SGII extends business combination deadline to Feb 2024 and removes redemption NTA limit

Seaport Global Acquisition II Corp.

Extended deadline from Aug 19, 2023 to Feb 19, 2024 via up to six one-month extensions, approved by stockholders on Aug 14.
Removed covenant restricting redemptions if net tangible assets fall below $5,000,001.
Filed Charter amendment (Exhibit 3.1) and Trust Agreement amendment (Exhibit 10.1) to implement changes.
Proposed business combination with American Battery Materials, Inc. (ABM) remains pending.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Seaport Global Acquisition II Corp.: Extended the business combination deadline and removed the $5,000,001 net tangible asset redemption limitation (effective 2023-08-16).

Change: charter amendment
Effective: 2023-08-16

Exact text from the filing

The Amendment (i) allows the Company to extend the date by which it has to consummate a business combination for an initial period from August 19, 2023, by up to six one month extensions to February 19, 2024 (or such earlier date as determined by the Board) and (ii) removes the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934) of less than $5,000,001.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Seaport Global Acquisition II Corp. amended Trust Amendment with Continental Stock Transfer & Trust Company (effective 2023-08-16).

Action: amendment
Counterparty: Continental Stock Transfer & Trust Company
Effective: 2023-08-16

Exact text from the filing

On August 16, 2023, Seaport Global Acquisition II Corp. (the “Company” or “SGII”) entered into an amendment (the “Trust Amendment”) to that certain investment trust agreement dated November 17, 2021 (the “Trust Agreement”), as amended by the Amendment No. 1 dated February 14, 2023, by an between the Company and Continental Stock Transfer & Trust company, a New York corporation, as trustee, to extend the business combination period for up to six one-month extensions from August 19, 2023 to February 19, 2024.

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Source: SEC EDGAR

accession 0001104659-23-093970

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