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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Seaport Global Acquisition II Corp - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 12, 2024 |
SC 13G/A 1 schedule13gasgii021224.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing |
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| February 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.3)* Seaport Global Acquisition II Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 7, 2024 |
SC 13G/A 1 p24-0618sc13ga.htm SEAPORT GLOBAL ACQUISITION II CORP SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2023 (Date of Event Which Req |
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| February 2, 2024 |
SC 13G/A 1 p24-0342sc13ga.htm SEAPORT GLOBAL ACQUISITION II CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2023 (Date of event which re |
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| December 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-41075 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as s |
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| November 22, 2023 |
Seaport Global Acquisition II Corp. 360 Madison Avenue, 23rd Floor New York, NY 10017 November 22, 2023 Via EDGAR Submission Mr. John Coleman Ms. Jennifer O’Brien Ms. Kimberly Calder Mr. Timothy Levenberg Ms. Laura Nicholson U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Seaport Global Acquisition II Cor |
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| November 21, 2023 |
Exhibit 99.1 Seaport Global Acquisition II Corp Announces Termination of Merger Agreement with American Battery Materials, Inc. and Redemption of Public Shares New York, November 20, 2023 – Seaport Global Acquisition II Corp. (Nasdaq: SGII) (the “Company”), a special purpose acquisition company, today announced that it has terminated the previously announced agreement and plan of merger (the “merg |
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| November 21, 2023 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of inco |
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| November 15, 2023 |
American Battery Materials Issues Clarification on Status of Reverse Stock Split Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: November 15, 2023 American Battery Materials Issues Clarification on Status of Reverse |
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| November 13, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2023 Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its charter) Delaware 001-41075 87-1326052 (State or other jurisdiction of incorpo |
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| November 8, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: November 8, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 205 |
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| October 26, 2023 |
October 26, 2023 Via EDGAR Submission Ms. Jennifer O’Brien Ms. Kimberly Calder U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Re: Seaport Global Acquisition II Corp. Form 10-Q for Fiscal Quarter Ended June 30, 2023 File No. 001-41075 Dear Ms. O’Brien and Ms. Calder: On behalf of our client, Seaport Global Ac |
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| October 4, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorp |
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| October 4, 2023 |
Exhibit 99.1 1 INVESTOR PRESENTATION | October 2023 Extracting American Lithium DLE DIRECT LITHIUM EXTRACTION 2 Proposed Transaction in millions, except per share values Pro forma capitalization Shares outstanding 21.0 Price per share $10.00 Equity value $210.0 (-) Cash to balance sheet $46.0 (+) Debt - Enterprise value $164.0 Pro forma ownership (# shares) ABM shares 12.0 Sponsor shares 3.6 Publi |
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| October 4, 2023 |
Exhibit 99.1 1 INVESTOR PRESENTATION | October 2023 Extracting American Lithium DLE DIRECT LITHIUM EXTRACTION 2 Proposed Transaction in millions, except per share values Pro forma capitalization Shares outstanding 21.0 Price per share $10.00 Equity value $210.0 (-) Cash to balance sheet $46.0 (+) Debt - Enterprise value $164.0 Pro forma ownership (# shares) ABM shares 12.0 Sponsor shares 3.6 Publi |
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| October 4, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: October 4, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 2054 |
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| September 29, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: September 28, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 2 |
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| September 26, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: September 26, 2023 Seaport Global Acquisition II Corp. and American Battery Materials, |
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| September 22, 2023 |
As filed with the Securities and Exchange Commission on September 22, 2023 Table of Contents As filed with the Securities and Exchange Commission on September 22, 2023 Registration No. |
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| September 22, 2023 |
Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-4 (Form Type) SEAPORT GLOBAL ACQUISITION II CORP. |
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| September 18, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: September 18, 2023 AMERICAN BATTERY MATERIALS CONFIRMS COMMITMENT TO $120 MILLION MERG |
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| September 15, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: September 15, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 2 |
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| September 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 12, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporati |
