M&A - SEAPORT GLOBAL ASSET MANAGEMENT LLC

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Form Type: SCHEDULE 13D

Filing Date: 2025-05-08

Corporate Action: Acquisition

Type: New

Accession Number: 000095017025067179

Filing Summary: On January 2, 2025, Mars Acquisition Corp. completed a business combination with ScanTech Identification Beam Systems, LLC, resulting in ScanTech becoming a subsidiary of ScanTech AI Systems Inc. At the Closing, ScanTech's units were exchanged for shares of Common Stock of the Issuer. Seaport Global Asset Management LLC, through its managed entity Seaport Group SIBS LLC, received 5,554,792 shares of Common Stock as part of the merger consideration and warrants to purchase 3 million shares. Seaport provided a $1 million investment to the Issuer through a Promissory Note, converting some of its debt into equity in February 2025. Additionally, Seaport participated in a structured transaction leading to the issuance of 2,249,230 shares as a result of extended credit facilities to ScanTech. After reviewing its investment strategy, Seaport may acquire more shares or dispose of its current holdings based on market conditions. Notably, on April 2, 2025, SIBS exercised the warrants acquired during the business combination and received further shares as part of agreements terminating certain credit facilities. The current ownership stake reflects proactive management of investments and strategic engagement with the Issuer's operations and financial health.

Additional details:

Member Name: Stephen C. Smith


Company: ScanTech AI Systems Inc.


Address: 1735 Enterprise Drive Buford GA 30518


Address Management: 360 Madison Avenue, 23rd Floor, New York, NY 10017


Firm Name: Proskauer Rose LLP


Firm Address: 1001 Pennsylvania Ave. NW, Suite 600 Washington DC 20004


Senior Unsecured Promissory Note Amount: 1 million


Shares Received From Merger: 5,554,792


Warrants Exercised: 3 million


Exercise Price: 0.01


Credit Facility Termination Amount: 2,250,000


Loan Agreements Termination Amount: 2,600,000


Total Shares Received Termination: 5,350,000


Shares Issue Date: April 17, 2025


Shares Conversion Amount: 303,951


Shares Conversion Date: February 18, 2025


Shares Directly Held By: SIBS


Shares Outstanding As Of: 38,614,310


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