Financial Performance - The company incurred a net loss of $134.9 million and $50.7 million for the years ended December 31, 2024 and 2023, respectively, and expects to continue incurring operating and net losses until at least Q1 2026 [105]. - Negative cash flow from operating activities was $24.2 million and $21.7 million for the years ended December 31, 2024 and 2023, respectively, with expectations of continued negative cash flow for the remainder of 2025 [106]. - The company has not yet achieved positive operating cash flow and its ability to generate positive cash flow in the near term is uncertain [107]. - The company reported negative cash flow from operating activities of $24.2 million and $21.7 million for the years ended December 31, 2024, and 2023, respectively, and expects to continue having negative cash flow for the remainder of 2025 [218]. - As of December 31, 2024, the company had federal net operating losses (NOLs) of approximately $121 million, with about $646,000 beginning to expire in 2035 [219]. Revenue Concentration and Customer Dependence - The company relies on a limited number of customers for a significant portion of its revenue, which poses risks related to revenue concentration [101]. - For the year ended December 31, 2024, sales to three customers accounted for 82% of total revenue, with Customer A at 39%, Customer B at 27%, and Customer C at 16% [125]. - Total accounts receivable for the year ended December 31, 2024 was primarily from these three customers, indicating a high concentration of revenue risk [125]. - Sales to government entities are subject to significant risks, including competitive bidding processes and potential funding delays, which could adversely affect revenue [127]. Operational Risks and Challenges - The company identified material weaknesses in internal control over financial reporting, which could adversely affect the accuracy and timeliness of financial reporting [114]. - The company is dependent on suppliers, some of which are single or limited source suppliers, which could adversely affect operations if they fail to deliver necessary components [103]. - The company relies on third-party manufacturers, which increases the risk of supply chain disruptions that could impact product availability and profit margins [134]. - The company may experience delays or disruptions in its supply chain, which could lead to increased costs and affect operational efficiency [162]. - The company has sourced lithium-ion battery cells from only one supplier for commercial production, which poses a risk of disruption in production if supply issues arise [199]. - The company is experiencing increases in the cost and interruptions in the supply of materials, which could delay product commercialization and negatively impact financial results [196]. Strategic Plans and Investments - The company plans to continue developing and commercializing ocean robotic systems, increasing sales and marketing activities, and enhancing technology infrastructure [109]. - The company plans to invest significantly in expanding its operations, including hiring additional personnel to support growth in ocean robotic systems [129]. - The company anticipates ongoing significant capital expenditures to support the development and commercialization of its products, influenced by customer demand [138]. - The company may undertake acquisitions to add new products and technologies, but failure to integrate these acquisitions could adversely affect its financial condition [225]. Compliance and Regulatory Risks - The company incurs significant legal, accounting, and other expenses as a public company, which may increase operating costs in future periods [164]. - Compliance with extensive government laws and regulations related to health, safety, and the environment may lead to significant costs and liabilities [172]. - The company is subject to evolving data privacy and security laws, and any data breach may result in significant liabilities and negatively affect its financial condition [173]. - The company faces cybersecurity risks that could disrupt operations and lead to loss of sensitive data [176]. - The company is subject to governmental export and import controls, which could result in substantial civil or criminal penalties if noncompliance occurs [185]. Market and Competitive Landscape - The company operates in a competitive industry with rapid technological changes, facing competition from both established and emerging players in the blue technology markets [206]. - The company faces potential competition from automotive and aerospace sectors as it expands its autonomy software platform [210]. - The company