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| August 28, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2023 Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its charter) Delaware 001-41075 87-1326052 (State or other jurisdiction of incorporatio |
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| August 21, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: August 21, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 2054 |
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| August 21, 2023 |
Exhibit 10.1 SECOND AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of August 16, 2023, to the Investment Management Trust Agreement (the “Trust Agreement”) is made by and between Seaport Global Acquisition II Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein s |
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| August 21, 2023 |
Amendment to Amended and Restated Certificate of Incorporation Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. Pursuant to Section 242 of the Delaware General Corporation Law SEAPORT GLOBAL ACQUISITION II CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Seaport Gl |
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| August 21, 2023 |
Amendment to Amended and Restated Certificate of Incorporation Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. Pursuant to Section 242 of the Delaware General Corporation Law SEAPORT GLOBAL ACQUISITION II CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Seaport Gl |
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| August 21, 2023 |
Exhibit 10.1 SECOND AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of August 16, 2023, to the Investment Management Trust Agreement (the “Trust Agreement”) is made by and between Seaport Global Acquisition II Corp. (the “Company”) and Continental Stock Transfer & Trust Company, as trustee (“Trustee”). All terms used but not defined herein s |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorp |
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| August 15, 2023 |
SEC File Number: 001-41075 CUSIP Number: 81221H 105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 14, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: August 14, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 2054 |
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| August 14, 2023 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorp |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| July 24, 2023 |
Exhibit 99.1 AMERICAN BATTERY MATERIALS ACQUIRES SUBSTANTIAL MINING CLAIMS TO INCREASE DOMESTIC PRODUCTION OF LITHIUM Company Releases Updated Technical Report Detailing Claim Expansion to 14,300 Acres GREENWICH, Conn., July 24, 2023 - American Battery Materials, Inc. (OTC Pink: BLTH) (“ABM”, the “Company”), an environmentally responsible minerals exploration and development company focused on dir |
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| July 24, 2023 |
Exhibit 96.1 TECHNICAL REPORT SUMMARY ABM LISBON VALLEY LITHIUM PROJECT SAN JUAN COUNTY, UTAH, USA Effective Date: July 6, 2023 Prepared for: American Battery Materials, Inc. By: Bradley C. Peek, MSc., CPG Peek Consulting, Inc. V.07.2023.02 American Battery Materials Lisbon Valley Lithium Technical Report Summary San Juan County, Utah Page ii Lisbon Valley Lithium Project Prepared for TABLE OF CON |
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| July 24, 2023 |
Exhibit 96.1 TECHNICAL REPORT SUMMARY ABM LISBON VALLEY LITHIUM PROJECT SAN JUAN COUNTY, UTAH, USA Effective Date: July 6, 2023 Prepared for: American Battery Materials, Inc. By: Bradley C. Peek, MSc., CPG Peek Consulting, Inc. V.07.2023.02 American Battery Materials Lisbon Valley Lithium Technical Report Summary San Juan County, Utah Page ii Lisbon Valley Lithium Project Prepared for TABLE OF CON |
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| July 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorpor |
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| July 24, 2023 |
Exhibit 99.1 AMERICAN BATTERY MATERIALS ACQUIRES SUBSTANTIAL MINING CLAIMS TO INCREASE DOMESTIC PRODUCTION OF LITHIUM Company Releases Updated Technical Report Detailing Claim Expansion to 14,300 Acres GREENWICH, Conn., July 24, 2023 - American Battery Materials, Inc. (OTC Pink: BLTH) (“ABM”, the “Company”), an environmentally responsible minerals exploration and development company focused on dir |
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| July 24, 2023 |
Exhibit 99.2 INVESTOR PRESENTATION | July 2023 | v6.0.0 Extracting American Lithium OTC: BLTH Safe Harbor The statements contained in this presentation that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as “may”, “will”, “could”, “should”, “expect”, “plan”, “project”, “intend”, “anticipate”, “believe”, “estima |
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| July 24, 2023 |
Exhibit 99.2 INVESTOR PRESENTATION | July 2023 | v6.0.0 Extracting American Lithium OTC: BLTH Safe Harbor The statements contained in this presentation that are not historical facts are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Words such as “may”, “will”, “could”, “should”, “expect”, “plan”, “project”, “intend”, “anticipate”, “believe”, “estima |
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| July 24, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: July 24, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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| July 14, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: July 14, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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| July 14, 2023 |
Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1, dated as of July 14, 2023 (this “Amendment No. 1”), to the Agreement and Plan of Merger, dated as of June 1, 2023 (the “Merger Agreement”), by and among Seaport Global Acquisition II Corp., a Delaware corporation (“Acquiror”), Lithium Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and American Battery Mater |
