Satellogic Announces Closing of $10 Million Private Placement and Filing of Shelf Registration Statement
10 Dicembre 2024 - 11:40PM
Business Wire
Satellogic Inc. (NASDAQ: SATL), a leader in sub-meter resolution
Earth Observation data, announced today it has closed its
previously announced $10 million private placement, pursuant to
which the Company issued an aggregate 3,571,429 Class A Ordinary
Shares to a single institutional investor at a purchase price of
$2.80 per share. The Company expects to use the net proceeds from
the offering for general corporate purposes.
The Company also announced today that it has filed a shelf
registration statement on Form F-3 (the “Shelf Registration
Statement”) to register the resale of the shares issued in the
private placement as required under the share purchase agreement
entered into in connection with the transaction. The Shelf
Registration Statement also contemplates the primary issuance of up
to $150 million aggregate amount of Class A Ordinary Shares.
Accordingly, if and when the Shelf Registration Statement is
declared effective, it will permit the offer and sale, from time to
time, in one more series or issuance and on terms to be determined
at the time of the offering, the resale of the private placement
shares and the offer and sale by the Company of up to $150 million
aggregate amount of Class A Ordinary Shares.
“We are pleased to have successfully completed this private
placement, which strengthens our balance sheet and positions us for
continued growth as we advance our mission and continue our focus
on our U.S. strategy, the National Security market, and our global
Space Systems opportunities,” said Emiliano Kargieman, CEO &
Founder, of Satellogic.
Rick Dunn, Chief Financial Officer, added, “This shelf
registration statement allows for future flexibility in our capital
markets strategy by establishing a framework for potential future
capital raising opportunities.”
Should the Company decide to raise capital in a future offering
using the Shelf Registration Statement, the Company will describe
the specific details of that future offering in a prospectus
supplement that is filed with the SEC.
The Shelf Registration Statement has been filed with the SEC but
is not yet effective. The Class A Ordinary Shares included therein
may not be sold nor may offers to buy be accepted under the Shelf
Registration Statement prior to the time it becomes effective. This
press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
securities of the Company in any state or other jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
the registration or qualification under the securities laws of any
such state or jurisdiction.
About Satellogic
Satellogic is a leading provider of sub-meter resolution
satellite imagery that delivers real-time insights for governments,
industries, and consumers worldwide. With its growing constellation
of small satellites, Satellogic offers scalable, cost-effective
solutions for high-frequency Earth observation.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the U.S. federal securities laws. The words
“anticipate”, “believe”, “continue”, “could”, “estimate”, “expect”,
“intends”, “may”, “might”, “plan”, “possible”, “potential”,
“predict”, “project”, “should”, “would” and similar expressions may
identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. These
forward-looking statements are based on Satellogic’s current
expectations and beliefs concerning future developments and their
potential effects on Satellogic and include statements concerning
the Company’s strategies, future opportunities, recently completed
private placement and plans regarding the Shelf Registration
Statement. Forward-looking statements are predictions, projections
and other statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties. These statements are based on various
assumptions, whether or not identified in this press release. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on
by, an investor as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and will
differ from assumptions. Many actual events and circumstances are
beyond the control of Satellogic. Many factors could cause actual
future events to differ materially from the forward-looking
statements in this press release, including but not limited to: (i)
our ability to generate revenue as expected; (ii) our ability to
continue as a going concern; (iii) our ability to effectively
market and sell our EO services and to convert contracted revenues
and our pipeline of potential contracts into actual revenues; (iv)
risks related to the secured convertible notes issued by the
Company’s wholly-owned subsidiary, Nettar Group Inc.; (v) the
potential loss of one or more of our largest customers; (vi) the
considerable time and expense related to our sales efforts and the
length and unpredictability of our sales cycle; (vii) risks and
uncertainties associated with defense-related contracts; (viii)
risks related to our pricing structure; (ix) our ability to scale
production of our satellites as planned; (x) unforeseen risks,
challenges and uncertainties related to our expansion into new
business lines; (xi) our dependence on third parties, to transport
and launch our satellites into space; (xii) our reliance on third
party vendors and manufacturers to build and provide certain
satellite components, products, or services; (xiii) our dependence
on ground station and cloud-based computing infrastructure operated
by third parties for value added services, and any errors,
disruption, cybersecurity incidents, performance problems, or
failure in their or our operational infrastructure; (xiv) risks
related to certain minimum service requirements in our customer
contracts; (xv) market acceptance of our EO services and our
dependence upon our ability to keep pace with the latest
technological advances; (xvi) our ability to identify suitable
acquisition candidates or consummate acquisitions on acceptable
terms, or our ability to successfully integrate acquisitions;
(xvii) competition for EO services; (xviii) challenges with
international operations or unexpected changes to the regulatory
environment in certain markets; (xix) unknown defects or errors in
our products; (xx) risk related to the capital-intensive nature of
our business and our ability to raise adequate capital to finance
our business strategies; (xxi) uncertainties regarding our
previously announced and ongoing efforts to reduce operational
costs and control spending, including workforce reductions; (xxii)
uncertainties beyond our control related to the production, launch,
commissioning, and/or operation of our satellites and related
ground systems, software and analytic technologies; (xxiii) the
failure of the market for EO services to achieve the growth
potential we expect; (xxiv) risks related to our satellites and
related equipment becoming impaired; (xxv) risks related to the
failure of our satellites to operate as intended; (xxvi) production
and launch delays, launch failures, and damage or destruction to
our satellites during launch; (xxvii) significant risks and
uncertainties related to our insurance that may not be covered by
insurance; and (xxviii) the impact of natural disasters, unusual or
prolonged unfavorable weather conditions, epidemic outbreaks,
terrorist acts and geopolitical events (including the ongoing
conflicts between Russia and Ukraine, in the Gaza Strip and the Red
Sea region) on our business and satellite launch schedules. The
foregoing list of factors is not exhaustive. You should carefully
consider the foregoing factors and the other risks and
uncertainties described in the “Risk Factors” section of
Satellogic’s Annual Report on Form 20-F and other documents filed
or to be filed by Satellogic from time to time with the Securities
and Exchange Commission. These filings identify and address other
important risks and uncertainties that could cause actual events
and results to differ materially from those contained in the
forward-looking statements. Forward-looking statements speak only
as of the date they are made. Readers are cautioned not to put
undue reliance on forward-looking statements, and Satellogic
assumes no obligation and does not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise. Satellogic can give no assurance that
it will achieve its expectations.
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version on businesswire.com: https://www.businesswire.com/news/home/20241210774054/en/
Investor Relations: Ryan Driver, VP of Strategy &
Corporate Development ryan.driver@Satellogic.com
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