NeoVolta, Inc. has entered into a Loan, Security and Guaranty Agreement with Horizon Technology Finance Corporation, ROHO Capital Opportunity Fund LLC, and Monroe Capital Management Advisors, LLC. The agreement was executed on September 4, 2026, and provides the company with a term loan facility.
The lenders have committed to provide an aggregate principal amount of $20,000,000 to NeoVolta. The loan has a scheduled maturity date of March 3, 2028, and accrues interest at a rate of 10.00% per annum. Borrowings are subject to scheduled amortization payments, with the first payment of $1,250,000 due on December 4, 2026. Subsequent payments are due on the fourth day of each calendar month, with the amount calculated as the greater of $1,250,000 or 7.5% of the value traded in the company’s common stock for the previous month, subject to a cap of $2,000,000 per payment date.
The proceeds of the loan are designated for working capital and general corporate purposes. The facility is secured by a first priority security interest in substantially all of the company’s assets. The agreement includes a Minimum Cushion Requirement, which mandates that the company maintain a specific balance between unrestricted cash and the aggregate principal amount of common stock issuable under its at-the-market sales agreement. Additionally, the company must maintain at least $5,000,000 of cash on hand on a consolidated basis at all times.
In connection with the loan, NeoVolta issued five-year warrants to purchase an aggregate of 1,454,545 shares of common stock at an exercise price of $3.30 per share. The warrants are exercisable on a cashless basis if a registration statement is not available. The company agreed to issue an additional 727,273 shares of warrants on a pro rata basis if the loan commitment is increased by up to $10,000,000. The warrants are subject to a Cap Allocation Amount, limiting the number of shares issuable upon exercise to 19.99% of the outstanding shares on the issue date, unless stockholder approval is obtained.
NeoVolta also entered into a Registration Rights Agreement with the investors, obligating the company to file a registration statement on Form S-3 covering the resale of the warrant shares. The filing deadline is set for 30 days from the closing date, with a goal for the statement to become effective within 60 days of filing (or 90 days if subject to SEC review). The warrants were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933.
