Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(1). Yes ☐ No ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7). Yes ☐ No ☒

This report on Form 6-K of Atlas Corp., or this Report, is hereby incorporated by reference into: the Registration Statement of Atlas Corp. filed with the Securities and Exchange Commission, (the “SEC”), on May 30, 2008 on Form F-3D (Registration No. 333-151329), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on March 31, 2011 on Form S-8 (Registration No. 333-173207), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on June 20, 2013 on Form S-8 (Registration No. 333-189493), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 24, 2012 on Form F-3 (Registration No. 333-180895), as amended on March 22, 2013 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 29, 2014 on Form F-3 (Registration No. 333-195571), as amended on March 6, 2017, April 19, 2017 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on November 28, 2014 on Form F-3 (Registration No. 333-200639), as amended on March 6, 2017, April 19, 2017 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on November 28, 2014 on Form S-8 (Registration No. 333-200640), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on March 12, 2015 on Form F-3D (Registration No. 333-202698), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on June 24, 2016 on Form S-8 (Registration No. 333-212230), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on August 25, 2017 on Form F-3 (Registration No. 333-220176), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on December 21, 2017 on Form S-8 (Registration No. 333-222216), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 13, 2018 on Form F-3D (Registration No. 333-224291), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on April 13, 2018 on Form F-3 (Registration No. 333-224288), as amended on May 3, 2018, May 7, 2018 and February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on September 28, 2018 on Form F-3 (Registration No. 333-227597), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on January 18, 2019 on Form F-3 (Registration No. 333-229312), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on March 27, 2019 on Form F-3 (Registration No. 333-230524), as amended on February 28, 2020, the Registration Statement of Atlas Corp. filed with the SEC on May 11, 2020 on Form F-3 (Registration No. 333-238178), as supplemented on December 7, 2020, the Registration Statement of Atlas Corp. filed with the SEC on June 30, 2020 on Form S-8 (Registration No. 333-239578), the Registration Statement of Atlas Corp filed with the SEC on March 19, 2021 on Form F-3 (Registration No. 333-254536), and the Registration Statement of Atlas Corp filed with the SEC on July 16, 2021 on Form F-3 (Registration No. 333-257967).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ATLAS CORP.

Date: November 10, 2021	By:	/s/ Graham Talbot
		Graham Talbot
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

EXHIBIT I

ATLAS CORP.
REPORT ON FORM 6-K FOR THE QUARTER ENDED SEPTEMBER 30, 2021

INDEX

PART I — FINANCIAL INFORMATION		1

Item 1 — Interim Consolidated Financial Statements (Unaudited)		1

Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations		30

Item 3 — Quantitative and Qualitative Disclosures About Market Risk		46

PART II — OTHER INFORMATION		47

Item 1 — Legal Proceedings		47

Item 1A — Risk Factors		47

Item 2 — Unregistered Sales of Equity Securities and Use of Proceeds		47

Item 3 — Defaults Upon Senior Securities		47

Item 4 — Mine Safety Disclosures		47

Item 5 — Other Information		47

Item 6 — Exhibits		47

Unless we otherwise specify, when used in this Report, (i) the terms “Atlas”, the “Company”, “we”, “our” and “us” refer to Atlas Corp. and its subsidiaries, (ii) the term “Seaspan” refers to Seaspan Corporation and its subsidiaries and (iii) the term “APR Energy” refers to Apple Bidco Limited, its subsidiary APR Energy Ltd., and APR Energy Ltd.’s subsidiaries.

ATLAS CORP.

PART I — FINANCIAL INFORMATION

ITEM 1 — INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

ATLAS CORP.

Interim Consolidated Balance Sheets

(Unaudited)

(Expressed in millions of United States dollars, except number of shares and par value amounts)

	September 30,			December 31,
	2021			2020
Assets
Current assets:
Cash and cash equivalents	$	257.6		$	304.3
Accounts receivable		91.2			75.9
Inventories		58.3			60.2
Prepaid expenses and other		34.1			33.9
Net investment in lease (note 6)		13.7			10.7
Acquisition related assets		101.5			99.3
		556.4			584.3

Property, plant and equipment (note 7)		7,047.4			6,974.7
Vessels under construction (note 8)		1,019.9			42.0
Right-of-use assets (note 9)		756.4			841.2
Net investment in lease (note 6)		578.0			418.6
Goodwill		75.3			75.3
Deferred tax assets		26.1			19.3
Derivative instruments (note 20(c))		2.4			—
Other assets (note 10)		344.7			333.7
	$	10,406.6		$	9,289.1
Liabilities and shareholders' equity
Current liabilities:
Accounts payable and accrued liabilities	$	166.3		$	134.1
Deferred revenue		21.1			28.2
Income tax payable		109.7			110.4
Long-term debt - current (note 11)		377.4			332.1
Operating lease liabilities - current (note 12)		154.7			160.9
Other financing arrangements - current (note 13)		92.7			64.1
Other liabilities - current (note 14)		65.7			24.8
		987.6			854.6

