{"filing":{"accession_number":"0001193125-26-391409","cik":"0001888654","ticker":"FEAV","company_name":"5E Advanced Materials, Inc.","form":"8-K","filing_date":"2026-09-15","report_date":"2026-09-14","primary_document":"feam-20260914.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1888654/000119312526391409/feam-20260914.htm"},"events":[{"id":33522,"run_id":30824,"accession_number":"0001193125-26-391409","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"5E Advanced Materials entered into an Asset Purchase Agreement on September 14, 2026, to acquire specified assets of Searles Valley Minerals Inc. through a Section 363 bankruptcy sale for approximately $3.4 million in cash, 8.3 million shares of common stock, and a $6.2 million promissory note. The acquisition includes critical mineral production facilities, approximately 9,000 acres of brine resources, a short-line railroad, and related infrastructure in California, transforming the company from a pre-revenue development company into an operating critical minerals producer.","company_name":"5E Advanced Materials, Inc.","ticker":"FEAV","filing_date":"2026-09-15","form":"8-K","submitted_at":null,"items":[{"id":36984,"accession_number":"0001193125-26-391409","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"5E Advanced Materials entered into an Asset Purchase Agreement on September 14, 2026, to acquire specified assets of Searles Valley Minerals Inc. and related entities through a Section 363 bankruptcy sale. The acquisition includes critical mineral production facilities, approximately 9,000 acres of brine resources, a short-line railroad, and related infrastructure in California, with total consideration of approximately $3.4 million in cash, 8.3 million shares of common stock, and a $6.2 million promissory note. This is a material acquisition that transforms the company from a pre-revenue development company into an operating producer, disclosed under Item 1.01 (Entry into a Material Definitive Agreement).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-15T13:01:46.115870+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36985,"accession_number":"0001193125-26-391409","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered sale of 8,300,000 shares of common stock as part of the consideration for the Searles Valley Minerals asset acquisition. While the transaction is primarily an M\u0026A activity (Item 1.01), the Item 3.02 section specifically addresses the equity issuance component, which is exempt from registration under Section 4(a)(2). The substantial share issuance (8.3 million shares) as acquisition consideration represents a dilutive equity issuance material to investors, though the broader transaction context suggests ma_activity may also apply.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-15T13:01:46.115870+00:00","company_name":"","ticker":null,"filing_date":""},{"id":36986,"accession_number":"0001193125-26-391409","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"5E Advanced Materials has entered into an Asset Purchase Agreement to acquire certain assets of Searles Valley Minerals through a court-supervised bankruptcy sale under Section 363 of the Bankruptcy Code. The acquisition includes critical mineral production facilities, brine resources, and infrastructure in California, with total consideration of approximately $3.4 million in cash, 8.3 million shares of common stock, and a $6.2 million promissory note. The press release explicitly states this is a transformative transaction that converts the company from a pre-revenue development company into an operating critical minerals producer with established commercial production and an active customer base.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-15T13:01:46.115870+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":36984,"accession_number":"0001193125-26-391409","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"5E Advanced Materials entered into an Asset Purchase Agreement on September 14, 2026, to acquire specified assets of Searles Valley Minerals Inc. and related entities through a Section 363 bankruptcy sale. The acquisition includes critical mineral production facilities, approximately 9,000 acres of brine resources, a short-line railroad, and related infrastructure in California, with total consideration of approximately $3.4 million in cash, 8.3 million shares of common stock, and a $6.2 million promissory note. This is a material acquisition that transforms the company from a pre-revenue development company into an operating producer, disclosed under Item 1.01 (Entry into a Material Definitive Agreement).","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-15T13:01:46.115870+00:00","company_name":"5E Advanced Materials, Inc.","ticker":"FEAV","filing_date":"2026-09-15"},{"id":36985,"accession_number":"0001193125-26-391409","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.75,"reasoning":"Item 3.02 discloses an unregistered sale of 8,300,000 shares of common stock as part of the consideration for the Searles Valley Minerals asset acquisition. While the transaction is primarily an M\u0026A activity (Item 1.01), the Item 3.02 section specifically addresses the equity issuance component, which is exempt from registration under Section 4(a)(2). The substantial share issuance (8.3 million shares) as acquisition consideration represents a dilutive equity issuance material to investors, though the broader transaction context suggests ma_activity may also apply.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-15T13:01:46.115870+00:00","company_name":"5E Advanced Materials, Inc.","ticker":"FEAV","filing_date":"2026-09-15"},{"id":36986,"accession_number":"0001193125-26-391409","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"5E Advanced Materials has entered into an Asset Purchase Agreement to acquire certain assets of Searles Valley Minerals through a court-supervised bankruptcy sale under Section 363 of the Bankruptcy Code. The acquisition includes critical mineral production facilities, brine resources, and infrastructure in California, with total consideration of approximately $3.4 million in cash, 8.3 million shares of common stock, and a $6.2 million promissory note. The press release explicitly states this is a transformative transaction that converts the company from a pre-revenue development company into an operating critical minerals producer with established commercial production and an active customer base.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-15T13:01:46.115870+00:00","company_name":"5E Advanced Materials, Inc.","ticker":"FEAV","filing_date":"2026-09-15"}]}