Stockholders’ Equity

3 Months Ended

Sep. 30, 2021

Equity [Abstract]

Stockholders’ Equity

7. Stockholders’ Equity

The Company’s authorized common stock consists of 1,200,000,000 shares of common stock, with par value of $0.001.

Series A Preferred Stock

The Company has 500,000 shares of Series A Preferred Stock outstanding with a par value of $0.001 as of September 30 and June 30, 2021. The shares allow the holder to vote 1,000 shares for each share of Series A stock in any vote of the shareholders of the Company and the Board is authorized to issue such preferred stock as is necessary. On August 25, 2021, the Board approved a resolution to retire all the outstanding Series A shares of Preferred Stock and is in the process of having these shares cancelled.

Series B Preferred Stock

As of September 30 and June 30, 2021, 2,000,000 shares authorized with a par value of $10.00, no shares issued.

Series C Preferred Stock

On December 18, 2020, the Company issued 48.29 units of Series C Preferred Stock (241,450 shares of Series C preferred stock) at $50,000 per unit for proceeds of $2,414,500. Each unit is comprised of 5,000 shares of Series C Preferred Stock (each share of Series C Preferred Stock is convertible into eighty shares of common stock) and a warrant to purchase 400,000 common shares of the Company at $0.25 per share until December 31, 2023. Each holder is entitled to receive a non-cumulative dividend at 8% per annum at the rate per share. The dividend shall be payable at the Company’s option either in cash or in common shares of the Company. If paid in common shares, the Company shall issue the number of common shares equal to the dividend amount divided by the stated value and then multiplied by eighty.

In addition, on December 18, 2020, the Company issued 8 units of Series C Preferred Stock (40,000 shares of Series C preferred stock) with a fair value of $400,000 for the conversion of $381,622 of note payable and $18,378 of accrued interest.

During the period ended September 30, 2021, the Company converted 167,500 shares of Series C Preferred Stock to 13,400,000 shares of common stock.

Common Stock

Period Ended September 30, 2021

During the period ended September 30, 2021, the Company issued 13,400,000 common shares pursuant to the conversion of 167,500 shares of Series C Preferred Stock at a conversion ratio of 80 shares of common stock for each share of Series C Preferred Stock.

AMERICAN BATTERY TECHNOLOGY COMPANY

Notes to the Condensed Consolidated Financial Statements

For the period ended September 30, 2021

(unaudited) 

7. Stockholders’ Equity (continued)

Period Ended September 30, 2021 (continued)

During the period ended September 30, 2021, the Company issued 25,389,611 units for proceeds of $39,100,001 pursuant to a private placement issuance at $1.54 per share. Each unit is comprised of one common share of the Company and one share purchase warrant, where each share purchase warrant is exercisable into one common share of the Company at $1.75 per share for a period of five years from the issuance date. As part of the financing, the Company paid $2,161,350 of share issuance costs and issued 1,955,000 warrants as a commission fee, which are exercisable at $1.54 per common share for a period of three years from the date of the issuance. The fair value of the commission warrants was $2,699,039 and was determined based on the Black-Scholes option pricing model assuming volatility of 166%, risk-free rate of 0.56%, expected life of three years, and no expected forfeitures or dividends.

During the period ended September 30, 2021, the Company issued 4,500,000 common shares pursuant the exercise of 5,000,000 share purchase warrants for proceeds of $337,500, of which 250,000 share purchase warrants, pursuant an aggregate cash exercise price of $18,750, exercised during the quarter ended June 30, 2021.

During the period ended September 30, 2021, the Company issued 1,125,216 common shares for the cashless exercise of 1,300,000 share purchase warrants, of which 677,300 common shares pursuant to the cashless exercise of 800,000 share purchase warrants, exercised during the quarter ended June 30, 2021.

During the period ended September 30, 2021, the Company issued 9,085,731 common shares for services with a fair value of $14,218,206, including 6,024,040 common shares with a fair value of $9,476,540 to officers and directors. As of September 30, 2021, the Company is due to issue 2,019,527 shares of common stock with a fair value of $3,080,000 for professional services, of which 2,000,000 common shares with a fair value of $3,050,000 as board compensation to two board members of the Company.

On April 2, 2021, the Company entered into a purchase agreement with Tysadco Partners LLC, a Delaware limited company (“Tysadco”). Pursuant to the agreement, Tysadco committed to purchase up to $75,000,000 worth of the Company’s common stock over a period of 24 months. The Company shall have the right, but not the obligation, to direct Tysadco to buy the lesser of $10,000,000 in common stock or 200% of the average shares traded for the five days prior to the closing request date, at a purchase price of 95% of the of the median share price during the five trading days, commencing on the first trading day following delivery and clearing of the delivered shares, with a minimum request of $25,000. During the period ended September 30, 2021, the Company issued 3,000,000 common shares for proceeds of $3,988,005.

Period ended September 30, 2020

During the quarter ended September 30, 2020, the Company issued 13,240,000 common shares with a fair value of $1,582,270 for consulting services, including 2,000,000 shares of common with a fair value of $315,000 to a director of the Company as a management fee

During the quarter ended September 30, 2020, the Company issued 15,153,315 common shares with a fair value of $1,770,232 for the conversion of $594,450 of notes payable, $30,609 of accrued interest, $420 of fees and $1,372,594 of derivative liabilities resulting in a net gain on settlement of $227,841.

On August 27, 2020, the Company issued 5,055,132 common shares for the cashless exercise of warrants.

During the three months ended September 30, 2020, the Company issued 60,625,000 units for proceeds of $2,450,000 received during the nine months ended June 30, 2020. Each unit is comprised of one common share of the Company and 0.8 share purchase warrant where each whole share purchase warrant can be exercised into one common share of the Company at $0.15 per share until October 31, 2024.

As at September 30, 2020, the Company received share subscriptions, net of fees, of $1,343,750 for the future issuance of private placement units at $50,000 per unit, where each unit is comprised of 5,000 shares of Series C Preferred Stock (each share of Series C Preferred Stock is convertible into 80 shares of common stock) and a warrant to purchase 400,000 common shares of the Company at $0.075 per share until December 31, 2023.