Long-term debt (note 11)		3,955.9			3,234.0
Operating lease liabilities (note 12)		592.2			669.3
Other financing arrangements (note 13)		1,096.9			801.7
Derivative instruments (note 20(c))		38.5			63.0
Other liabilities (note 14)		19.4			40.9
Total liabilities		6,690.5			5,663.5

Cumulative redeemable preferred shares, $0.01 par value; 12,000,000 issued and outstanding (2020 – nil) (note 16 (e))		296.9			—

Shareholders’ equity:
Share capital (note 16):
Preferred shares; $0.01 par value; 150,000,000 shares authorized (2020 – 150,000,000); 20,118,833 shares issued and outstanding (2020 – 33,335,570) Common shares; $0.01 par value; 400,000,000 shares authorized (2020 – 400,000,000); 247,007,590 shares issued and outstanding (2020 – 246,277,351); 727,351 shares held in treasury (2020 – 727,351)		2.4			2.4
Additional paid in capital		3,524.0			3,842.7
Deficit		(87.8	)		(199.2	)
Accumulated other comprehensive loss		(19.4	)		(20.3	)
		3,419.2			3,625.6
	$	10,406.6		$	9,289.1

Commitments and contingencies (note 19)

Subsequent events (note 21)

See accompanying notes to interim consolidated financial statements.

ATLAS CORP.

Interim Consolidated Statements of Operations

(Unaudited)

(Expressed in millions of United States dollars, except per share amounts)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2021			2020			2021			2020
Revenue (note 4)	$	451.9		$	386.2		$	1,218.4		$	1,058.4
Operating expenses:
Operating expenses		86.1			78.2			245.2			205.0
Depreciation and amortization		106.6			103.9			284.7			264.6
General and administrative		16.6			21.1			55.6			51.3
Indemnity claim under acquisition agreement (note 10)		(13.6	)		—			(29.1	)		—
Operating leases (note 12)		36.5			37.0			109.4			113.7
		232.2			240.2			665.8			634.6
Operating earnings		219.7			146.0			552.6			423.8
Other expenses (income):
Interest expense		50.0			45.3			151.4			145.7
Interest income		(0.6	)		(0.9	)		(2.8	)		(3.4	)
Loss on debt extinguishment (note 11(e))		70.9			—			127.0			—
Loss (gain) on derivative instruments (note 20(c))		0.2			2.2			(6.8	)		34.0
Other expenses		4.5			10.8			17.2			16.3
		125.0			57.4			286.0			192.6
Net earnings before income tax		94.7			88.6			266.6			231.2
Income tax expense (note 15)		0.1			4.5			8.4			12.5
Net earnings	$	94.6		$	84.1		$	258.2		$	218.7
Earnings per share (note 17):
Common share, basic	$	0.32		$	0.27		$	0.85		$	0.70
Common share, diluted	$	0.30		$	0.27		$	0.78		$	0.68

See accompanying notes to interim consolidated financial statements.

ATLAS CORP.

Interim Consolidated Statements of Comprehensive Income

(Unaudited)

(Expressed in millions of United States dollars)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net earnings	$	94.6	$	84.1	$	258.2	$	218.7
Other comprehensive income:
Amounts reclassified to net earnings during the period relating to cash flow hedging instruments (note 20(c))		0.3		0.3		0.9		1.0
Comprehensive income	$	94.9	$	84.4	$	259.1	$	219.7

See accompanying notes to interim consolidated financial statements.

ATLAS CORP.

Interim Consolidated Statements of Shareholders’ Equity and Cumulative Redeemable Preferred Shares

(Unaudited)

(Expressed in millions of United States dollars, except number of shares and per share amounts)