targets large corporations as customers, which have substantial negotiating power and may develop competitive internal solutions [205]. Shareholder and Stock Market Considerations - The company may issue a significant number of shares or equity-linked securities in the future, which could dilute existing shareholders [103]. - The market price of the company's Common Stock is volatile and may be subject to wide fluctuations due to various factors [257]. - Significant stockholder sales could negatively impact the market price of the company's Common Stock [256]. - The company has received a determination letter from Nasdaq regarding non-compliance with the minimum $35 million market value requirement for continued listing [260]. - The company was granted an exception until December 31, 2024, to demonstrate compliance with Nasdaq listing rules [260]. Internal Control and Management - The effectiveness of internal controls over financial reporting is critical, with potential weaknesses identified for the years ended December 31, 2024 and 2023 [120]. - Management's operating and financial projections are based on several assumptions, including timely hiring of skilled personnel and demand for ocean robotic systems, which may prove incorrect [131]. - The company must attract and retain qualified personnel to ensure successful product design, manufacturing, and market launch, with competition for skilled employees being intense [161]. Product Development and Technology - The company launched commercial services utilizing the Aquanaut robotic system in 2024 and expects to launch a commercial version of ToolKITT software in 2025, although timelines may be delayed due to various challenges [147]. - The company faces risks associated with the performance of its ocean robotic systems, which may not meet customer expectations or perform consistently, potentially harming its reputation and financial condition [145]. - The company may face challenges in adopting new technologies due to customer resistance, which could hinder market penetration and growth [143]. - The company’s growth strategy relies on developing systems and products, which may have shorter useful lives than anticipated, adversely affecting business operations and financial condition [230]. Legal and Liability Risks - The company may experience significant liabilities from litigation or legal proceedings, which could negatively impact its reputation and financial position [221]. - The company is exposed to potential liabilities from product malfunctions or operator errors, which could adversely affect its financial condition and reputation [154]. - Any failure to comply with product regulations could lead to significant fines and adversely affect the company's revenues [168].

Company Overview - Nauticus Robotics, Inc. develops autonomous robots for ocean industries, utilizing sensors, artificial intelligence, and algorithms for adaptability in changing environments [3] - The company's business model includes providing robotic systems for services, selling vehicles and components, and licensing software to commercial and defense sectors [3] - Nauticus is testing and certifying a new generation of vehicles aimed at reducing operational costs and gathering data for subsea infrastructure maintenance [3] - The services offered by Nauticus focus on data collection, analytics, and subsea manipulation, which help customers reduce operational footprints, costs, and greenhouse gas emissions [3] Financial Results Announcement - Nauticus plans to host an earnings conference call on April 16, 2025, at 9:00 am Central Time to discuss its fourth quarter and year-end financial results for the period ending December 31, 2024 [1]

Core Insights - Nauticus Robotics, Inc. has successfully completed the acquisition of SeaTrepid International, LLC ahead of schedule, enhancing its capabilities in autonomous subsea robotics and software solutions [1][2] - The combined entity will operate under the Nauticus Robotics brand and is expected to drive operational growth through alignment and transition activities [2][3] Company Overview - Nauticus Robotics specializes in developing autonomous robots for ocean industries, utilizing sensors, artificial intelligence, and algorithms to adapt to changing environments [4] - The company's business model includes providing robotic services, selling vehicles and components, and licensing software for both commercial and defense sectors [4] - Nauticus is focused on reducing operational costs and environmental impact while improving safety and efficiency in offshore operations [4] SeaTrepid Overview - SeaTrepid International is a provider of applied robotic solutions for various sectors, including commercial, public safety, military, and scientific applications [5] - The company operates a diverse range of robotic equipment and sensor suites for both inland and offshore customers globally [5] Leadership and Market Position - John Gibson continues as CEO and President of Nauticus Robotics, while Bob Christ leads SeaTrepid Operations [3] - The leadership emphasizes the strategic fit of the acquisition and the readiness of the market for enhanced automation in subsea operations [3]