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| July 14, 2023 |
Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1, dated as of July 14, 2023 (this “Amendment No. 1”), to the Agreement and Plan of Merger, dated as of June 1, 2023 (the “Merger Agreement”), by and among Seaport Global Acquisition II Corp., a Delaware corporation (“Acquiror”), Lithium Merger Sub, Inc., a Delaware corporation (“Merger Sub”), and American Battery Mater |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorpor |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| June 16, 2023 |
INVESTOR PRESENTATION | J un e 202 3 | v 5 . 0 . 4 Extracting American Lithium OTC: BLTH Exhibit 99.1 INVESTOR PRESENTATION | J un e 202 3 | v 5 . 0 . 4 Extracting American Lithium OTC: BLTH Safe Harbor The statements contained in this presentation that are not historical facts are forward - looking statements as defined in the Private Securities Litigation Reform Act of 1995 . Words such as “may”, “will”, “could”, “should”, “expect”, “plan”, “project”, “intend”, “anticipate”, “believ |
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| June 16, 2023 |
INVESTOR PRESENTATION | J un e 202 3 | v 5 . 0 . 4 Extracting American Lithium OTC: BLTH Exhibit 99.1 INVESTOR PRESENTATION | J un e 202 3 | v 5 . 0 . 4 Extracting American Lithium OTC: BLTH Safe Harbor The statements contained in this presentation that are not historical facts are forward - looking statements as defined in the Private Securities Litigation Reform Act of 1995 . Words such as “may”, “will”, “could”, “should”, “expect”, “plan”, “project”, “intend”, “anticipate”, “believ |
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| June 16, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: June 15, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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| June 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorpor |
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| June 14, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorpor |
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| June 14, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: June 14, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 |
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| June 14, 2023 |
Exhibit 99.1 American Battery Materials, Inc. Expands Board and Strategic Relationships to Accelerate Lithium Extraction Development New Director, Advisors Bring Unique Expertise to Rapidly Developing Lithium Market GREENWICH, Conn., June 14, 2023 - American Battery Materials, Inc. (OTC Pink: BLTH) (“ABM”, the “Company”), an environmentally responsible minerals exploration and development company |
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| June 14, 2023 |
Exhibit 99.1 American Battery Materials, Inc. Expands Board and Strategic Relationships to Accelerate Lithium Extraction Development New Director, Advisors Bring Unique Expertise to Rapidly Developing Lithium Market GREENWICH, Conn., June 14, 2023 - American Battery Materials, Inc. (OTC Pink: BLTH) (“ABM”, the “Company”), an environmentally responsible minerals exploration and development company |
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| June 9, 2023 |
Technical Report Summary – Lisbon Valley Lithium Project – San Juan County, Utah Exhibit 96.1 TECHNICAL REPORT SUMMARY ABM LISBON VALLEY LITHIUM PROJECT SAN JUAN COUNTY, UTAH, USA Effective Date: May 15, 2023 Prepared for: American Battery Materials, Inc. By: Bradley C. Peek, MSc., CPG Peek Consulting, Inc. V.05.2023.03 American Battery Materials Lisbon Valley Lithium Technical Report Summary San Juan County, Utah TABLE OF CONTENTS 1. SUMMARY 1 1.1 Introduction 1 1.2 Pr |
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| June 9, 2023 |
Exhibit 99.1 American Battery Materials, Inc. Releases New Technical Report Summary on its Lisbon Valley Lithium Project GREENWICH, Conn., June 9, 2023 - American Battery Materials, Inc. (OTC Pink: BLTH) (“ABM”, the “Company”), an environmentally responsible minerals exploration and development company focused on direct lithium extraction (DLE) and other critical minerals for the global energy tra |
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| June 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorpora |
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| June 9, 2023 |
Technical Report Summary – Lisbon Valley Lithium Project – San Juan County, Utah Exhibit 96.1 TECHNICAL REPORT SUMMARY ABM LISBON VALLEY LITHIUM PROJECT SAN JUAN COUNTY, UTAH, USA Effective Date: May 15, 2023 Prepared for: American Battery Materials, Inc. By: Bradley C. Peek, MSc., CPG Peek Consulting, Inc. V.05.2023.03 American Battery Materials Lisbon Valley Lithium Technical Report Summary San Juan County, Utah TABLE OF CONTENTS 1. SUMMARY 1 1.1 Introduction 1 1.2 Pr |
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| June 9, 2023 |
Exhibit 99.1 American Battery Materials, Inc. Releases New Technical Report Summary on its Lisbon Valley Lithium Project GREENWICH, Conn., June 9, 2023 - American Battery Materials, Inc. (OTC Pink: BLTH) (“ABM”, the “Company”), an environmentally responsible minerals exploration and development company focused on direct lithium extraction (DLE) and other critical minerals for the global energy tra |
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| June 9, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: June 9, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 F |
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| June 2, 2023 |
Exhibit 10.4 Execution Version Date: May 31, 2023 To: Seaport Global Acquisition II Corp., a Delaware limited liability company (“Seaport” or “SGII”) and American Battery Materials, Inc., a Delaware corporation (“Target”). Address: 360 Madison Avenue, 20th Floor New York, NY 10017 From: (i) Meteora Special Opportunity Fund I, LP (“MSOF”), (ii) Meteora Capital Partners, LP (“MCP”) and (iii) Meteora |
