Subsequent Events |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events
On March 31, 2025, the Company entered into an agreement with an investor for a $25.0 million investment (the "PIPE Financing"). In connection with the PIPE Financing, the Company issued 1,771,586 shares of common stock and 10,728,414 shares of Series A Preferred Stock (the "Series A Preferred Stock"), a newly created series of non-voting convertible preferred stock, at a purchase price of $2.00 per share.
The Series A Preferred Stock will be non-voting (except as required by applicable law) with no liquidation preference and will be redeemable at the option of the holder at the purchase price. Each share of Series A Preferred Stock will automatically convert to one share of common stock upon the Company's receipt of stockholder approval, which the Company intends to seek at its upcoming Annual Meeting of Stockholders on June 11, 2025.
In connection with the PIPE Financing, the Company also entered into a debt restructuring agreement with Cargill Financial (the "Debt Restructuring Agreement") on March 31, 2025 (the "Restructuring Date"), to amend the Amended Credit Agreements and Facilities with Cargill Financial, as described in Note 7, Debt. Pursuant to the Debt Restructuring Agreement, (i) $139.0 million of loans outstanding under the Amended Credit Agreements, together with all accrued and unpaid interest was cancelled, and (ii) $58.0 million of loans outstanding under the Subordinated Credit Agreement, dated as of September 3, 2021 (as amended, supplemented or otherwise modified, the “Subordinated Credit Agreement”), by and among the Company, Local Bounti Operating Company LLC, the other borrowers and guarantors party thereto, and Cargill Financial, as lender, together with all accrued and unpaid interest, was cancelled, constituting all of the loans and interest outstanding under the Subordinated Credit Agreement (the “Debt Restructuring”). Following the Debt Restructuring, the aggregate principal amount of loans outstanding under the Amended Credit Agreements was $312.0 million. Additionally, in connection with the Debt Restructuring Agreement, the per share exercise price of the March 2023 Cargill Warrant was amended from $6.50 to $4.00 per share with an amended expiration date of March 31, 2033.
Subsequent to the Debt Restructuring Date, interest on the Facilities will accrue at three-month SOFR plus 2.0%. On March 31, 2031, the interest rate will increase to three-month SOFR plus 6.0%. From January 1, 2027 to December 31, 2029, interest will accrue on $100 million of the Facilities and will be due and payable in cash starting the first business day after the close of each calendar quarter, beginning with the quarter commencing April 1, 2027, and continuing through December 31, 2029. Interest accruing on the outstanding principal balance of the Facilities in excess of $100 million will, at the Company’s option, either be paid in cash or paid in kind, beginning with the quarter commencing April 1, 2027, and continuing through December 31, 2029.
From January 1, 2030 to March 31, 2031, interest will accrue on up to $200 million of the Facilities and will be due and payable in cash starting the first business day after the close of each calendar quarter, beginning with the quarter commencing April 1, 2030, and continuing through March 31, 2031. Interest accruing on the outstanding principal balance of the Facilities in excess of $200 million will, at the Company’s option, either be paid in cash or paid-in-kind, beginning with the quarter commencing April 1, 2027, and continuing through March 31, 2031.
At all times after March 31, 2031, interest shall be payable only in cash on the first business day after each calendar quarter end. Additionally, beginning in the fourth quarter of 2027, 50% of the free cash flow generated in the preceding quarter must be used for principal repayment on a quarterly basis. The maturity date of the Facilities subsequent to the Debt Restructuring Agreement is December 31, 2035.
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