Core Insights - Nauticus Robotics, Inc. has signed a definitive agreement to acquire SeaTrepid International, LLC, enhancing its capabilities in autonomous subsea robotics and expanding its addressable market [1][2] - The acquisition is expected to significantly increase Nauticus' revenue, projected to be approximately nine times higher than its standalone revenue in 2024 [2] - The integration of Nauticus' AI-driven autonomy software, ToolKITT, with SeaTrepid's ROV fleet will lead to advancements in power efficiency and operational performance [2][4] Company Overview - Nauticus Robotics develops autonomous robots for ocean industries, utilizing sensors, artificial intelligence, and algorithms for effective decision-making in changing environments [5] - The company’s business model includes providing robotic services, selling vehicles and components, and licensing software for both commercial and defense sectors [5] - Nauticus aims to reduce operational costs and greenhouse gas emissions while improving offshore health and safety through its innovative technologies [5] SeaTrepid Overview - SeaTrepid International is a provider of applied robotic solutions for various sectors, including commercial, public safety, military, and scientific applications [6] - The company operates a diverse range of robotic equipment and sensor suites for both inland and offshore customers globally [6] Leadership and Operational Structure - John Gibson will continue as CEO of the combined entity, while SeaTrepid's CEO, Bob Christ, will serve as President of SeaTrepid Operations [3] - Both companies will retain their current locations and workforces, anticipating growth in new projects throughout 2025 [3] Strategic Implications - The acquisition is seen as a strategic move to enhance ROV capabilities and execution on a global scale, addressing the stagnation in ROV investment over the past fifteen years [4] - Industry experts view the combination of Nauticus' technology and SeaTrepid's expertise as a breakthrough for the offshore sector [4] Transaction Details - The acquisition is expected to be completed in May 2025, subject to customary closing conditions, including creditor consent [3]

Company Overview - Nauticus Robotics, Inc. is a leader in autonomous subsea robotics and software, focusing on developing robots for ocean industries [2] - The company utilizes sensors, artificial intelligence, and algorithms to enable robots to adapt to changing environments [2] - Nauticus' business model includes providing robotic systems for services, selling vehicles and components, and licensing software to commercial and defense sectors [2] Recent Developments - On February 18, 2025, Nauticus received confirmation from Nasdaq that it has complied with the equity requirement under Rule 5550(b)(1), ensuring its continued listing on the exchange [1] - The CEO, John Gibson, expressed satisfaction with the company's return to compliance and emphasized a focus on business growth [2] Product and Service Offerings - Nauticus is testing and certifying a new generation of vehicles aimed at reducing operational costs and gathering data for subsea infrastructure maintenance [2] - The company offers services that include data collection, analytics, and subsea manipulation, which help clients maintain assets while minimizing operational footprints and greenhouse gas emissions [2]

Core Insights - Nauticus Robotics, Inc. has completed the assembly of its second flagship underwater vehicle, Aquanaut Mark 2, and is progressing through acceptance testing phases [1][2] Company Overview - Nauticus Robotics specializes in developing autonomous robots for ocean industries, utilizing sensors, artificial intelligence, and algorithms for effective decision-making in changing environments [3] - The company's business model includes providing robotic systems for services, selling vehicles and components, and licensing software to both commercial and defense sectors [3] - Nauticus aims to reduce operational costs and enhance data collection for subsea infrastructure maintenance through its new generation of vehicles [3] Testing and Development - The Aquanaut Mark 2 vehicle has completed assembly and initial testing in Houston, with further testing currently taking place in Louisiana [2] - The vehicle is expected to complete pool testing within the month and will then proceed to open water testing off the southern coast of the United States [2] - Nauticus targets to finish all acceptance testing for the Aquanaut Mark 2 by the end of the first quarter of 2025 [2]