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| June 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorpora |
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| June 2, 2023 |
Exhibit 10.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 1, 2023, is made and entered into by and among Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), Seaport Global SPAC II LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed un |
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| June 2, 2023 |
Exhibit 10.3 SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of June 1, 2023, is made by and among (i) Seaport Global Acquisition II Corp., a Delaware corporation (“Acquiror”), (ii) Seaport Global SPAC II, LLC, a Delaware limited liability company (the “Sponsor”), and holder of Class A common stock, par value $0.0001 per share (“Class A Common Stock”), and war |
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| June 2, 2023 |
Exhibit 99.1 Seaport Global Acquisition II Corp. and American Battery Materials Announce Definitive Business Combination Agreement to Create Nasdaq Listed Company · Expected to accelerate American Battery Materials’ transition into a leading provider of domestically sourced Lithium critical to the global energy transition · ABM is focused on environmentally friendly direct lithium extraction (DLE) |
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| June 2, 2023 |
Exhibit 10.2 STOCKHOLDER SUPPORT AGREEMENT This STOCKHOLDER SUPPORT AGREEMENT (this “Agreement”), dated as of June 1, 2023, is made by and among (i) Seaport Global Acquisition II Corp., a Delaware corporation (“Acquiror”), (ii) American Battery Materials, Inc., a Delaware corporation (the “Company”), and (iii) the undersigned holders (each a “Supporting Company Stockholder” and collectively, the “ |
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| June 2, 2023 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of June 1, 2023 by and among SEAPORT GLOBAL ACQUISITION II CORP., LITHIUM MERGER SUB, INC., and AMERICAN BATTERY MATERIALS, INC. TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 3 1.01 Definitions 3 1.02 Construction 17 1.03 Knowledge 17 1.04 Equitable Adjustments 17 Article II THE MERGER; CLOSING 18 2.01 Merger 18 2.02 Effects of the Merger 18 |
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| June 2, 2023 |
Filed by Seaport Global Acquisition II Corp. This communication is filed pursuant to Rule 425 under the United States Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: American Battery Materials, Inc. Commission File Number: 001-41594 Date: June 2, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 F |
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| May 15, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2023 Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its charter) Delaware 001-41075 87-1326052 (State or other jurisdiction of incorporati |
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| April 4, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41075 |
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| April 3, 2023 |
SEC File Number: 001-41075 CUSIP Number: 81221H 105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 24, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) Stephen Smith 360 Madison Avenue, 23rd Floor New York, NY 212-616-7700 (Name, Address and Telephone Number of Person Authorized t |
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| February 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of inco |
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| February 16, 2023 |
Exhibit 10.1 THIS CONVERTIBLE PROMISSORY NOTE (THIS “NOTE”) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFER |
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| February 15, 2023 |
Amendment to Amended and Restated Certificate of Incorporation Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. Pursuant to Section 242 of the Delaware General Corporation Law SEAPORT GLOBAL ACQUISITION II CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Seaport Global Ac |
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| February 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of inco |
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| February 14, 2023 |
SC 13G 1 schedule13gsgii2142023.htm SGII 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2022 (Date of Event which Requires Fil |
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| February 14, 2023 |
SC 13G 1 sgii.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check |
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| February 14, 2023 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.2)* Seaport Global Acquisition II Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) |
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| February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 8, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporation |
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| February 9, 2023 |
Form of Voting and Non-Redemption Agreement EX-10.1 2 tm236051d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of [•], 2023 by and between Seaport Global Acquisition II Corp., a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Sections 5, 8, 9 and 10, Seaport Global SPAC II, LLC, |
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| February 9, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 8, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporation |
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| February 9, 2023 |
Form of Voting and Non-Redemption Agreement Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of [•], 2023 by and between Seaport Global Acquisition II Corp., a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Sections 5, 8, 9 and 10, Seaport Global SPAC II, LLC, a Delaware limited liability company (the “ |
