M&A - Nauticus Robotics, Inc.

Form Type: 8-K/A

Filing Date: 2025-05-29

Corporate Action: Acquisition

Type: Update

Accession Number: 000184982025000141

Filing Summary: Nauticus Robotics, Inc. filed an amended Form 8-K to update the filing concerning the acquisition of substantially all assets and certain specified liabilities from SeaTrepid International, L.L.C., among other sellers. This acquisition was originally reported on March 25, 2025. The amendment includes necessary financial statements and pro forma information regarding the acquired entities, specifically for the years ended December 31, 2024, and 2023, along with pro forma financials for the three months ended March 31, 2025. Exhibits containing audited financial statements and pro forma statements have been included in this amendment. The amendment does not introduce new changes to the original acquisition agreement but serves to fulfill regulatory requirements concerning financial disclosures.

Form Type: ARS

Filing Date: 2025-04-30

Corporate Action: Acquisition

Type: Update

Accession Number: 000184982025000123

Filing Summary: Nauticus Robotics, Inc. reported on its strategic developments, including a significant acquisition of SeaTrepid International LLC, which provides subsea robotic services. This acquisition, completed on March 20, 2025, enhances Nauticus's capabilities by enabling the seamless communication between SeaTrepid's ROVs and Nauticus's Aquanaut. The company, established through a merger in 2022, focuses on developing fully electric autonomous robotic solutions for subsea applications, predominantly in the offshore energy and defense sectors. Additionally, the company has formed a Strategic Subsea Alliance with Leidos Holdings, Inc. to advance autonomous underwater systems. The report highlights the growing market opportunities in the underwater robotics sector, projected to expand significantly by 2030, driven by automation and sustainability trends. Financial insights and operational highlights are provided, showing a robust balance sheet and ongoing engagement in oil and gas as well as defense contracts.

Form Type: 8-K

Filing Date: 2025-03-05

Corporate Action: Acquisition

Type: New

Accession Number: 000184982025000063

Filing Summary: On March 5, 2025, Nauticus Robotics, Inc. entered into an Asset Purchase Agreement to acquire substantially all of the assets and certain specified liabilities from SeaTrepid International, L.L.C., SeaTrepid Deepsea LLC, and Remote Inspection Technologies, L.L.C. The acquisition is valued at $16 million, which includes $4 million in cash at closing, an additional $4 million to be paid by September 30, 2025, and Earn-Out Shares valued at $5.5 million, subject to performance thresholds. The agreement includes covenants restricting the Sellers from competing or soliciting customers and employees for three years post-closing. The acquisition is contingent upon customary closing conditions, including due diligence and required third-party consents. Additionally, Nauticus issued a press release announcing the transaction on the same day.

Form Type: SCHEDULE 13G/A

Filing Date: 2025-02-12

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017025018431

Filing Summary: On February 12, 2025, Nauticus Robotics, Inc. filed a Schedule 13G/A indicating significant ownership stakes held by various Schlumberger entities. This filing discusses the control and potential future acquisition of shares through the Merger Agreement established on December 16, 2021, which is currently being amended. Schlumberger N.V., along with its subsidiaries, holds rights for additional shares that will be realized contingent on the Common Stock hitting certain target prices by December 16, 2026. As of November 11, 2024, there are 6,407,475 shares of Common Stock outstanding.