NAUTICUS SECOND LIEN RESTRUCTURING AGREEMENTRestructuring Agreement • January 5th, 2024 • Nauticus Robotics, Inc. • General industrial machinery & equipment, nec • New York
THIS NAUTICUS SECOND LIEN RESTRUCTURING AGREEMENT (this “Agreement”) is entered into as of December 31, 2023, among NAUTICUS ROBOTICS, INC. (f/k/a Cleantech Acquisition Corp.), a Delaware corporation (the “Company”), NAUTICUS ROBOTICS HOLDINGS, INC. (f/k/a Nauticus Robotics, Inc.), a Texas corporation (the “Nauticus Sub”), NAUTIWORKS LLC, a Delaware limited liability company (“NautiWorks”), NAUTICUS ROBOTICS FLEET LLC, a Delaware limited liability company (“Nauticus Fleet”), NAUTICUS ROBOTICS USA LLC, a Delaware limited liability company ( “Nauticus USA”, and together with the Company, the Nauticus Sub, NautiWorks, Nauticus Fleet and the other debtor parties joined to the Pledge and Security Agreement from time to time, collectively, the “Debtors”) and the undersigned investor (the “Investor”), in its capacity as a holder of the Investor Warrant (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 5th, 2024 • Nauticus Robotics, Inc. • General industrial machinery & equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 31, 2023, between Nauticus Robotics, Inc., a Texas corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
FIRST AMENDMENT TO SENIOR SECURED TERM LOAN AGREEMENTSenior Secured Term Loan Agreement • January 5th, 2024 • Nauticus Robotics, Inc. • General industrial machinery & equipment, nec • New York
THIS FIRST AMENDMENT TO SENIOR SECURED TERM LOAN AGREEMENT (this “Agreement”) is entered into as of December 31, 2023, among NAUTICUS ROBOTICS, INC. (f/k/a Cleantech Acquisition Corp.), a Delaware corporation (the “Company”), the undersigned guarantors (the “Guarantors” and together with the Company, collectively, the “Group Members” and each a “Group Member”), and ATW SPECIAL SITUATIONS II LLC, a Delaware limited liability company and each other Lender providing an Incremental Loan hereunder (each an “Incremental Lender” and collectively, the “Incremental Lenders”).
