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BlackSky Announces Proposed Private Offering of $125 Million of Convertible Senior Notes

HERNDON, Va.--(BUSINESS WIRE)-- BlackSky Technology Inc. (NYSE: BKSY) (鈥淏lackSky鈥�) today announced that it intends to offer, subject to market conditions and other factors, $125 million principal amount of Convertible Senior Notes due 2033 (the 鈥渘otes鈥�) in a private offering (the 鈥渙ffering鈥�) to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the 鈥淪ecurities Act鈥�). BlackSky also intends to grant the initial purchasers of the notes an option to purchase for settlement during a 13-day period beginning on, and including, the first date on which the notes are issued, up to an additional $18.75 million principal amount of the notes.

The notes will be general unsecured obligations of BlackSky and will accrue interest payable semiannually in arrears. Upon conversion, BlackSky will pay or deliver, as the case may be, cash, shares of BlackSky鈥檚 Class A common stock or a combination of cash and shares of BlackSky鈥檚 Class A common stock, at BlackSky鈥檚 election. The interest rate, initial conversion rate and other terms of the notes will be determined at the time of pricing of the offering.

BlackSky intends to use approximately $103.1 million of the net proceeds from the offering to repay outstanding borrowings (and pay the related prepayment premium) under, and terminate, its secured term loan facility and approximately $10.2 million of the net proceeds from the offering to repay borrowings (and pay the related prepayment premium) under, and terminate, its secured revolving credit facility. BlackSky intends to use the remainder of the net proceeds for general corporate purposes, which may include working capital, operating expenses, capital expenditures, and strategic investments in complementary capabilities. If the initial purchasers exercise their option to purchase additional notes, BlackSky expects to use the net proceeds from the sale of the additional notes for other general corporate purposes, as described above.

Neither the notes nor the shares of BlackSky鈥檚 Class A common stock issuable upon conversion of the notes, if any, have been registered under the Securities Act, any state securities laws or the securities laws of any other jurisdiction, and unless so registered, may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of any securities in any state or 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 BlackSky

BlackSky is a real-time, space-based intelligence company that delivers on-demand, high frequency imagery, analytics, and high-frequency monitoring of the most critical and strategic locations, economic assets, and events in the world. BlackSky owns and operates one of the industry鈥檚 most advanced, purpose-built commercial, real-time intelligence systems that combines the power of the BlackSky Spectra庐 tasking and analytics software platform and our proprietary low earth orbit satellite constellation.

With BlackSky, customers can see, understand and anticipate changes for a decisive strategic advantage at the tactical edge, and act not just fast, but first. BlackSky is trusted by some of the most demanding 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.

Forward-Looking Statements

Certain statements in this press release may contain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words 鈥渂elieve,鈥� 鈥減roject,鈥� 鈥渆xpect,鈥� 鈥渁nticipate,鈥� 鈥渆stimate,鈥� 鈥渋ntend,鈥� 鈥渟trategy,鈥� 鈥渇uture,鈥� 鈥渙pportunity,鈥� 鈥減lan,鈥� 鈥渕ay,鈥� 鈥渟hould,鈥� 鈥渨ill,鈥� 鈥渨ould,鈥� 鈥渨ill be,鈥� 鈥渨ill continue,鈥� 鈥渨ill likely result,鈥� and similar expressions. The forward-looking statements in this release include express or implied statements about the proposed terms of the notes, the completion, timing and size of the proposed offering of the notes, including the option to purchase additional notes to be granted to the initial purchasers and the anticipated use of the net proceeds from the offering. 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, including, without limitation, stock market conditions and our ability to complete the offering on the expected terms or at all, could cause actual future events or results to differ materially from those expressed or implied by the forward-looking statements in this press release. 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, and subsequent events and developments could cause our 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鈥檚 most recent Annual Report on Form 10-K and other disclosures about BlackSky and its business included in BlackSky鈥檚 disclosure materials filed from time to time with the SEC.

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Source: BlackSky Technology Inc.