Core Insights - Nauticus Robotics, Inc. has announced a strategic collaboration with SeaTrepid International to integrate and test its ToolKITT software on SeaTrepid's Remotely Operated Vehicle (ROV) fleet [1][2] Group 1: Collaboration Details - Nauticus will install a perpetual license of ToolKITT software on an ROV, with SeaTrepid providing access to facilities and workforce for pool testing during certification [2] - The collaboration aims to enhance SeaTrepid's ROV services, providing a competitive edge, while Nauticus anticipates recurring annual software maintenance revenues post-deployment [2] Group 2: Technical Focus - The initial focus of the collaboration is on implementing ToolKITT's automatic station-keeping capability, which will stabilize ROVs during subsea operations, reducing pilot workload and improving precision [3] - Following the successful deployment of this feature, additional advanced capabilities of ToolKITT will be rolled out incrementally [3] Group 3: Leadership Statements - John Gibson, CEO of Nauticus, expressed excitement about the collaboration, highlighting potential efficiency gains such as reduced CO2 emissions and faster mission completion times [4] - Bob Christ, CEO of SeaTrepid, noted that this partnership positions SeaTrepid to become the first autonomous ROV service provider, transforming subsea operations [4] Group 4: Company Backgrounds - Nauticus Robotics develops autonomous robots for ocean industries, focusing on reducing operational costs and improving data collection for subsea infrastructure maintenance [5] - SeaTrepid International provides robotic solutions for various applications, operating a range of robotic equipment and sensor suites for global customers [6]

Financial Data and Key Metrics - Revenue for Q3 2024 was $0.4 million, down $0.1 million from Q2 2024 and $1.2 million from the same period last year [23] - Operating expenses for Q3 2024 were $5.9 million, a $3.9 million improvement from Q3 2023 and a $0.6 million sequential improvement [23] - G&A costs for Q3 2024 were $2.8 million, a $3.9 million improvement compared to Q3 2023 and a $0.4 million sequential improvement [23] - Net loss for Q3 2024 was $11.4 million, a $6.3 million reduction from Q3 2023 and a $6 million increase sequentially [24] - Adjusted net loss for Q3 2024 was $11.4 million compared to $9 million for Q2 2024 and $8.1 million in Q3 2023 [24] - Cash at the end of Q3 2024 was $2.9 million compared to $0.7 million at the end of 2023 [25] Business Line Data and Key Metrics - The Aquanaut vehicle successfully completed its first commercial project in Q3 2024, marking a significant milestone for the company [8][12] - The Aquanaut vehicle provided high-quality data on subsea assets at depths up to 1,000 meters, exceeding customer expectations [13] - The company is working on technical modifications to allow year-round operations in the Gulf of Mexico and is exploring opportunities in South America to mitigate seasonality [10][14] - The second Aquanaut vehicle is expected to complete factory acceptance testing in Q4 2024 and be available for commercial service in Q1 2025 [15] - The ToolKITT software platform performed reliably during operations in the Gulf of Mexico, with a commercial release planned for 2025 [18] Market Data and Key Metrics - The company is focused on building a pipeline for the 2025 Gulf season and is actively working to eliminate seasonality in its business [10] - Customers are expanding their scope of work to include the unique capabilities of the Aquanaut vehicle, leading to commercial discussions for the 2025 season [10] - The company is in discussions with South American customers to mitigate Northern Hemisphere seasonality [10] Company Strategy and Industry Competition - The company is focused on leveraging the success of its first commercial projects to create a business backlog for 2025, consisting of both commercial and defense work [8] - The company is working on developing technology that provides an attractive return on investment to shareholders and customers [15] - The company's deepwater autonomous software capabilities surpass those of competitors, paving the way for commercial licenses in 2025 [29] Management Commentary on Operating Environment and Future Outlook - The