What changed in this filing

/stocks — the workspaceLOADING

Item 2. Properties

2025-03-14 compared with 2024-03-27 · 30 added, 31 removed, 7 unchanged (90% of the section changed)

lithium projects are listed in the following table.

Location in Brazil

Aggregate Mineral Rights Area

Minas Gerais Lithium Project

Mineral Rights Area

Minas Gerais Lithium

State of Minas Gerais

Other Brazil Lithium Project

States of Paraíba, Rio Grande do Norte, and Tocantins

respect to the Minas Gerais Lithium Project, our current exploration plan is:

to continue both our exploratory and resource-delineating drilling

campaigns to assess identified targets and to continue to estimate the size of our lithium-bearing mineral deposits;

to present a maiden resource report in accordance with the

standards set forth in Regulation S-K 1300, and to update such report as more drilling and data become available;

to continue exploratory drilling on new and existing target

areas with pegmatites which our field geologists have identified;

to continue careful geological map on foot of the mineral rights

landbank that we have for presence of additional pegmatites;

to continue implementing the early-revenue strategy outlined

in our MD&A with the intention of progressing to production of the lithium concentrate, our designated commercial product, for sale.

respect to the Other Brazil Lithium Project, our exploration plan is currently being designed by our Chief Geology Officer.

Other Brazil Lithium

States of Paraíba,

Rio Grande do Norte, and Tocantins

For additional information about our lithium projects, please see “ Item

Management’s Discussion and Analysis of Financial Condition and Results of Operation—Overview.

Critical Minerals

other critical minerals properties are listed in the following table.

Location in Brazil

Aggregate Mineral Rights Area

Nickel Properties

States of Goiás and Piauí

Copper Properties

States of Bahia and Piauí

Rare Earths Properties

States of Bahia, Goiás, and Tocantins

Titanium Properties

State of Minas Gerais

Graphite Properties

State of Minas Gerais

respect to the critical mineral properties listed in the table above, we do not have

detailed exploration plans or budgets, as we have focused our attention and limited resources to date primarily toward our lithium exploration program.

Mineral Rights Area

of Goiás and Piauí

of Bahia and Piauí

Earths Properties

States of Bahia, Goiás,

and Tocantins

of Minas Gerais

the critical mineral properties are held by our wholly owned subsidiary Brazil Minerals Resources Corporation (“BMR”).

December 18, 2024, we entered into an Option Agreement (the “Option

Agreement”) with Atlas Critical Minerals, pursuant to which we sold to Atlas Critical Minerals an option to buy 100% of our equity

interests in BMR (the “Option”).

As consideration for the Option, Atlas Critical Minerals will issue to us 797,957 shares of its

common stock, representing $500,000 divided by a value per share of $0.6266.

Option is exercisable no earlier than the filing by Atlas Critical Minerals of a Form F-1 registration statement with the SEC and

within 12 months thereafter.

If the Option is exercised, we and Atlas Critical Minerals shall enter into a definitive

purchase agreement for the purchase of BMR pursuant to which Atlas Critical Minerals shall pay us total consideration of $8,000,000,

which at our discretion shall be in the form of cash, shares of Atlas Critical Minerals’ common stock, or a combination of

cash and shares.

If Atlas Critical Minerals exercises the Option, in addition to the $8,000,000 consideration, we shall be entitled

to a perpetual royalty of one point five percent (1.5%) of the revenues resulting from the mineral rights owned by BMR as of the

date of the Option Agreement.

Legal Proceedings.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties