SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2022

Commission File Number: 001-41247

 

Satellogic Inc.

(Translation of registrant’s name in English)

Ruta 8 Km 17,500, Edificio 300

Oficina 324 Zonamérica

Montevideo, 91600, Uruguay

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40‑F.

 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

Full Year 2021 Financial Results

 

On May 3, 2022, Satellogic Inc. (the “Company”) issued a press release announcing financial results for the year ended December 31, 2021 (the “Press Release”).

 

The Press Release is attached hereto as Exhibit 99.1 but does not constitute part of nor is it incorporated by reference to this Form 6-K.

 

The Company announces material information to the public through filings with the Securities and Exchange Commission, the investor relations page on the Company’s website, press releases, public conference calls, webcasts and social media including, without limitation, the Company’s Twitter account.

 

The information disclosed by the foregoing channels could be deemed to be material information. As such, the Company encourages investors, the media and others to follow the channels listed above and to review the information disclosed through such channels.

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

Dated: May 3, 2022

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Satellogic Announces Full Year 2021 Financial Results

 

Expanded its Fleet to 22 Satellites with Plans to Launch up to 12 Additional Satellites in 2022

 

Closed Business Combination with CF Acquisition Corp. V, with Gross Proceeds of ~$262 million, $168 million added to the Balance Sheet, and Listed on Nasdaq

 

Started Construction of Manufacturing Facility in the Netherlands to Reach Production Capacity of 25 Satellites per Quarter by the Third Quarter of 2023

 

Appointed New Directors to Board, Including Former Secretary of the Treasury Steven T. Mnuchin and Former Chairman of the Joint Chiefs of Staff Joseph F. Dunford Jr.

 

New York, NY — May 3, 2022 — Satellogic Inc. (NASDAQ: SATL), a leader in sub-meter resolution Earth Observation (“EO”) data collection, today announced financial results for the year ended December 31, 2021.

 

2021 Operational Highlights

 

 

2022 Operational Highlights to Date

 

 

“2021 marked our first year of commercial revenue and positioned us for our milestone achievement of a successful business combination with CF Acquisition Corp. V and the listing of our ordinary shares on the Nasdaq, along with continued financial and operational momentum,” said Satellogic CEO, Emiliano Kargieman. “Our public status and major investments accelerated our business plan towards 200+ satellites in orbit and daily world remaps by 2025 as we work to provide ground-breaking, high-resolution images and data analytics of the entire earth in real time at an affordable price. With 22 satellites now in orbit and up to twelve additional satellites launching this year, we expect to have 34 satellites in orbit by Q4 2022.”

 

“Looking ahead, we are highly focused on driving revenue growth through our subscription model, with a strong sales pipeline, including government and D&I. Combined with expanding margins we anticipate positive free cash flow in 2024. We believe our vertically integrated approach will continue to unlock commercial opportunities in the market. I look forward to additional announcements in the months to come as we strive to create long-term sustainable growth and shareholder value,” concluded Kargieman.

 

 

Financial Results for the Year Ended December 31, 2021

 

 

Satellogic CFO, Rick Dunn, commented, “As a result of our business combination, we added approximately $168 million to our balance sheet to fund our growth strategy. The capital will further position Satellogic to remap the entire surface of the Earth in sub-meter resolution, creating unprecedented data analytics and commercial applications within a $140 billion Total Addressable Market. With more mapping capacity, superior pricing power, and a growing satellite constellation, we continue to expect rapid revenue growth over the near term.”

 

Reconciliation of Adjusted EBITDA

for the Years Ended December 31, 2021, 2020 and 2019

 

 

Use of Non-IFRS Financial Measures

 

We monitor a number of financial performance and liquidity measures on a regular basis in order to track the progress of our business. Included in these financial performance and liquidity measures are the non- International Financial Reporting Standards (“IFRS”) measures, EBITDA, Adjusted EBITDA and Free Cash Flow. We believe these measures provide analysts, investors and management with helpful information regarding the underlying operating performance of our business, as they remove the impact of items that we believe are not reflective of our underlying operating performance. The non-IFRS measures are used by us to evaluate our core operating performance and liquidity on a comparable basis and to make strategic decisions. The non-IFRS measures also facilitate company-to-company operating performance comparisons by backing out potential differences caused by variations such as capital structures, taxation, depreciation, capital expenditures and other non-cash items (i.e., embedded derivatives, debt extinguishment and share-based compensation) which may vary for different companies for reasons unrelated to operating performance. However, different companies may define these terms differently and accordingly comparisons might not be accurate. EBITDA, Adjusted EBITDA and Free Cash Flow are not intended to be a substitute for any IFRS financial measure.

 

We have included reconciliations of EBITDA, Adjusted EBITDA and Free Cash Flow for the years ended December 31, 2021, 2020 and 2019 above.

 

EBITDA excludes charges related to finance costs and finance income, income taxes, depreciation and amortization. Adjusted EBITDA excludes charges related to finance costs and finance income, income taxes, depreciation, amortization, merger-related transaction fees, foreign currency exchange fluctuations, debt extinguishments, changes in the fair value of embedded derivative instruments and share-based compensation. Free Cash Flow is defined as net cash provided by (used in) operating activities less payments for capital expenditures. The following table presents a reconciliation of EBITDA and Adjusted EBITDA to its net loss for the periods indicated.

 

About Satellogic

 

Founded in 2010 by Emiliano Kargieman and Gerardo Richarte, Satellogic (NASDAQ: SATL) is the first vertically integrated geospatial company, driving real outcomes with planetary-scale insights. Satellogic is creating and continuously enhancing the first scalable, fully automated EO platform with the ability to remap the entire planet at both high-frequency and high-resolution, providing accessible and affordable solutions for customers.

 

Satellogic’s mission is to democratize access to geospatial data through its information platform of high-resolution images and analytics to help solve the world’s most pressing problems including climate change, energy supply, and food security. Using its patented Earth imaging technology, Satellogic unlocks the power of EO to deliver high-quality, planetary insights at the lowest cost in the industry.

 

With more than a decade of experience in space, Satellogic has proven technology and a strong track record of delivering satellites to orbit and high-resolution data to customers at the right price point.

 

To learn more, please visit: http://www.satellogic.com

 

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 Satellogic’s strategies, Satellogic’s future opportunities, and the commercial and governmental applications for Satellogic’s technology. 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) Satellogic’s ability to scale its constellation, (ii) Satellogic’s ability to continue to meet image quality expectations, to continue to enhance the capability of its network of satellites and to continue to offer superior unit economics, (iii) Satellogic’s ability to become or remain an industry leader, (iv) the number of commercial applications for Satellogic’s products and services, (v) Satellogic’s ability to address all commercial applications for satellite imagery, changes in the competitive and highly regulated industries in which Satellogic operates, variations in operating performance across competitors and changes in laws and regulations affecting Satellogic’s business, (vi) the ability to implement business plans, forecasts and other expectations, and to identify and realize additional opportunities, (vii) the risk of downturns in the commercial launch services, satellite and spacecraft industry, (viii) the risk that Satellogic and its current and future collaborators are unable to successfully develop and commercialize Satellogic’s products or services, or experience significant delays in doing so, (ix) the risk that third-party suppliers and manufacturers are not able to fully and timely meet their obligations, (x) the risk of product liability or regulatory lawsuits or proceedings relating to Satellogic’s products and services, and (xi) the risk that Satellogic is unable to secure or protect its intellectual property.

 

 

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.

 

MZ Group

Chris Tyson/Larry Holub

(949) 491-8235

 

Media Relations:

Satellogic

 

NETTAR GROUP INC.

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE LOSS

⁽¹⁾ Attributable to Ordinary equity holders of the parent.

NETTAR GROUP INC.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Expressed in thousands of US dollars)

NETTAR GROUP INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of US dollars)