13. Subsequent events

On May 14, 2024, Aqua Metals, Inc. (the “Company”) entered into an Underwriting Agreement (the “Agreement”) with The Benchmark Company, LLC, as representative of the several underwriters (the “Underwriter”), relating to an underwritten offering of 17,500,000 shares (“Company Shares”) of its $0.001 par value common stock (“Common Stock”) and warrants (“Warrants”) to purchase up to 17,500,000 shares of Common Stock (“Warrant Shares”). The Warrants are being offered and sold at the rate of one Warrant for every one Company Share purchased in this offering. The public offering price, before the Underwriter’s discount and commissions, for each Company Share is $0.39 and for each accompanying Warrant is $0.01. Per the Agreement the Underwriter will get a 7% discount and has the option to exercise an over-allotment option to acquire up to an additional 2,625,000 shares of Common Stock and 2,625,000 Warrants within 30 days of closing. 

Each Warrant will have an exercise price of $0.39 per share of Common Stock and will be immediately exercisable on the date of issuance. The Warrants will expire five years after the date of issuance. 

On May 13, 2024, we entered into a non-binding term sheet with a strategic lender for a secured loan facility in the amount of up to $33 million. The secured loan facility is to be used for the completion of the Phase 1 development of our five‑acre recycling campus in the Tahoe‑Reno Industrial Center. The term sheet is non-binding, except for certain confidentiality and break-up provisions, and the lender’s obligation to close is subject to its further due diligence and the negotiation and execution of definitive agreements. The term sheet contemplates that the parties will close on the loan facility by June 30, 2024, subject to the aforementioned closing conditions. There can be no assurance that we will be able close on the secured loan facility.