Three months ended September 30, 2021

	Series J cumulative redeemable				Number of		Number of							Additional						Accumulated other			Total
	preferred shares				common		preferred			Common		Preferred		paid-in						comprehensive			shareholders’
	Shares		Amount		shares		shares			shares		shares		capital			Deficit			loss			equity
Balance, June 30, 2021 carried forward		12,000,000	$	296.9		246,952,839		33,335,570		$	2.1	$	0.3	$	3,851.7		$	(133.1	)	$	(19.7	)	$	3,701.3
Net earnings		—		—		—		—			—		—		—			94.6			—			94.6
Other comprehensive income		—		—		—		—			—		—		—			—			0.3			0.3
Issuance of common shares from unissued acquisition related equity consideration (note 2)		—		—		48,573		—			—		—		—			—			—			—
Redemption of preferred shares (note 16(b))								(13,216,737	)		—		—		(330.4	)		—			—			(330.4	)
Dividends on common shares ($0.125 per share)		—		—		—		—			—		—		—			(31.6	)		—			(31.6	)
Dividends on preferred shares (Series D - $0.50 per share; Series E - $0.35 per share; Series G - $0.35 per share; Series H - $0.49 per share; Series I - $0.50 per share; Series J - $0.24 per share;)		—		—		—		—			—		—		—			(17.4	)		—			(17.4	)
Shares issued through dividend reinvestment program		—		—		6,178		—			—		—		0.1			(0.1	)		—			—
Share-based compensation expense		—		—		—		—			—		—		2.6			(0.2	)		—			2.4
Balance, September 30, 2021		12,000,000	$	296.9		247,007,590		20,118,833		$	2.1	$	0.3	$	3,524.0		$	(87.8	)	$	(19.4	)	$	3,419.2

See accompanying notes to interim consolidated financial statements.

ATLAS CORP.

Interim Consolidated Statements of Shareholders’ Equity

(Unaudited)

(Expressed in millions of United States dollars, except number of shares and per share amounts)

Three months ended September 30, 2020

																Accumulated
	Number of			Number of						Additional						other			Total
	common			preferred		Common		Preferred		paid-in						comprehensive			shareholders'
	shares			shares		shares		shares		capital			Deficit			loss			equity
Balance, June 30, 2020, carried forward		246,792,132			33,335,570	$	2.1	$	0.3	$	3,845.6		$	(207.5	)	$	(20.9	)	$	3,619.6
Net earnings		—			—		—		—		—			84.1			—			84.1
Other comprehensive income		—			—		—		—		—			—			0.3			0.3
Shares issued through dividend reinvestment program		8,461			—		—		—		0.1			—			—			0.1
Share-based compensation expense		1,000,000			—		—		—		1.7			—			—			1.7
Issuance of common shares from unissued acquisition related equity consideration (note 2)		81,037			—		—		—		—			—			—			—
Return of common shares to unissued acquisition related equity consideration		(727,351	)		—		—		—		—			—			—			—
Cancellation of unissued acquisition related equity		(1,122,290	)		—		—		—		(12.5	)		—			—			(12.5	)
Other		—			—		—		—		—			(1.1	)		—			(1.1	)
Balance, September 30, 2020		246,031,989			33,335,570	$	2.1	$	0.3	$	3,834.9		$	(124.5	)	$	(20.6	)	$	3,692.2

See accompanying notes to interim consolidated financial statements.

ATLAS CORP.

Interim Consolidated Statements of Shareholders’ Equity and Cumulative Redeemable Preferred Shares

(Unaudited)

(Expressed in millions of United States dollars, except number of shares and per share amounts)

Nine months ended September 30, 2021

	Series J cumulative redeemable				Number of		Number of							Additional						Accumulated other			Total
	preferred shares				common		preferred			Common		Preferred		paid-in						comprehensive			shareholders’
	Shares		Amount		shares		shares			shares		shares		capital			Deficit			loss			equity
Balance, December 31, 2020 carried forward		—	$	—		246,277,338		33,335,570		$	2.1	$	0.3	$	3,842.7		$	(199.2	)	$	(20.3	)	$	3,625.6
Net earnings		—		—		—		—			—		—		—			258.2			—			258.2
Other comprehensive income		—		—		—		—			—		—		—			—			0.9			0.9
Issuance of common shares from unissued acquisition related equity consideration (note 2)		—		—		342,837		—			—		—		—			—			—			—
Series J preferred shares issued (note 11(e) and 16(e))		12,000,000		296.9		—		—			—		—		—			—			—			—
Redemption of preferred shares (note 16(b))		—		—		—		(13,216,737	)						(330.4	)								(330.4	)
Warrants for Fairfax Notes		—		—		—		—			—		—		3.0			—			—			3.0
Dividends on common shares ($0.375 per share)		—		—		—		—			—		—		—			(94.7	)		—			(94.7	)
Dividends on preferred shares (Series D - $1.49 per share; Series E - $1.38 per share; Series G - $1.37 per share; Series H - $1.48 per share; Series I - $1.50 per share; Series J - $0.24 per share;)		—		—		—		—			—		—		—			(51.0	)		—			(51.0	)
Shares issued through dividend reinvestment program		—		—		19,001		—			—		—		0.2			(0.2	)		—			—
Share-based compensation expense		—		—