Business Context and Reporting Period
Company: Energy Vault Holdings, Inc. (NRGV)
Filing Type: Form 8-K (Current Report)
Date of Report: August 14, 2026
Event: Entry into a Material Definitive Agreement (Credit Agreement) by subsidiaries EV Gen Set 1, LLC and EV Gen Set I HoldCo, LLC.
Key Financial Metrics
This filing reports on a specific financing transaction rather than periodic financial performance. Consequently, revenue, profit, cash flow, and margin data are not provided in this document.
- Debt Facility: Senior secured term loan facility.
- Principal Amount: Approximately $137.5 million.
- Interest Rates (SOFR Loan): 6.75% per annum through December 31, 2026; 7.50% thereafter.
- Interest Rates (ABR Loan): 5.75% per annum through December 31, 2026; 6.50% thereafter.
- Maturity Date: January 2, 2028.
- Liquidity Requirement: Borrower must maintain a debt service reserve account covering three months of debt service.
Material Changes and Transaction Details
The primary material change is the incurrence of new indebtedness to fund capital expenditures.
- Use of Proceeds: Funding the purchase of power generation equipment and related installation/commissioning services under an Equipment Supply Agreement.
- Disbursement: Loans are funded in installments as payments become due under the equipment agreement.
- Collateral: Secured by a first priority security interest in substantially all assets of the Borrower and Holdings, including contract rights, accounts, and membership interests.
- Guarantees: Obligations are guaranteed by EV Gen Set I HoldCo, LLC.
Guidance, Risks, and Covenants
The filing outlines specific contractual obligations and risks associated with the new debt facility.
- Covenants: Includes customary affirmative and negative covenants limiting additional indebtedness, liens, asset sales, investments, affiliate transactions, and distributions.
- Mandatory Prepayments: Required upon receipt of insurance/condemnation proceeds, asset sale proceeds, proceeds from non-permitted indebtedness, equity issuances (with exceptions), and Advance Payment Bond proceeds.
- Prepayment Terms: Borrower may prepay with three Business Days' notice, subject to accrued interest, breakage costs, and a repayment premium.
- Compliance: Borrower must deliver financial reports, maintain insurance, and comply with applicable laws and permits.
Investor Verification Checklist
- Verify the specific terms of the "Equipment Supply Agreement" referenced as the source of drawdowns.
- Review the full text of the Credit Agreement (Exhibit 10.1) for detailed definitions of "breakage costs" and "repayment premium."
- Assess the impact of the 6.75% to 7.50% interest rate range on future interest expense relative to projected project cash flows.
- Confirm the status of the debt service reserve account funding.
- Monitor compliance with negative covenants regarding additional indebtedness and asset sales.