5E Advanced Materials Files 8-K with Key Agreements

TL;DR

5E Advanced Materials filed an 8-K on June 11, 2024, detailing material agreements, financial obligations, and equity sales.

AI Summary

On June 11, 2024, 5E Advanced Materials, Inc. entered into a material definitive agreement and created a direct financial obligation. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. Specific details regarding the agreement, financial obligation, and equity sales were not provided in this summary.

Why It Matters

This filing indicates significant corporate actions, including new financial obligations and equity transactions, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements, financial obligations, and unregistered equity sales, which can introduce financial and operational risks.

Key Players & Entities

• 5E Advanced Materials, Inc. (company) — Registrant
• June 11, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common stock, $0.01 par value per share FEAM The Nasdaq
• $6.0 million — tes in an aggregate principal amount of $6.0 million (the "Notes"), comprised of $3.0 millio
• $3.0 million — 6.0 million (the "Notes"), comprised of $3.0 million of Notes to each of Bluescape and Ascen
• $1.5 million — the issuance and sale, Ascend assigned $1.5 million of its Notes to Meridian. The material

Filing Documents

• feam-20240611.htm (8-K) — 42KB
• feam-ex10_1.htm (EX-10.1) — 265KB
• 0000950170-24-071957.txt ( ) — 457KB
• feam-20240611.xsd (EX-101.SCH) — 24KB
• feam-20240611_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. As previously disclosed, on May 28, 2024, 5E Advanced Materials, Inc. (the "Company") entered into a second amendment ("Amendment No. 2") to its Amended and Restated Note Purchase Agreement, dated as of January 18, 2024 (as amended by Amendment No. 2, the "Amended and Restated Note Purchase Agreement"), by and among the Company, BEP Special Situations IV LLC ("Bluescape"), Ascend Global Investment Fund SPC, for and on behalf of Strategic SP ("Ascend"), Meridian Investments Corporation ("Meridian" and, collectively with Bluescape and Ascend, the "Purchasers"), and Alter Domus (US) LLC, as collateral agent, related to the Company's outstanding 4.50% senior secured convertible notes. The material terms of Amendment No. 2, including the Amended and Restated Note Purchase Agreement included as Annex A thereto, were previously reported in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on May 28, 2024, and Amendment No. 2, including the Amended and Restated Note Purchase Agreement included as Annex A thereto, was filed as Exhibit 10.1 to such report, all of which are incorporated herein by reference. On June 11, 2024, in accordance with the terms of Amendment No. 2 and the Amended and Restated Note Purchase Agreement, the Company issued and sold new senior secured convertible notes in an aggregate principal amount of $6.0 million (the "Notes"), comprised of $3.0 million of Notes to each of Bluescape and Ascend. Following the issuance and sale, Ascend assigned $1.5 million of its Notes to Meridian. The material terms of the Notes were previously reported in the Company's Current Report on Form 8-K filed with the SEC on May 28, 2024, which is incorporated herein by reference. Also on June 11, 2024, in connection with the issuance and sale of the Notes and pursuant to Amendment No. 2, the Company entered into a Second Amended and Restated Investor and Registrati

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 10.1 Second Amended and Restated Investor and Registration Rights Agreement, dated June 11, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 5E Advanced Materials, Inc. Date: June 11, 2024 By: /s/ Paul Weibel Paul Weibel Chief Executive Officer

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View this 8-K filing on SEC EDGAR