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| February 8, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 7, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporation |
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| February 8, 2023 |
Form of Voting and Non-Redemption Agreement Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of [•], 2023 by and between Seaport Global Acquisition II Corp., a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Sections 5, 8, 9 and 10, Seaport Global SPAC II, LLC, a Delaware limited liability company (the “ |
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| February 8, 2023 |
Form of Voting and Non-Redemption Agreement Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of [•], 2023 by and between Seaport Global Acquisition II Corp., a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Sections 5, 8, 9 and 10, Seaport Global SPAC II, LLC, a Delaware limited liability company (the “ |
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| February 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 7, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporation |
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| February 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission |
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| February 2, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designa |
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| February 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission |
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| January 26, 2023 |
SC 13G/A 1 p23-0169sc13ga.htm SEAPORT GLOBAL ACQUISITION II CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2022 (Date of event which re |
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| January 24, 2023 |
Form of Voting and Non-Redemption Agreement Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of [•], 2023 by and between Seaport Global Acquisition II Corp., a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Section 7 and 8, Seaport Global SPAC II, LLC, a Delaware limited liability company (the “Sponsor” |
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| January 24, 2023 |
VOTING AND NON-REDEMPTION AGREEMENT Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of [•], 2023 by and between Seaport Global Acquisition II Corp., a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Section 7 and 8, Seaport Global SPAC II, LLC, a Delaware limited liability company (the “Sponsor” |
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| January 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 23, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporation |
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| January 24, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 23, 2023 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of incorporation |
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| January 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| January 23, 2023 |
DEF 14A 1 tm234232d1def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (a |
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| January 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defi |
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| December 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: x Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| December 22, 2022 |
CORRESP 1 filename1.htm December 22, 2022 Via edgar U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: Jeffrey Lewis Kristi Marrone Re: Seaport Global Acquisition II Corp. Form 10-K for the fiscal year ended December 31, 2021 Filed April 1, 2022 File No. 001-41075 Ladies and Gentlemen: On behalf of our client Seaport Global Ac |
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| November 14, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 12, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 16, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 1, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 1, 2022 |
Description of Registered Securities* Exhibit 4.5 DESCRIPTION OF SECURITIES ? The following descriptions of securities of Seaport Global Acquisition II Corp. (the ?company,? ?we? or ?us?) is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to the company?s amended and restated certificate of incorporation, bylaws and the company?s warrant agreement with Continental Stock Transf |
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| April 1, 2022 |
NT 10-K 1 tm223840d2nt10k.htm FORM NT 10-K SEC File Number: 001-41075 CUSIP Number: 81221H 105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2021 ¨ Transition Report on Form 10-K ¨ Transition Report on |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| February 14, 2022 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Seaport Global Acquisition II Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement |
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| February 11, 2022 |
SC 13G 1 SGIIU.htm SC 13G SGIIU UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H204 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this St |
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| February 11, 2022 |
SC 13G/A 1 sgii13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check t |
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| February 4, 2022 |
Kepos Capital LP - SEAPORT GLOBAL ACQUISITION II CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H105 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designa |
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| December 23, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2021 Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its charter) Delaware 001-41075 87-1326052 (State or other jurisdiction of incorpo |
