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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 25, 2022
BlackSky Technology Inc.
(Exact Name of Registrant as Specified in Charter)
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| Delaware | 001-39113 | 47-1949578 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
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| 13241 Woodland Park Road | |
| Suite 300 | |
| Herndon, | Virginia | 20171 |
| (Address of principal executive offices) | (Zip code) |
(571) 267-1571
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Class A common stock, par value $0.0001 per share | | BKSY | | The New York Stock Exchange |
| Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 | | BKSY.W | | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 1.01. Entry into a Material Definitive Agreement
On May 22, 2022, BlackSky Technology Inc. (the “Company”) entered into a multi-year, firm fixed-price contract with the National Reconnaissance Office, an agency of the United States Intelligence Community (the "NRO Contract"). The NRO Contract is effective May 23, 2022 with a five year base subscription with a starting value of $85.5M for the Company's imagery services. The total contract with options is valued up to $1.021 billion over the course of the 5-year base period of performance and the five 1-year option periods for imagery from current and future satellite constellations. The NRO Contract is incrementally funded and subject to appropriations by the federal government.
The description of the statement of work (SOW) includes intelligence points/area imagery data colllection to support military intelligence requirements as well as theater direct downlink to non-commercial, government-defined fixed, or transportable data terminals. The SOW is qualified in its entirety by the text of the agreement, a redacted version of which is expected to be filed as an exhibit to the Company's quarterly report on Form 10-Q for the second quarter ending June 30, 2022.
The Company is also a party to a number of other agreements or arrangements with the U.S. government, as described in the Company's annual report on Form 10-K and quarterly reports on Form 10-Q.
Item 7.01. Regulation FD Disclosure
On May 25, 2022, the Company issued a press release announcing the event described in Item 1.01 of this Form 8-K. A copy of this press release is included as Exhibit 99.1 to this Form 8-K.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.
.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit Number | | Description |
99.1 | | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 25, 2022
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| BLACKSKY TECHNOLOGY INC. |
| |
| By: | /s/ Johan Broekhuysen |
| Name: Johan Broekhuysen |
| Title: Chief Financial Officer |
BlackSky Awarded 10-Year Electro Optical Commercial Layer (EOCL) Contract
with U.S. Government
The National Reconnaissance Office selected BlackSky to deliver
advanced high frequency imagery services
HERNDON, Va -- (NYSE: BKSY). BlackSky was awarded a contract from the National Reconnaissance Office (NRO), which includes a comprehensive set of imagery services from current and future satellite capabilities. The award demonstrates the commitment of the U.S. Government to leverage the capabilities of next generation commercial providers in support of its most critical missions.
The Electro Optical Commercial Layer (EOCL) contract validates BlackSky’s high-revisit constellation strategy and represents a substantial expansion in the NRO’s relationship with BlackSky. It also creates a significant catalyst for the long-term utilization of BlackSky’s satellite imagery services.
The contract was awarded with a five-year base and five 1-year options for additional services spanning a period of performance of base and options over 10 years. The award commences in the second quarter of 2022 and includes multiple options with additional growth potential for BlackSky through 2032.
“This contract is a pivotal moment in the expansion of the partnership between commercial space and the U.S. Government. We’re proud to be selected as a long-term trusted mission partner of the NRO,” said Brian O’Toole, BlackSky CEO. “We will continue to enhance our Spectra AI platform and advance our satellite constellation in support of the NRO and our growing customer base around the world.”
By incorporating an advanced SaaS customer platform and combining a 14-satellite constellation, BlackSky offers one of the highest dawn-to-dusk revisit rates over the most critical regions in the world. BlackSky’s technology results in an average collection time of less than 90 minutes from the moment a customer places an order to product delivery.
“Supporting both our Joint warfighters and the intelligence community with rapid, all-domain real-time intelligence is BlackSky at its best,” adds BlackSky Chief Revenue Officer JR Riordan. “BlackSky provides highly accurate, decision-quality data directly to those who need it most—from senior leaders to those in the field. We are proud to be a part of the NRO mission.”
About BlackSky
BlackSky is a leading innovative provider of real-time geospatial intelligence. BlackSky delivers
on-demand, high frequency imagery, monitoring and analytics of the most critical and strategic locations, economic assets, and events on Earth.
BlackSky designs, owns and operates one of the industry’s leading low earth orbit small satellite constellations, optimized to capture imagery cost-efficiently where and when our customers need it. BlackSky's Spectra AI software platform processes data from BlackSky's constellation and from other third-party sensors to develop the critical insights and analytics that our customers require.
BlackSky is relied upon by U.S. and international government agencies, commercial businesses, and organizations around the world. BlackSky is headquartered in Herndon, VA and is publicly
traded on the New York Stock Exchange as BKSY. To learn more, visit www.blacksky.com and follow us on Twitter.
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws with respect to BlackSky. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. 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. Many factors could cause actual future events to differ materially from the forward-looking statements in this document. If any of these risks materialize or underlying assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. In addition, forward-looking statements reflect our expectations, plans, or forecasts of future events and views as of the date of this communication. We anticipate that subsequent events and developments will cause their assessments to change. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. Additional risks and uncertainties are identified and discussed in BlackSky’s disclosure materials filed from time to time with the SEC which are available at the SEC’s website at http://www.sec.gov or on BlackSky’s Investor Relations website at https://ir.blacksky.com.
Investor Contact
Aly Bonilla
VP, Investor Relations
abonilla@blacksky.com
Media Contact
Pauly Cabellon
Director, External Communications
pcabellon@blacksky.com