Nauticus Robotics taking ocean robots public via SPAC

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Nauticus Robotics is merging with CleanTech Acquisition Corp., a publicly-traded special purpose acquisition company (SPAC). The deal values Nauticus at $560 million, according to the company.

CleanTech Acquisition Corp. is currently listed on the NASDAQ. Once the deal is approved, the combined company will be known as Nauticus Robotics, Inc. and trade under the ticker symbol “KITT.”

Formerly known as Houston Mechatronics, Nauticus is developing surface and underwater robots that perform a variety of ocean tasks, including transportation, data collection, equipment maintenance and more. Nauticus’ first product, Aquanaut, is a tetherless underwater robot for both long distance ocean data collection and close-in dexterous manipulation of the subsea environment. It supports government and defense and other commercial industry sectors.

A slew of robotics companies went public or announced plans to go public via SPAC in 2021. The list includes Aurora Innovation, Berkshire Grey, Bright Machines, Memic, Sarcos Robotics, and Vicarious Surgical. Autonomous trucking company Plus had its SPAC merger called off due to regulatory challenges in China.

Financial details of Nauticus’ SPAC

Nautic estimates its 2021 revenue to be approximately $8.2 million. It said revenue will more than double in 2022 based on current contracted orders. Its robots are available primarily through a Robotics as a Service (RaaS) business model, but the company is open to strategic partnerships for unit sales.

Estimated cash proceeds to the combined company fare expected to consist of $174.2 million of cash in trust from CleanTech and approximately $73 million from a fully committed Private Investment in Public Equity (PIPE Investment).

Upon the closing of the transaction, CleanTech’s public stockholders are expected to retain a 33% ownership stake in the combined company, while Nauticus stockholders will own approximately 53%. The remaining 14% will be split between PIPE Investment investors and holders of CleanTech founder shares. These values will exclude $75 million of earn-out shares that would be paid in common stock.

“The passion and conviction of our team at Nauticus has fueled the creation of a truly disruptive and innovative company in the ocean space, and we are eager to take the next step in our growth trajectory as a public company,” Nauticus founder, chairman & CEO Nicolaus Radford. “A substantial core of our team has been together, first starting at NASA and now at Nauticus for 15 to 20 years and I am inspired by their relentless pursuit toward this dream. Their talent and efforts are second to none and I could not be prouder of what we have and will accomplish.

“The ocean will be the epicenter in our fight against climate change and the offshore ocean services industry has signaled the beginning of a major technology revolution to combat it. Toward that end, we have brought to market a suite of products and services that can make a significant impact on our customers’ cost profile, carbon footprint, and safety by reducing the reliance on costly and carbon intensive surface assets that traditionally service the many sectors of this industry.”

“We believe Nauticus’ RaaS model has the potential for strong returns while operating in a market in dire need of disruption,” said Eli Spiro, CEO of CleanTech. “The high caliber of partners and investors Nauticus has attracted, including blue-chip customers in the offshore industry, is impressive and we believe this validates their technology and solution. On a personal note, it has been a tremendous pleasure to get to know and work with Nic – he’s a true leader and has been an inspiration to all of us at CleanTech throughout this transaction.”

Radford and Nauticus’ current management team will continue to lead the combined company. Radford spoke during RoboBusiness Direct 2020 in a session called “The Commercial Unmanned Maritime Systems Opportunity.” He described the growing opportunity for unmanned maritime systems and highlighted the challenges of developing such systems. You can listen to that session on demand for free.