Welcome to our dedicated page for Brazil Potash SEC filings (Ticker: GRO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Brazil Potash Corp. (NYSE American: GRO) files as a foreign private issuer with the U.S. Securities and Exchange Commission, providing investors with regular updates on the development of its Autazes Potash Project in Brazil. This SEC filings page aggregates the company’s Form 20-F annual reports and Form 6-K current reports, along with exhibits such as financial statements, management’s discussion and analysis, material contracts, and governance documents.
Through its Form 6-K filings, Brazil Potash discloses unaudited interim consolidated financial statements and MD&A, details of private placement transactions, securities purchase agreements, warrant terms, and registration rights agreements. These filings also summarize project-level developments, including definitive offtake agreements with Keytrade Fertilizantes Brasil Ltda. and Kimia Solutions Ltda., outlining volume commitments, pricing formulas, take-or-pay obligations, and provisions that allow assignment of receivables for project financing purposes.
Additional 6-K reports cover matters such as the company’s Annual and Special Meeting of Shareholders, director elections, auditor appointments, and amendments to the 2024 Incentive Compensation Plan. Brazil Potash also files disclosures on its decision to follow certain Ontario home country corporate governance practices in place of specific NYSE American shareholder approval rules, providing context on how future equity issuances may be structured.
Investors can use this page to access quarterly and semi-annual financial information, review the legal and commercial terms of key agreements, and understand the company’s capital-raising activities. Real-time updates from EDGAR are combined with AI-powered summaries that highlight the main points of lengthy documents, helping readers quickly identify items such as new offtake contracts, changes in capital structure, governance decisions, and other material events related to the Autazes Project and Brazil Potash’s overall financial condition.
Brazil Potash Corp. is offering up to $125,000,000 of common shares in an at-the-market offering via an Equity Distribution Agreement with Canaccord Genuity LLC and co-agents. Sales may occur from time to time on the NYSE American under the trading symbol GRO.
The offering permits sales as agents or principals and carries a 3.0% commission to the sales agents; proceeds are intended for general corporate purposes and the program may be used in whole or in part.
Registration of $250,000,000 shelf offering. Brazil Potash Corp. filed a Form F-3 to register up to $250,000,000 of common shares, preferred shares, subscription receipts, warrants, rights, debt securities, stock purchase contracts, stock purchase units, depositary shares and units.
The filing includes an at-the-market (ATM) prospectus supplement covering up to $125,000,000 of common shares as part of the $250,000,000 shelf. The base prospectus will be supplemented with specific terms, pricing, distribution methods and net proceeds treatment in future prospectus supplements. Public float was reported as $111,563,743 based on 54,244,915 common shares outstanding and a per-share price of $3.36 as of April 8, 2026.
Brazil Potash Corp. filed an amended Form 20-F/A for the year ended December 31, 2025. The amendment is narrowly focused on updating the exhibits list to add consents that were mistakenly left out of the original annual report.
The company added the consent of its independent registered public accounting firm, MNP LLP, and consents from third-party qualified persons ERCOSPLAN Ingenieurgesellschaft Geotechnik und Bergbau mbH and L&M Assessoria as Exhibits 23.1, 23.2, and 23.3. Other disclosures from the original Form 20-F remain unchanged and are not updated for subsequent events.
Brazil Potash Corp., an Ontario-based company focused on developing the Autazes potash project in Brazil, filed its annual Form 20-F. The company has 53,692,089 ordinary shares outstanding as of December 31, 2025, reports in U.S. dollars, and prepares financials under IFRS. A four-for-one reverse stock split was effected in October 2024 and applied retroactively to all share data. Brazil Potash remains an exploration and development stage issuer with no operating mine, relying on successful permitting, land acquisition, construction and large-scale financing to advance Autazes. Management highlights numerous risks, including Brazilian political and regulatory uncertainty, inflation and currency volatility, climate and environmental regulation, and intense competition in the global potash market. The company discloses a history of losses, negative operating cash flows and states that its financial situation creates substantial doubt about its ability to continue as a going concern.
BRAZIL POTASH CORP. filing: amended Schedule 13G/A reporting beneficial ownership as of February 12, 2026. The amendment lists CD Capital Asset Management Ltd (as investment advisor to CD CNR BPC) with 10,446,999 Common Shares representing 19.58%, and Carmel Daniele with 11,437,124 Common Shares representing 21.43%, which includes 990,125 Common Shares held directly by Ms. Daniele.
Ms. Daniele is identified as founder and Chief Investment Officer of CD CNR BPC and disclaims beneficial ownership of the shares held by CD CNR BPC except for any pecuniary interest. The filing provides voting and dispositive power counts for each reporting person.
Alyeska Investment Group and affiliates have disclosed a significant passive stake in Brazil Potash Corp. They report beneficial ownership of 5,283,342 shares of common stock, representing 9.9% of the class as of December 31, 2025, with shared voting and dispositive power over all reported shares.
The position includes 2,075,975 common shares and 3,050,000 PIPE common shares, plus pre-funded warrants for 4,550,000 shares and warrants for 7,600,000 shares. The warrants are subject to a 9.9% ownership cap, limiting exercisability to 157,367 shares based on 53,367,089 shares outstanding cited from a January 2, 2026 prospectus. The filing certifies the holdings are in the ordinary course of business and not for changing or influencing control.
Investment Company, Inc., a Delaware corporation and investment adviser, reported a passive 7.5% beneficial ownership position in Brazil Potash Corp. common stock on a Schedule 13G.
The filing shows beneficial ownership of 4,000,000 common shares, with sole voting and dispositive power. The position is held through funds it advises, including Special Situations Fund III QP, L.P. and Special Situations Cayman Fund, L.P., via common shares and warrants. The warrants may be exercised only so long as total beneficial ownership does not exceed 9.99% of outstanding common shares. The holder certifies the stake was acquired in the ordinary course of business and not to change or influence control of Brazil Potash Corp.
Brazil Potash Corp. is registering 9,450,000 common shares for resale by selling stockholders and up to 18,550,000 additional common shares issuable upon the exercise of pre-funded and common warrants from a prior private placement. The company will not receive proceeds from resale of existing shares but may receive up to $42,004,550 in gross proceeds if all 4,550,000 pre-funded warrants at $0.001 and 14,000,000 common warrants at $3.00 are exercised for cash, to be used for working capital and general corporate purposes.
Brazil Potash is a pre-revenue mineral exploration and development company advancing the Autazes potash project in Brazil and has secured long-term take-or-pay offtake agreements with Keytrade and Kimia covering large portions of future production to support project financing. The company recently raised approximately $28 million in a private placement of common and pre-funded units at $2.00 and $1.999 per unit, respectively, and lists its common shares on NYSE American under the symbol “GRO.” The prospectus highlights risks including dilution from warrant exercises, potential share price volatility, NYSE American listing compliance, and the early-stage nature of operations.