company is confident that the steps being taken will allow it to regain compliance with NASDAQ's listing requirements by the end of 2024 [21] - The company is focused on securing the cash needed through the end of 2025 as it ramps up commercialization [22] - The company is negotiating day rate contracts that could surpass the total revenue produced in Q3 2024 in a single week [28] Other Important Information - The company completed a 36:1 reverse split on July 22, 2024, and all references to equity and related items are stated on a post-split basis [21] - The company has entered into an agreement with investors to exchange $27 million of principal, $3 million of interest, and $3 million of additional liabilities into preferred convertible stock [21] - The company closed $1.1 million of funding as the first tranche of up to $21.1 million available through a new convertible debenture [22] Summary of Q&A Session - No questions were asked during the Q&A session [30][32]

Core Insights - Nauticus Robotics, Inc. reported financial results for Q3 2024, achieving commercial revenue with its Aquanaut Mark 2 and focusing on building a pipeline for 2025 [2][3]. Financial Performance - Revenue for Q3 2024 was $0.4 million, a decrease from $1.6 million in Q3 2023 and $0.5 million in Q2 2024 [7]. - Operating expenses totaled $5.9 million, down $3.9 million from the prior-year period and $0.6 million from Q2 2024 [7]. - The net loss for Q3 2024 was $11.4 million, or a basic loss per share of $4.24, compared to a net loss of $17.7 million in Q3 2023 [8][22]. Adjusted Financial Metrics - Adjusted net loss for Q3 2024 was $11.4 million, compared to $8.1 million in Q3 2023 [9]. - General and administrative costs for Q3 2024 were $2.8 million, a decrease of $3.9 million from the same period in 2023 [9]. Balance Sheet and Liquidity - As of September 30, 2024, cash and cash equivalents were $2.9 million, up from $0.8 million at the end of 2023 [10]. - The company raised over $1 million through convertible debentures and has the option to access an additional $20 million, enhancing its financial position [3]. Operational Highlights - The Aquanaut Mark 2 completed deepwater qualification trials and began commercial operations in the Gulf of Mexico, with strong customer interest for 2025 projects [4]. - Aquanaut Vehicle 1's deepwater electronics upgrades are complete, with final assembly expected by the end of the year [5]. - ToolKITT software performed reliably, with ongoing discussions for third-party platform integration and plans to sell its first commercial license in 2025 [6].

Financial Performance - Total revenue for the nine months ended September 30, 2024, was $1,593,854, a decrease from $5,542,749 for the same period in 2023[14] - Operating loss for the nine months ended September 30, 2024, was $(17,131,765), compared to $(20,891,533) for the same period in 2023, indicating an improvement[14] - Net loss for the nine months ended September 30, 2024, was $(16,316,664), compared to $(11,144,012) for the same period in 2023[14] - Basic loss per share for the nine months ended September 30, 2024, was $(8.54), compared to $(9.92) for the same period in 2023[14] - Total costs and expenses for the nine months ended September 30, 2024, were $18,468,014, compared to $26,434,282 for the same period in 2023[14] - Total revenue for the three months ended September 30, 2024, was $370,187, a decrease of 76.8% compared to $1,593,854 for the same period in 2023[65] - For the three months ended September 30, 2024, total revenue decreased by $1,223,667 or 77% compared to the same period in 2023, primarily due to a reduction in government-related contracts[183] - For the nine months ended September 30, 2024, total revenue decreased by $4,206,500 or 76% compared to the same period in 2023, driven by similar factors[183] Cash and Liquidity - Cash and cash equivalents increased to $2,915,757 as of September 30, 2024, from $753,398 as of December 31, 2023[13] - Cash and cash equivalents at the end of the period on September 30, 2024, were $2,915,757, down from $6,771,531 at the end of the same period in 2023[23] - The company reported a net cash used in operating activities of $(20,128,427) for the nine months ended September 30, 2024, compared to $(16,626,631) in the prior year[23] - The company received net proceeds of $22,346,163 from debt and equity financing during the nine months ended September 30, 2024[193] - The company may require additional liquidity to continue operations over the next twelve months, with a current investor committed to provide support[192] Assets and Liabilities - Total current liabilities decreased to $13,135,564 as of September 30, 