---
schema_version: "secwatch.filing_event.v1"
accession: "0001213900-23-080516"
form_type: "8-K"
ticker: "BLTH"
cik: "0001487718"
company_name: "AMERICAN BATTERY MATERIALS, INC."
filed_at: "2023-09-28T23:59:59+00:00"
generated_at: "2026-06-10T07:35:43.334824+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# American Battery Materials amends $1.55M convertible notes, issues $450K new notes tied to Seaport merger

## Summary
- Amended convertible notes with five holders totaling $1.55M; conversions delayed until after Seaport merger or six months.
- Issued 15.6M shares as consideration for amendments; additional shares may be issued if merger valuation lower.
- Issued new $450K convertible notes to two investors; 7.5% interest, discount conversion tied to uplist trigger.
- Issued 4.5M shares to note purchasers; voluntary conversion after 180 days at 65% of VWAP.
- All transactions support proposed merger with Seaport Global Acquisition II Corp. (SGII).

## SEC filing metadata
- accession: 0001213900-23-080516
- form_type: 8-K
- ticker: BLTH
- cik: 0001487718
- company_name: AMERICAN BATTERY MATERIALS, INC.
- filed_at: 2023-09-28T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 3.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1487718/000121390023080516/0001213900-23-080516-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1487718/000121390023080516/ea186019-8k425_ameribatt.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001213900-23-080516
- JSON: https://secwatch.observer/filing/0001213900-23-080516.json
- Plain text: https://secwatch.observer/filing/0001213900-23-080516.txt

## Key facts
- Debt Financings
  AMERICAN BATTERY MATERIALS, INC. amended convertible notes of $1,550,000 with five holders.
  - Instrument: convertible notes
  - Principal: $1,550,000
  - Counterparty: five holders
  - Event: amendment
  source text: The Company entered into a Convertible Note Amendment Agreement (each, an “ Amendment Agreement ”) with each of the five holders (each, a “ Holder ”, and collectively, the “ Holders ”) of convertible notes in the cumulative principal amount of $1,550,000 issued by the Company (each, a “ Note ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1487718/000121390023080516/0001213900-23-080516-index.htm
- Debt Financings
  AMERICAN BATTERY MATERIALS, INC. incurred convertible notes of $250,000 and $200,000 with two investors at 7.5% interest per annum maturing 12-months.
  - Instrument: convertible notes
  - Principal: $250,000 and $200,000
  - Counterparty: two investors
  - Rate: 7.5% interest per annum
  - Maturity: 12-months
  - Event: incurrence
  source text: The Company entered into a Note Purchase Agreement (the “ Purchase Agreement ”) with two investors (each, a “ Purchaser ”) pursuant to which, among other things, each Purchaser purchased from the Company a convertible note (the “ New Notes ”) in the original principal amounts of $250,000 and $200,000, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1487718/000121390023080516/0001213900-23-080516-index.htm
- Material Agreements
  AMERICAN BATTERY MATERIALS, INC. amended Convertible Note Amendment Agreement with five holders of convertible notes valued at Amendment of convertible notes totaling $1,550,000 principal; delay of voluntary conversions; issuan (effective 2023-09-22).
  - Action: amendment
  - Agreement: notes offering
  - Counterparty: five holders of convertible notes
  - Value: Amendment of convertible notes totaling $1,550,000 principal; delay of voluntary conversions; issuan
  - Effective: 2023-09-22
  source text: On 22 September 2023, American Battery Materials, Inc. (the “ Company ”) closed the following related transactions: A. Amendment of Convertible Notes : The Company entered into a Convertible Note Amendment Agreement (each, an “ Amendment Agreement ”) with each of the five holders (each, a “ Holder ”, and collectively, the “ Holders ”) of convertible notes in the cumulative principal amount of $1,550,000 issued by the Company (each, a “ Note ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1487718/000121390023080516/0001213900-23-080516-index.htm
- Material Agreements
  AMERICAN BATTERY MATERIALS, INC. entered into Note Purchase Agreement with two investors valued at Issuance of new convertible notes in original principal amounts of $250,000 and $200,000; 12-month m (effective 2023-09-22).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: two investors
  - Value: Issuance of new convertible notes in original principal amounts of $250,000 and $200,000; 12-month m
  - Effective: 2023-09-22
  source text: The Company entered into a Note Purchase Agreement (the “ Purchase Agreement ”) with two investors (each, a “ Purchaser ”) pursuant to which, among other things, each Purchaser purchased from the Company a convertible note (the “ New Notes ”) in the original principal amounts of $250,000 and $200,000, respectively.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1487718/000121390023080516/0001213900-23-080516-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.