as North America’s premier shale resource and which we believe will remain relatively more active through economic cycles. Though the industry has always been focused on increasing efficiencies in resource development, mission critical proppant production and related logistics were historically chaotic and inefficient, particularly given the long and inefficient legacy midwestern supply chain. We identified the two giant open dunes of the Winkler Sand Trend as the premier sand resource in the region due to their differentiated geologic characteristics, advantaged water access and their large scale/long resource life. As the reserves of these large open dunes have not been subjected to the same degree of soil development, organics and impurities as buried sand deposits, they tend to produce higher and more consistent mining yields relative to buried sand deposits, making the large open dunes economically superior deposits. The giant open dunes’ advantaged access to water stems from the nature of the perched aquifers that have been found to form within these deposits. It is the nature of this water table that has enabled Atlas to become the first and, to our knowledge, the only proppant producer in the Permian Basin to mine by electric dredge, and we expect to transition more of our mining to electric dredging over the next twelve to twenty-four months. We control over 14,500 acres on the giant open dunes, which represents more than 70% of the total giant open dune acreage available for mining. Based on our current total annual production capacity of approximately 10.0 million tons, as of December 31, 2022, our properties have an aggregate expected reserve life of approximately 36 years based on the currently defined mineral reserves, with a potential extension of our reserve life to approximately 200 years based on our total mineral resources. We believe we are the leader in meeting the evolving proppant needs of an increasingly efficiency-focused oil and natural gas industry. From our inception, our disruptive approach has met the needs of the just-in-time supply model we believed would become the best fit for the industry’s increasingly efficiency-driven focus, and we engineered our facilities to fit this model. Our plants include substantial investments in redundant equipment that aim to maximize our uptime and utilization rates. We believe these are key differentiating factors from some other proppant producers serving the Permian Basin. The shift to in-basin sand proved to be a disruptive event for the proppant industry, but not sufficient to provide all participants a meaningful advantage. While many companies have attempted to capture the efficiency gains promised by this relocation of the proppant-production hub from the midwestern United States to an in-basin model, few have been able to optimize their efficiency with geologically superior acreage positions and properly designed facilities. It is this combination of geology, water availability and plant design that significantly differentiates our proppant production facilities and we believe makes us more reliable than our competition. --- Logistics Solutions We plan to bring meaningful efficiency, safety and sustainability benefits to the Permian Basin through our expanding logistics solutions. We believe that the Permian Basin remains in a multi-year transformation period that began when the innovations that enabled the development of shale resources led to better definition of geologic targets, increased systemization of processes and ultimately resulted in more predictable production outcomes. While enhanced logistics, infrastructure and technology have driven economic gains, they have also increased the technical complexity of execution in the oil and natural gas industry and precipitated a premium on scale, innovation and efficiency. Just as investments in pipeline infrastructure have reduced emissions and improved efficiency and safety by converting a truck-oriented delivery process to an infrastructure-oriented delivery process, our investments into infrastructure and technological improvements to the delivery of proppant aim to harvest similar productivity gains and generate positive community and environmental impacts. These technology and infrastructure investments are integral to and representative of our industry’s long-standing initiatives to reduce the footprint of our operations for the benefit of the local communities we operate within. The Dune Express Electric Conveyor System: The Dune Express, which will originate at our Kermit facility and stretch into the middle of the Northern Delaware Basin, will be the first long-haul proppant conveyor system in the world. While this is the first application of conveyor infrastructure to long-haul proppant, conveyors are widely used in the proppant industry for short movements of product and are a preferred method of transporting bulk materials in many other industries due to the low transportation cost and increased safety of the accompanying decrease in truck traffic. Upon completion, we expect the Dune Express to be 42 miles in length, capable of transporting 13 million tons of proppant annually and is designed to have more than 84,000 tons of dry storage within the system. We view the Dune Express as the premier method of moving proppant across the basin and the industry’s best analog to the pipeline infrastructure that moves oil, natural gas, and water around the major producing basins in the U.S. We have secured the contiguous right-of-way, substantially completed the requisite federal and state permitting necessary for construction of the Dune Express and have signed sand supply and logistics contracts with major oil companies for the delivery of proppant by means of the Dune Express. This conveyor system will be strategically located to deliver proppant to the core of the most prolific producing region of the Delaware Basin with flexible loadout capabilities, including both permanent and mobile loadouts. The Dune Express has the potential to take hundreds of thousands of truckloads off public roads annually, which should reduce traffic accidents and fatalities in the region and significantly reduce emissions generated, relative to the traditional delivery of sand by truck. We plan to use a portion of the net proceeds from this offering to fund the construction of the Dune Express. We plan to break ground in the first half of 2023, with commercial in-service planned to begin by the end of 2024. Our anticipated cost for completion of the Dune Express is approximately $400 million. --- Wellsite Delivery Assets: Our existing logistics business utilizes third-party transportation contractors which we plan to supplement and bring in-house with our own trucks and trailers. As our trucks and trailers continue to be deployed in 2023, we expect to deliver significant productivity gains, as measured by tons per truck that can be delivered daily, compared to the throughput performance of traditional trucking assets. These immediate productivity gains will be made possible through a combination of process improvements and targeted investments in fit-for-purpose equipment. We have partnered with a provider of autonomy and robotic technology with experience in the field of GPS-denied off-road autonomous driving applications to procure a fleet of vehicles equipped with technology designed to support autonomous wellsite delivery. We expect to begin testing in the field during 2023 with the goal of developing this technology over the next several years. --- Combined Impact of Our Logistics Solutions: Together, we believe these initiatives could have a significant impact in driving future revenue and increasing cash flow, reducing emissions, improving safety and relieving traffic and other burdens produced by the existing means of last-mile delivery. Furthermore, by reducing the intermittency of proppant delivery to the wellsite – and thereby increasing the reliability of delivery and potential throughput per truck per day – we believe our delivery solutions significantly mitigate a major bottleneck to the completions supply chain that may support increased pressure-pumping efficiencies. The graphic below shows the estimated amount of proppant, in tons, that can be delivered to Delaware Basin drilling spacing units in a day by an individual truck. Based on the current supply chain configuration, each truck is limited to very few deliveries per day for a variety of reasons, including the distance from local mines to wellsites that are distributed across a large geographic area, a limited public roadway network and the hours per day that a driver can work. Upon commercialization of the Dune Express and our trucking assets, this throughput potential expands dramatically due to the reduced delivery distance, higher payload capacity and increased asset utilization. --- In addition to the efficiency and reliability gains that we expect to realize through our logistics solutions, we anticipate that we will also be able to deliver significant safety benefits to the communities of the Permian Basin. The public road network in the Permian Basin today is ill-equipped for the massive amounts of oilfield traffic that is required for the industry to operate. By reducing the number of trucks required to fulfill proppant deliveries and removing these trucks from public roads, we anticipate that the rate of traffic accidents and associated injuries and fatalities will be reduced. Our logistics solutions have been designed to offer a further extension of our promise of reliability to our customers. We believe that customers will seek out our logistics solutions not only due to the compelling technology and infrastructure solutions we offer but also because they are tied into highly reliable production assets in our Kermit and Monahans facilities. Our principal executive offices are located at 5918 W. Courtyard Drive, Suite 500, Austin, Texas.