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| November 30, 2021 |
Exhibit 99.2 SEAPORT GLOBAL ACQUISITION II CORP. ANNOUNCES THE SEPARATE TRADING OF ITS CLASS A COMMON STOCK AND WARRANTS, COMMENCING ON DECEMBER 1, 2021 New York, NY, November 30, 2021 ? Seaport Global Acquisition II Corp. (Nasdaq: SGIIU) (the ?Company?) announced today that, commencing on December 1, 2021, holders of the units (the ?Units?) sold in the Company?s initial public offering may elect |
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| November 30, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 19, 2021 Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its charter) Delaware 001-41075 87-1326052 (State or other jurisdiction of incorporatio |
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| November 30, 2021 |
SEAPORT GLOBAL ACQUISITION II CORP EX-99.1 2 tm2134026d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 SEAPORT GLOBAL ACQUISITION II CORP PAGE Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of November 19, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Seaport Global Acquisition II Corp. Opinion on the Financial |
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| November 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 81221H2041 (CUSIP Number) November 17, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| November 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 81221H2041 (CUSIP Number) November 17, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| November 29, 2021 |
ADAGE CAPITAL PARTNERS GP, L.L.C. - SEAPORT GLOBAL ACQUISITION II CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 81221H204** (CUSIP Number) November 19, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to desig |
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| November 26, 2021 |
Saba Capital Management, L.P. - FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Seaport Global Acquisition II Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 81221H204 (CUSIP Number) November 17, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th |
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| November 22, 2021 |
Exhibit 10.6 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of November 17, 2021, by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), and [ ] (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they ar |
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| November 22, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of November 17, 2021, by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the ?Trustee?). WHEREAS, the Company?s registration statement |
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| November 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2021 SEAPORT GLOBAL ACQUISITION II CORP. (Exact name of registrant as specified in its charter) Delaware 001-41075 86-1326052 (State or other jurisdiction of inco |
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| November 22, 2021 |
Seaport Global Acquisition II Corp. Announces Pricing of $125 Million Initial Public Offering Exhibit 99.3 Seaport Global Acquisition II Corp. Announces Pricing of $125 Million Initial Public Offering New York, NY, November 17, 2021 ? Seaport Global Acquisition II Corp. (the ?Company?) today announced the pricing of its initial public offering of 12,500,000 units at a price of $10.00 per unit. The units are expected to be listed for trading on the Nasdaq Global Market under the ticker symb |
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| November 22, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of November 17, 2021, is by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an in |
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| November 22, 2021 |
Amended and Restated Certificate of Incorporation Exhibit 3.1 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. November 17, 2021 Seaport Global Acquisition II Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1.?????????????The name of the Corporation is ?Seaport Global Acquisition II Corp.?. The original certific |
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| November 22, 2021 |
Exhibit 1.1 12,500,000 Units Seaport Global Acquisition II Corp. UNDERWRITING AGREEMENT November 17, 2021 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), proposes to sell to you and, as applicable, to the several underwriters named in Schedul |
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| November 22, 2021 |
Exhibit 10.4 November 17, 2021 Seaport Global Acquisition II Corp. 360 Madison Avenue 20th Floor New York, NY 10017 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Seaport Global Acquisition II Corp., a Delaware corporation (the ?C |
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| November 22, 2021 |
Exhibit 10.5 SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 10017 November 17, 2021 Seaport Global SPAC II, LLC 360 Madison Avenue, 20th Floor New York, NY 10017 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Seaport Global Acquisition II Corp. (the ?Company?) and Seaport Global SPAC II, LLC (?Sponsor?), dated as of |
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| November 22, 2021 |
Exhibit 10.3 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of November 17, 2021, is made and entered into by and among Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), Seaport Global SPAC II LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under H |
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| November 22, 2021 |
Exhibit 10.1 PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of November 17, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?) and Seaport Global SPAC II, LLC, a Delaware limited liability company (the ?Purchaser?). WHER |
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| November 18, 2021 |
