Nauticus Robotics, a developer of ocean robots and artificial intelligence for autonomous services to the offshore industries, entered into a senior secured term loan agreement with existing stakeholders, Transocean, ATW Partners, Material Impact and RCB Equities. The term loan agreement provides Nauticus with up to $20 million in secured term loans, of which $11.6 million has already been funded.
The loans are convertible at $6.00 per share of common stock, subject to certain customary anti-dilution adjustments as described in the Term loan agreement, at the option of each lender, until the date that the loans are no longer outstanding. The company is actively discussing a larger round of capital with new investors, beyond the available capacity of the term loan agreement, to support its service offering expansion.
“We are thrilled to have secured this funding and we sincerely appreciate the trust and commitment shown by our long-term investors, Transocean, ATW, Material Impact and RCB. Their continued investment underscores confidence in the company’s strategic direction and growth potential,” Nicolaus Radford, CEO of Nauticus, said. “Our autonomous service offering will have a hugely positive impact on our customers’ costs, safety, and the environment. We are excited about the opportunities this financing provides as we continue to build out our fleet of robots.”
All obligations under the Loans are secured by a first priority lien on substantially all assets of the company. The outstanding principal amount of the loans under the term loan agreement will bear interest at the rate of 12.50% per annum, payable quarterly in arrears on the first day of each calendar quarter commencing April 1, 2024. The loans are coterminous with the company’s existing convertible debt, which now holds a second lien position, as disclosed in the amendment to securities purchase agreement, senior secured convertible debentures and pledge and security agreement. The outstanding principal amount of the loans is prepayable at the company’s option pro rata to each lender upon at least five days prior written notice to each lender. the loans will mature on the earliest of: (a) the third anniversary of the date of the term loan agreement, (b) 91 days prior to the maturity of the debentures and (c) the date on which the company next receives additional debt financing from one or more sources (excluding, for the avoidance of doubt, as a result of the exercise of any warrants of the company existing as of the date of the term loan agreement) in an aggregate amount of at least $35 million.
