--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-24-009851" form_type: "8-K" ticker: "KITT" cik: "0001849820" company_name: "Nauticus Robotics, Inc." filed_at: "2024-02-05T23:59:59+00:00" generated_at: "2026-06-06T09:20:57.849988+00:00" event_type: "debt" sentiment: "neutral" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Nauticus Robotics secures ~$13.3M in new debt financing and extends debt maturity ## Summary - New $9.55M term loan at 15% interest, convertible at $0.4582/share, plus $3.75M incremental loan. - Exchanged existing convertible debentures for new ones totaling ~$36M aggregate principal, due 2026. - Proceeds to fund Aquanaut robot certification and general working capital; Piper Sandler retained for strategic review. - Warrants exercise price adjusted to $0.0001, reducing potential dilution by 351,724 shares. - Company aims to deploy augmented autonomy for subsea robots, targeting efficiency improvements >20%. ## SEC filing metadata - accession: 0001213900-24-009851 - form_type: 8-K - ticker: KITT - cik: 0001849820 - company_name: Nauticus Robotics, Inc. - filed_at: 2024-02-05T23:59:59+00:00 - event_type: debt - sentiment: neutral - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 1.02, 2.03, 3.02, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/0001213900-24-009851-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/ea192745-8k425_nauticus.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-24-009851 - JSON: https://secwatch.observer/filing/0001213900-24-009851.json - Plain text: https://secwatch.observer/filing/0001213900-24-009851.txt ## Key facts - Debt Financings Nauticus Robotics, Inc. incurred term loan of aggregate $9.55 million of secured term loans with ATW Special Situations Management LLC, ATW Special Situations III LLC, Material Impact Fund II, L.P., VHG Investments LLC, ATW II LLC, ATW I LLC at 15% per annum maturing earliest of: (a) the third anniversary of the date of the Term Loan Agreement, (b) the maturity of the Indebtedness under that certain Senior Secured Term Loan. - Instrument: term loan - Principal: aggregate $9.55 million of secured term loans - Counterparty: ATW Special Situations Management LLC, ATW Special Situations III LLC, Material Impact Fund II, L.P., VHG Investments LLC, ATW II LLC, ATW I LLC - Rate: 15% per annum - Maturity: earliest of: (a) the third anniversary of the date of the Term Loan Agreement, (b) the maturity of the Indebtedness under that certain Senior Secured Term Loan - Event: incurrence source text: the Company also entered into a senior secured term loan agreement (the “Term Loan Agreement”) with ATW Special Situations Management LLC (“ATW Management”), as collateral agent (in such capacity, the “Collateral Agent”) and lender, and ATW Special Situations III LLC (“ATW III”), Material Impact, VHG Investments LLC (“VHG Investments”), ATW II LLC and ATW I LLC, as lenders (collectively, the “Lenders”). The Term Loan Agreement provides the Company with an aggregate $9.55 million of secured term loans (the “Loans”). evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/0001213900-24-009851-index.htm - Debt Financings Nauticus Robotics, Inc. incurred term loan of aggregate principal amount of $3,753,144 with ATW II and Material Impact at same terms as the Additional Term Loans. - Instrument: term loan - Principal: aggregate principal amount of $3,753,144 - Counterparty: ATW II and Material Impact - Rate: same terms as the Additional Term Loans - Event: incurrence source text: the Company also entered into a Second Agreement Regarding Incremental Loans, dated as of January 30, 2024 (the “Second Agreement”), by and among the Company, the guarantors (as defined in the Second Agreement), and ATW II and Material Impact, as incremental lenders. The Second Agreement provides the Company with an incremental loan in the aggregate principal amount of $3,753,144 (the “January 2024 Incremental Loan”). evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/0001213900-24-009851-index.htm - Material Agreements Nauticus Robotics, Inc. entered into Senior Secured Term Loan Agreement with ATW Special Situations Management LLC and others valued at $9.55 million (effective 2024-01-30). - Action: entry - Agreement: credit facility - Counterparty: ATW Special Situations Management LLC and others - Value: $9.55 million - Effective: 2024-01-30 source text: On January 30, 2024, the Company also entered into a senior secured term loan agreement (the “Term Loan Agreement”) with ATW Special Situations Management LLC (“ATW Management”), as collateral agent (in such capacity, the “Collateral Agent”) and lender, and ATW Special Situations III LLC (“ATW III”), Material Impact, VHG Investments LLC (“VHG Investments”), ATW II LLC and ATW I LLC, as lenders (collectively, the “Lenders”). The Term Loan Agreement provides the Company with an aggregate $9.55 million of secured term loans evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/0001213900-24-009851-index.htm - Material Agreements Nauticus Robotics, Inc. entered into Second Agreement Regarding Incremental Loans with ATW Special Situations II LLC and Material Impact Fund II, L.P. valued at $3,753,144 (effective 2024-01-30). - Action: entry - Agreement: credit facility - Counterparty: ATW Special Situations II LLC and Material Impact Fund II, L.P. - Value: $3,753,144 - Effective: 2024-01-30 source text: the Company also entered into a Second Agreement Regarding Incremental Loans, dated as of January 30, 2024 (the “Second Agreement”), by and among the Company, the guarantors (as defined in the Second Agreement), and ATW II and Material Impact, as incremental lenders. The Second Agreement provides the Company with an incremental loan in the aggregate principal amount of $3,753,144 evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/0001213900-24-009851-index.htm - Material Agreements Nauticus Robotics, Inc. amended Second Amendment to Senior Secured Term Loan Agreement with required lenders (effective 2024-01-30). - Action: amendment - Agreement: credit facility - Counterparty: required lenders - Effective: 2024-01-30 source text: On January 30, 2024, Nauticus Robotics, Inc., a Delaware corporation (the “Company”), entered into a Second Amendment to Senior Secured Term Loan Agreement, dated as of January 30, 2024 (the “Second Amendment”), by and among the Company, the guarantors (as defined in the Second Amendment) and the required lenders (as defined in the Second Amendment), which amended that certain Senior Secured Term Loan Agreement, dated as of September 18, 2023 evidence_url: https://www.sec.gov/Archives/edgar/data/1849820/000121390024009851/0001213900-24-009851-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.