2024, from $17,387,236 as of December 31, 2023[13] - Total assets decreased to $24,987,925 as of September 30, 2024, from $26,148,475 as of December 31, 2023[13] - Total liabilities decreased to $61,493,781 as of September 30, 2024, from $67,935,325 as of December 31, 2023[13] - Total stockholders' equity (deficit) as of September 30, 2024, was $(36,505,856), a decrease from $(2,676,314) as of September 30, 2023[21] - The accumulated deficit as of September 30, 2024, was $(135,108,367), an increase from $(79,249,114) as of September 30, 2023[21] Expenses - Research and development expenses were $64,103 for the nine months ended September 30, 2024, down from $984,882 for the same period in 2023[14] - The company reported a significant increase in depreciation expenses, totaling $1,283,858 for the nine months ended September 30, 2024, compared to $487,052 in the prior year[23] - Stock-based compensation for the nine months ended September 30, 2024, was $1,872,504, a decrease from $3,995,020 in the same period of 2023[23] - General and administrative costs decreased by $3,858,934 or 58% for the three months ended September 30, 2024, compared to the same period in 2023, due to headcount reductions[187] - Research and development costs decreased by $275,154 or 100% for the three months ended September 30, 2024, compared to the same period in 2023, as the company achieved technological feasibility[186] Debt and Financing - The company raised $14,305,000 from notes payable and $9,857,857 from an At-the-Market (ATM) offering during the nine months ended September 30, 2024[23] - As of September 30, 2024, total notes payable amounted to $58,438,574, an increase of 19.5% from $48,825,320 on December 31, 2023[79] - The company issued convertible secured debentures with a principal amount of $36,530,320, generating gross proceeds of $35,800,000, with a debt discount totaling $21,679,716[80] - The effective interest rate on the debentures was approximately 25.2% as of September 30, 2024[87] - The company entered into a 2023 Term Loan Agreement providing up to $20 million in secured term loans, with an initial funding of $11,600,000[90][91] - The 2023 Term Loan Agreement includes a 2.5% exit fee of $290,000 and bears interest at 12.5% per annum, payable quarterly[91] Internal Controls and Compliance - As of September 30, 2024, the company concluded that its disclosure controls and procedures were not effective due to a material weakness in internal control over financial reporting[197] - The previously identified material weakness relates to a lack of qualified accounting personnel and inadequate procedures for the accounting close process, affecting timely financial statement preparation[199] - Remediation initiatives include hiring additional experienced accounting personnel and modifying a new Enterprise Resource Planning (ERP) System to automate processes and enhance compliance[200] - The company plans to document system controls, conduct user access reviews, and develop policies for internal control over financial reporting as part of its remediation plan[202] - The significant turnover of key finance personnel at the end of 2023 has created a gap in the implementation of remediation initiatives[200] Business Operations - Nauticus Robotics, Inc. does not generate sufficient revenue to cover operating expenses, working capital, and capital expenditures, necessitating cost-cutting measures and potential additional liquidity support from investors[27] - Nauticus Robotics is currently testing and certifying a new generation of vehicles aimed at reducing operational costs and improving data collection for subsea infrastructure[1] - The company’s business model includes providing robotic systems for service, selling vehicles and components, and licensing related software to commercial and government sectors[1] - Major customers accounted for 100% of total revenue during the three and nine months ended September 30, 2024, indicating a high concentration of credit risk[59] Stock and Equity - A 1-for-36 reverse stock split resulted in 150,107,598 shares being converted into 4,169,679 shares[116] - The Company issued 50,631,263 shares under an At The Market Offering Agreement for gross proceeds of $9,857,857[123] - The Company entered into a Securities Purchase Agreement to sell shares at a price of $2 per share, resetting conversion prices under existing warrants and debentures[124] - The company has 8,624,991 Public Warrants outstanding, exercisable at $11.50 per share, with an expiration date of September 9, 2027[128] - The company assumed 7,175,000 Private Warrants, which are not publicly traded, also exercisable at $11.50 per share[132]