$125,000,000 Seaport Global Acquisition II Corp. 12,500,000 Units 424B4 1 tm2125442-10424b4.htm 424B4 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-260623 PROSPECTUS $125,000,000 Seaport Global Acquisition II Corp. 12,500,000 Units Seaport Global Acquisition II Corp. is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or simila |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its charter) Delaware 86-1326052 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identi |
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| November 15, 2021 |
Seaport Global Acquisition II Corp. 360 Madison Avenue, 20th Floor New York, NY 10017 November 15, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Austin Wood Re: Seaport Global Acquisition II Corp. Registration Statement on Form S-1 File No. 333-260623 Mr. Wood: Pursuant to Rule 461 under the Securities Act of |
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| November 15, 2021 |
November 15, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Austin Wood Re: Seaport Global Acquisition II Corp. Registration Statement on Form S-1 File No. 333-260623 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), B. RILEY SECURITIES, INC., as re |
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| November 10, 2021 |
EX-10.7 13 tm2125442d9ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers |
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| November 10, 2021 |
Exhibit 10.4 FORM OF REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), Seaport Global SPAC II LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under H |
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| November 10, 2021 |
Form of Amended and Restated Certificate of Incorporation* Exhibit 3.2 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. [ ], 2021 Seaport Global Acquisition II Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Seaport Global Acquisition II Corp.?. The original certificate of incorporation |
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| November 10, 2021 |
Exhibit 10.8 SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 10017 [ ], 2021 Seaport Global SPAC II, LLC 360 Madison Avenue, 20th Floor New York, NY 10017 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Seaport Global Acquisition II Corp. (the ?Company?) and Seaport Global SPAC II, LLC (?Sponsor?), dated as of the date |
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| November 10, 2021 |
TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on November 10, 2021 under the Securities Act of 1933, as amended.? Registration No. 333-260623? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? Seaport Global Acquisition II Corp. (Exact name of registrant a |
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| November 10, 2021 |
Exhibit 10.6 FORM OF PRIVATE PLACEMENT WARRANT PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?) and Seaport Global SPAC II, LLC, a Delaware limited liability company (the ?Purchaser?). WHER |
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| November 10, 2021 |
Exhibit 10.3 FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021, by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the ?Trustee?). WHEREAS, the Company?s registration statement |
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| November 10, 2021 |
Exhibit 10.1 [ ], 2021 Seaport Global Acquisition II Corp. 360 Madison Avenue 20th Floor New York, NY 10017 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?) |
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| November 10, 2021 |
EX-4.3 6 tm2125442d9ex4-3.htm EXHIBIT 4.3 Exhibit 4.3 EXHIBIT A [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW SEAPORT GLOBAL ACQUISITION II CORP. Incorporated Under the Laws of the State of Delaware CUSIP [•] Warrant Certificate This Warrant Certif |
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| November 10, 2021 |
EX-4.1 4 tm2125442d9ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 81221H 204 SEAPORT GLOBAL ACQUISITION II CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) |
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| November 10, 2021 |
Exhibit 4.4 FORM OF WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021, is by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an in |
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| November 10, 2021 |
Form of Underwriting Agreement* Exhibit 1.1 12,500,000 Units Seaport Global Acquisition II Corp. UNDERWRITING AGREEMENT [?], 2021 B. Riley Securities, Inc. 299 Park Avenue New York, NY 10171 As Representative of the several Underwriters Ladies and Gentlemen: Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), proposes to sell to you and, as applicable, to the several underwriters named in Schedule I here |
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| November 10, 2021 |
Specimen Class A Common Stock Certificate* Exhibit 4.2 NUMBER NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 81221H 105 SEAPORT GLOBAL ACQUISITION II CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF SEAPORT GLOBAL ACQUISITION II CORP. (THE ?COMPANY?) transferable |
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| November 1, 2021 |
Exhibit 3.3 BYLAWS OF SEAPORT GLOBAL ACQUISITION II CORP. ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of Seaport Global Acquisition II Corp. (the ?Corporation?) within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporatio |
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| November 1, 2021 |
TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on October 29, 2021 under the Securities Act of 1933, as amended.? Registration No. 333-???????? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? Seaport Global Acquisition II Corp. (Exact name of registrant as specified in its |
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| November 1, 2021 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Seaport Global Acquisition II Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Se |
