atm-detectionlisted

# ATM Detection ATM offerings are the dominant slow-bleed dilution mechanism in small caps. Detecting them requires **inference from multiple co-occurring signals** — no single filing or phrase is sufficient. Most quant pipelines either miss them entirely (looking only for 8-K item 3.02) or flag every S-3 as ATM (false positives that drown the signal). ## Core inference rule **An ATM is ACTIVE only when all three are true:** 1. There is an **effective shelf registration** (S-3, S-3ASR, F-3) AND 2. There is a **sales agreement** with a placement agent referenced in a recent 424B prospectus supplement (typically 424B5 for US, 424B4 for FPIs) AND 3. The agreement / supplement contains language explicitly authorizing **at-the-market** sales (vs. a one-shot registered direct). Missing any one of these = NOT an active ATM (could be dormant shelf, could be a registered direct, could be a private placement). ## Required signals (decision matrix) | Signal | Where it lives | What to look for | |--------|---------------|------------------| | Effective shelf | S-3 / S-3ASR / F-3 with `effective` status | `effectiveDate` is set | | Placement agent retained | 424B5 / 424B4 cover or "Plan of Distribution" section | Named agent (one or more) | | ATM authorization language | 424B prospectus supplement OR underlying sales agreement (often filed as Ex-1.1 or Ex-10.x to an 8-K) | See phrase list below | | Active ATM (not just authorized) | Subsequent 10-Q "Stockholders' Equity" o