Energy Vault Expands Highly Dilutive Convertible Debt Facility to $150M Amidst Ongoing Covenant Waivers

summarizeSummary

Energy Vault Holdings, Inc. expanded its secured convertible debenture facility to $150 million, securing an additional $34.6 million in net proceeds, but at highly dilutive terms with a low conversion floor price. The company also received waivers for debt covenant breaches at two subsidiaries, indicating ongoing financial challenges despite a material increase in backlog.

check_boxKey Events · Financing and Capital Events · NRGV

• Expanded Convertible Debt Facility

  Increased the aggregate principal amount of its secured convertible debenture facility with YA II PN, Ltd. from $75 million to $150 million, following an initial $42 million tranche.

• Additional Capital Raise

  Issued an additional $38 million in principal amount of debentures, resulting in approximately $34.6 million in net proceeds after discounts and fees. This additional tranche was funded on June 29, 2026.

• Highly Dilutive Terms

  The debentures are convertible at 97% of the lowest daily VWAP, subject to a low floor price of $1.19 per share. A maximum of 33,251,333 shares can be issued under the NYSE Exchange Cap (19.99% of outstanding shares).

• Subsidiary Debt Covenant Waivers

  Received waivers from lenders for debt service coverage ratio defaults at its Cross Trails Energy Storage Project subsidiary for Q1 and Q2 2026, and reduced future minimum ratios. A 'cure right' for future breaches was also added.

auto_awesomeAnalysis · NRGV · Manufacturing

This filing reveals Energy Vault is expanding its secured convertible debt facility from $75 million to $150 million, with an immediate additional tranche of $38 million (net proceeds of $34.6 million). This follows the previous disclosure of a "highly dilutive" facility with a low conversion floor price of $1.19, which remains in effect. If the entire $150 million facility were converted at the floor price, it would represent approximately 70% dilution to current outstanding shares. While the company cites a material increase in commercial backlog as justification, the terms of this financing are very costly to existing shareholders. Furthermore, the company's subsidiaries required waivers for debt service coverage ratio defaults and received a "cure right" for future breaches, signaling continued financial fragility and reliance on lender concessions.