American Battery Technology Company Announces Pricing of $5M Registered Direct Offering

Rhea-AI Summary

American Battery Technology Company (NASDAQ: ABAT) has announced a $5 million registered direct offering, comprising 5,000,000 shares of common stock and warrants to purchase an additional 5,000,000 shares. The combined offering is priced at $1.00 per share and accompanying warrant, with warrants exercisable at $1.10 per share for five years from issuance. The offering, expected to close around December 23, 2024, involves two follow-on institutional investors. A.G.P./Alliance Global Partners serves as the sole placement agent. The net proceeds will be reduced by placement agent fees, offering expenses, and a required 20% excess cash payment to existing debtholders.

Positive

• Secured $5 million in additional funding through registered direct offering
• Warrants provide potential for additional future capital at $1.10 per share

Negative

• Offering price of $1.00 per share indicates significant discount to market
• 20% excess cash payment required to existing debtholders reduces net proceeds
• Share dilution impact on existing stockholders
• Additional potential dilution from 5 million warrant shares

Insights

Financial Analyst

This $5M registered direct offering signals significant dilution for ABAT shareholders, with 5 million new shares priced at $1.00 per share - a substantial 33% discount to recent trading prices. The accompanying warrants, exercisable at $1.10, create additional potential dilution of 5 million shares. The timing and pricing suggest urgent capital needs, as quality companies typically avoid such discounted offerings. The required 20% excess cash payment to existing debtholders further strains the capital raise's efficiency. For a company with a market cap of only $65.6M, this offering represents nearly 8% immediate dilution, potentially doubling to 16% if all warrants are exercised. The involvement of institutional investors provides some validation, but the terms indicate significant financial pressure. Simple explanation: Imagine a pizza cut into 100 slices - this deal adds 5 new slices while charging less than market price for them, making each existing slice worth less.

Battery Technology Expert

The capital raise reflects the intense cash requirements of scaling battery materials production and recycling operations. While the funding provides essential working capital, the amount raised is relatively modest for the capital-intensive battery materials sector. Most successful competitors operate with hundreds of millions in funding to achieve commercial scale. This small raise may only provide a short runway, potentially necessitating additional dilutive funding rounds if significant revenue doesn't materialize quickly. The participation of existing institutional investors suggests some confidence in ABAT's technology, but the terms indicate they're extracting favorable conditions given the company's options. In simpler terms: Building battery recycling facilities is extremely expensive - this funding helps but is like bringing a water gun to fight a forest fire.

Reno, Nev., Dec. 20, 2024 (GLOBE NEWSWIRE) --  American Battery Technology Company (NASDAQ: ABAT), an integrated critical battery materials company that is commercializing its technologies for both primary battery minerals manufacturing and secondary minerals lithium-ion battery recycling, today announced it has entered into a securities purchase agreements with two follow-on institutional investors for the purchase and sale of 5,000,000 shares of its common stock and warrants to purchase up to an aggregate of 5,000,000 shares of common stock in a registered direct offering at a combined offering price of $1.00 per share and accompanying warrant. The warrants have an exercise price of $1.10 per share, will be exercisable immediately from the date of issuance and will expire five years from the initial exercise date.

The gross proceeds of the offering will be approximately $5 million before deducting placement agent fees and other estimated offering expenses payable by the company and making a required 20% excess cash payment to certain of the company’s existing debtholders. The closing of the offering is expected to take place on or about December 23, 2024, subject to the satisfaction of customary closing conditions.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.

A shelf registration statement on Form S-3 (File No. 333-276329) relating to the offering of the securities described above was declared effective by the Securities and Exchange Commission (SEC) on June 24, 2024. The offering may be made only by means of a base prospectus and accompanying prospectus supplement. A prospectus supplement relating to the offering will be filed with the SEC. Electronic copies will be available on the SEC’s website at www.sec.gov or by contacting A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at prospectus@allianceg.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About American Battery Technology Company
American Battery Technology Company, headquartered in Reno, Nevada, has pioneered first-of-kind technologies to unlock domestically manufactured and recycled battery metals critically needed to help meet the significant demand from the electric vehicle, stationary storage, and consumer electronics industries.  Committed to a circular supply chain for battery metals, ABTC works to continually innovate and master new battery metals technologies that power a global transition to electrification and the future of sustainable energy.

Forward-Looking Statements  
This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, are "forward-looking statements." For example, the company is using forward-looking statements in this press release when it discusses the expected closing date of the offering and use of proceeds from the offering. Although the company’s management believes that such forward-looking statements are reasonable, it cannot guarantee that such expectations are, or will be, correct. These forward-looking statements involve a number of risks and uncertainties, which could cause the company's future results to differ materially from those anticipated. Potential risks and uncertainties include, among others, risks and uncertainties related to the company's ability to continue as a going concern; general economic conditions and conditions affecting the industries in which the company operates; the uncertainty of regulatory requirements and approvals; fluctuating mineral and commodity prices. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in the company's filings with the SEC, including the Annual Report on Form 10-K for the year ended June 30, 2024. The company assumes no obligation to update any of the information contained or referenced in this press release.

FAQ

What are the key terms of ABAT's December 2024 registered direct offering?

ABAT is offering 5 million shares at $1.00 per share with accompanying warrants to purchase an additional 5 million shares at $1.10 per share, for total gross proceeds of $5 million.

When will ABAT's December 2024 warrants expire?

The warrants will expire five years from their initial exercise date, with immediate exercisability upon issuance.

What is the expected closing date for ABAT's $5M offering?

The offering is expected to close on or about December 23, 2024, subject to customary closing conditions.

How will ABAT use the proceeds from its December 2024 offering?

The proceeds will be used after deducting placement agent fees, offering expenses, and making a required 20% excess cash payment to existing debtholders.

Who is the placement agent for ABAT's December 2024 offering?

A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.