SEC Comment Letter 0000000000-25-008283 to Electra Battery Materials Corp (ELBM)
Electra Battery Materials Corp
Date: Aug. 6, 2025 · CIK: 0001907184 · Accession: 0000000000-25-008283
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-288364
Letter
August 6, 2025 Trent Mell Chief Executive Officer Electra Battery Materials Corporation 133 Richmond Street W, Suite 602 Toronto, ON M5H 2L3 Canada Re:Electra Battery Materials Corporation Amendment No. 1 to Registration Statement on Form F-3 Filed July 28, 2025 File No. 333-288364 Dear Trent Mell: We have reviewed your amended registration statement and have the following comment. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe a comment applies to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our July 21, 2025 letter. Amendment No. 1 to Registration Statement on Form F-3 Exhibits 1.We note the opinion filed as Exhibit 5.2 regarding the legality of the common shares that may be issued pursuant to the "at the market" offering prospectus supplement. Please obtain and file a revised legality opinion to ensure that the opinion does not contain assumptions that are overly broad, that “assume away” the relevant issue, or that assume any of the material facts underlying the opinion or any readily ascertainable facts. Refer to Staff Legal Bulletin 19 at Sections II.B.2.a and II.B.3.a.
August 6, 2025 Page 2 Please contact Michael Purcell at 202-551-5351 or Laura Nicholson at 202-551-3584 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc:Thomas Rose
Show Raw Text
August 6, 2025
Trent Mell
Chief Executive Officer
Electra Battery Materials Corporation
133 Richmond Street W, Suite 602
Toronto, ON M5H 2L3
Canada
Re:Electra Battery Materials Corporation
Amendment No. 1 to Registration Statement on Form F-3
Filed July 28, 2025
File No. 333-288364
Dear Trent Mell:
We have reviewed your amended registration statement and have the following
comment.
Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our July 21, 2025 letter.
Amendment No. 1 to Registration Statement on Form F-3
Exhibits
1.We note the opinion filed as Exhibit 5.2 regarding the legality of the common shares
that may be issued pursuant to the "at the market" offering prospectus supplement.
Please obtain and file a revised legality opinion to ensure that the opinion does not
contain assumptions that are overly broad, that “assume away” the relevant issue, or
that assume any of the material facts underlying the opinion or any readily
ascertainable facts. Refer to Staff Legal Bulletin 19 at Sections II.B.2.a and II.B.3.a.
August 6, 2025
Page 2
Please contact Michael Purcell at 202-551-5351 or Laura Nicholson at 202-551-3584
with any questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc:Thomas Rose