Nuvve Secures $5.4M Series A Placement and 10MW Battery-as-a-Service Contract

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Nuvve closed a private placement raising $5.4M through 6,000 Series A Preferred shares convertible at $2.367 and warrants for 2.53M common shares at $3.5505, enabling Nasdaq equity compliance. It also secured a Battery-as-a-Service contract with Kit Carson Cooperative to deploy two 5MW/20MWh systems in New Mexico under BaaS, with commercial operation in 12–18 months.

1. Closing of $5.4 Million Private Placement Strengthens Balance Sheet

On December 30, 2025, Nuvve Holding Corp. closed its previously announced private placement of Series A Convertible Preferred Stock and accompanying warrants, raising gross proceeds of $5.4 million before expenses. The company issued 6,000 shares of Series A Preferred Stock at $900 per share, reflecting a 10% original-issue discount to the $1,000 stated value. Each preferred share converts into common stock at an initial conversion price of $2.367 per share, representing a 10% discount to the closing price of common stock immediately prior to closing, subject to anti-dilution adjustments. In conjunction with the preferred shares, Nuvve issued warrants to purchase up to 2,534,856 common shares at an exercise price of $3.5505 per share. The warrants are immediately exercisable and expire five years from issuance. Net proceeds will fund working capital and general corporate purposes, and are expected to restore compliance with Nasdaq’s minimum stockholders’ equity requirement ahead of the December 31, 2025 deadline. Shareholder approval for full conversion of the preferred shares and exercise of warrants was secured at a special meeting held on December 29, 2025, and a resale registration statement will be filed with the SEC in a forthcoming Form 8-K.

2. Kit Carson Electric Cooperative Selects Nuvve New Mexico for BAAS Deployment

Kit Carson Electric Cooperative (KCEC) has executed a term sheet with Nuvve New Mexico, LLC to deploy two 5-megawatt/20-megawatt-hour battery energy storage systems under a Battery-as-a-Service model at separate sites in northern New Mexico. Each system features four-hour duration storage, grid-forming and black-start capability, and integration with the Western Energy Imbalance Market via Guzman Energy and the PNM Balancing Authority Area. Under the BAAS structure, Nuvve will retain ownership, financing, operations, maintenance, augmentation and performance risk, while KCEC incurs no upfront capital cost. The systems are designed to provide peak load mitigation, grid resiliency and back-up power for critical infrastructure such as healthcare facilities, fire and rescue stations, and assisted-living centers. Commercial operation is targeted 12 to 18 months after final contract execution, with provisions for future collaboration on additional battery deployments, community microgrids, EV charging and V2G integration, and joint pursuit of state and federal funding to accelerate grid modernization across KCEC’s service territory.

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