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| November 1, 2021 |
Exhibit 4.4 FORM OF WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021, is by and between Seaport Global Acquisition II Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an in |
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| November 1, 2021 |
EX-10.5 6 tm2125442d6ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 15219 June 21, 2021 Seaport Global SPAC II, LLC 360 Madison Avenue, 20th Floor New York, NY 10017 Ladies and Gentlemen: Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Seaport Global SPAC II, LLC, a Del |
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| November 1, 2021 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file and record this Certificate of Incorporation, and does hereby certify as follows: FIRST. The name of the corporation is Seaport Global Acquisition II Corp. (the ?Corporation?). SECOND. The address of the |
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| November 1, 2021 |
Promissory Note dated June 21, 2021, issued to Seaport Global SPAC II, LLC. Exhibit 10.2 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COM |
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| November 1, 2021 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Seaport Global Acquisition II Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Se |
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| November 1, 2021 |
Consent of Shelley Greenhaus.* Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Seaport Global Acquisition II Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Se |
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| October 18, 2021 |
CERTIFICATE OF INCORPORATION SEAPORT GLOBAL ACQUISITION II CORP. EX-3.1 2 filename2.htm Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file and record this Certificate of Incorporation, and does hereby certify as follows: FIRST. The name of the corporation is Seaport Global Acquisition II Corp. (the “Corporation”). SECO |
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| October 18, 2021 |
EX-4.4 4 filename4.htm Exhibit 4.4 FORM OF WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Comp |
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| October 18, 2021 |
TABLE OF CONTENTS Amendment No. 1 to Confidential Draft Submission This draft registration statement is being submitted confidentially to the U.S. Securities and Exchange Commission on October 15, 2021 and is not being publicly filed under the Securities Act of 1933, as amended.? Registration No. 333-???????? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM S-1 RE |
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| October 18, 2021 |
SEAPORT GLOBAL ACQUISITION II CORP. ARTICLE I Exhibit 3.3 BYLAWS OF SEAPORT GLOBAL ACQUISITION II CORP. ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of Seaport Global Acquisition II Corp. (the “Corporation”) within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporatio |
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| October 18, 2021 |
SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 15219 Exhibit 10.5 SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 15219 June 21, 2021 Seaport Global SPAC II, LLC 360 Madison Avenue, 20th Floor New York, NY 10017 Ladies and Gentlemen: Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Seaport Global SPAC II, LLC, a Delaware limited liability company (the “Subscri |
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| October 18, 2021 |
EX-10.2 5 filename5.htm Exhibit 10.2 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE |
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| October 15, 2021 |
October 15, 2021 Via edgar U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Attention: William Demarest Austin Wood James Lopez Robert Telewicz Re: Seaport Global Acquisition II Corp. Draft Registration Statement on Form S-1 CIK 0001869824 Ladies and Gentlemen: On behalf of Seaport Global Acquisition II Corp., a Delaware corporation (t |
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| August 31, 2021 |
SEAPORT GLOBAL ACQUISITION II CORP. ARTICLE I Exhibit 3.3 BYLAWS OF SEAPORT GLOBAL ACQUISITION II CORP. ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of Seaport Global Acquisition II Corp. (the “Corporation”) within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporatio |
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| August 31, 2021 |
TABLE OF CONTENTS This confidential draft submission is being submitted confidentially to the U. |
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| August 31, 2021 |
CERTIFICATE OF INCORPORATION SEAPORT GLOBAL ACQUISITION II CORP. Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SEAPORT GLOBAL ACQUISITION II CORP. The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file and record this Certificate of Incorporation, and does hereby certify as follows: FIRST. The name of the corporation is Seaport Global Acquisition II Corp. (the “Corporation”). SECOND. The address of the |
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| August 31, 2021 |
EX-4.4 4 filename4.htm Exhibit 4.4 FORM OF WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Comp |
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| August 31, 2021 |
Exhibit 10.2 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COM |
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| August 31, 2021 |
SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 15219 EX-10.5 6 filename6.htm Exhibit 10.5 SEAPORT GLOBAL ACQUISITION II CORP. 360 Madison Avenue, 20th Floor New York, NY 15219 June 21, 2021 Seaport Global SPAC II, LLC 360 Madison Avenue, 20th Floor New York, NY 10017 Ladies and Gentlemen: Seaport Global Acquisition II Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Seaport Global SPAC II, LLC, a Delaware limited liabili |
