Atlas Energy Solutions Inc. Goodwill & Intangibles Disclosure

Note 4 – Goodwill and Acquired Intangible Assets

Goodwill

The Company has applied the acquisition method of accounting in accordance with ASC 805, “Business Combinations,” and recognized assets acquired and liabilities assumed from acquisitions at their fair value as of the date of acquisition, with the excess purchase consideration recorded to goodwill. As the Company finalizes the estimation of the fair value of the assets acquired and liabilities assumed, additional adjustments to the amount of goodwill may be necessary, refer to Note 3 - Acquisitions for further discussion.

Goodwill is evaluated at least annually on October 1, or more frequently when events and circumstances occur indicating recorded goodwill may be impaired. Goodwill is tested at the reporting unit level, which is at our business segments. Goodwill acquired from the Hi-Crush Transaction and PropFlow Acquisition were allocated to the sand and logistics segment. Goodwill acquired from the Moser Acquisition was allocated to the power segment.

We determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value after considering qualitative, market and other factors. If it is determined that it is more likely than not, a quantitative impairment assessment is performed. If the resulting fair value of the reporting unit goodwill is less than the carrying value of the reporting unit goodwill, an impairment loss is recognized in the current period in an amount equal to the excess. The fair value of a reporting unit is determined using significant unobservable inputs, or Level 3 in the fair value hierarchy. The expected future cash flows used for impairment reviews and related fair value calculations are based on subjective, judgmental assessments of the discount rate, projected volumes of sand sold, and product revenue.

Goodwill Impairment Assessment

During the annual impairment assessment, the Company elected to bypass the qualitative assessment and proceed directly to a quantitative goodwill impairment test for the sand and logistics reporting unit given the deterioration in the oilfield services market and a decline in the market price of our common stock. The Company performed a qualitative assessment for the power reporting unit which resulted in no qualitative triggering events identified.

Sand and Logistics

The Company performed a quantitative goodwill assessment utilizing the income approach. Under this approach, we used a discounted cash flow model, which utilized present values of cash flows to estimate fair value. The Company projected the reporting unit’s forecasted cash flows based on internal forecasts, historical performance, external market data, and observable market participant inputs, where available. The terminal period used within the discounted cash flow model included a long-term earnings growth rate. Future cash flows were then discounted using a market-participant, risk-adjusted weighted average cost of capital. Financial and credit market volatility directly impacts our fair value measurement through the weighted average cost of capital used to determine a discount rate. During times of volatility, significant judgment must be applied to determine whether credit market changes are a short-term or long-term trend. These assumptions represent management’s best estimates of future economic conditions and operating performance as of the testing date. Based on the quantitative goodwill impairment analysis performed as of October 1, no impairment of goodwill was indicated. The fair value of the sand and logistics reporting unit exceeded the carrying amount, including assigned goodwill, by a substantial cushion.

No goodwill impairment was recorded for the year ended December 31, 2025. For the year ended December 31, 2024, there were no qualitative triggering events identified, therefore, no impairment charges were recorded related to goodwill.

Acquired Intangible Assets

Amortization expense recognized during the years ended December 31, 2025 and 2024 was $23.5 million and $12.3 million, respectively, and was recorded as amortization expense of acquired intangible assets on the consolidated statements of operations. There was no amortization expense of acquired intangible assets for the year ended December 31, 2023. Refer to Note 3 - Acquisitions for additional information over these acquired intangible assets.

The Company did not recognize impairment of definite-lived intangible assets for the years ended December 31, 2025, 2024, and 2023.