Blacksky Technology Inc. · NYSE:BKSY
Blacksky Technology — SPAC Merger (April 2021)
14 slides from Blacksky Technology's SPAC merger presentation, Apr 23, 2021
Slide 1: Rule 425 Filing Legend
Filed Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Filer: Osprey Technology Acquisition Corp. Commission File No.: 001-39113 Subject Company: Osprey Technology Acquisition Corp. This filing relates to the prop
Slide 2: Presentation to the BlackSky Preferred Stockholders
Presentation to the BlackSky Preferred Stockholders April 23, 2021
Slide 3: Cautionary Statement Regarding Forward-Looking Statements
Cautionary Statement Regarding Forward-Looking Statements This document contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transactions between Osprey and BlackSky. These forward-looking statements generally are identified by th
Slide 4: Additional Information and Where to Find It
Additional Information and Where to Find It This document relates to the proposed transactions between Osprey and BlackSky. This document does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in
Slide 5: Presentation Summary
Presentation Summary Common Stock Merger Consideration Transaction Overview Preferred Stock BlackSky Convertible Bridge Notes
Slide 6: Transaction Overview
Transaction Overview On February 17, 2021, BlackSky Holdings, Inc. (the “Company” and/or “BlackSky”) entered into a Merger Agreement with Osprey Technology Acquisition Corp. (a special purpose acquisition company) (“Osprey”), pursuant to which BlackSky will become a wholly owned subsidiary of Osprey
Slide 7: Merger Consideration – Common Stock
Merger Consideration – Common Stock Treatment of BlackSky Common Stock: Upon the closing of the Merger, each outstanding share of BlackSky Class B Common Stock will be converted into the right to receive an amount of cash equal to $0.00001 per share. Upon the closing of the Merger, each outstanding
Slide 8: Class A Common Stock – Illustrative Share Calculation
Class A Common Stock – Illustrative Example Assumptions: Set forth below is an illustrative example calculation of the number of shares of Osprey Class A common stock into which shares of BlackSky Series A Preferred Stock will be converted in connection with the closing of the Merger. This illustrat
Slide 9: Merger Consideration – Preferred Stock
Merger Consideration – Preferred Stock Treatment of BlackSky Preferred Stock: Upon the closing of the Merger, each outstanding share of BlackSky preferred stock will be converted into the greater of the following: (A) A number of shares of Osprey Class A common stock based on the liquidation prefere
Slide 10: Series A Preferred Stock – Illustrative Share Calculation
Series A Preferred Stock – Illustrative Example Assumptions: Set forth below is an illustrative example calculation of the number of shares of Osprey Class A common stock into which shares of BlackSky Series A Preferred Stock will be converted in connection with the closing of the Merger. This illus
Slide 11: Series B Preferred Stock – Illustrative Share Calculation
Series B Preferred Stock – Illustrative Example Assumptions: Set forth below is an illustrative example calculation of the number of shares of Osprey Class A common stock into which shares of BlackSky Series B Preferred Stock will be converted in connection with the closing of the Merger. This illus
Slide 12: Series B-1 Preferred Stock – Illustrative Share Calculation
Series B-1 Preferred Stock – Illustrative Example Assumptions: Set forth below is an illustrative example calculation of the number of shares of Osprey Class A common stock into which shares of BlackSky Series B-1 Preferred Stock will be converted in connection with the closing of the Merger. This i
Slide 13: Series C Preferred Stock – Illustrative Share Calculation
Series C Preferred Stock – Illustrative Example Assumptions: Set forth below is an illustrative example calculation of the number of shares of Osprey Class A common stock into which shares of BlackSky Series C Preferred Stock will be converted in connection with the closing of the Merger. For the av
Slide 14: Merger Consideration – 2021 Bridge Notes
Merger Consideration – 2021 Bridge Notes Treatment of BlackSky Convertible Bridge Notes: Pursuant to the terms of the Company’s outstanding Subordinated Convertible Promissory Notes issued in 2021 (collectively, the “BlackSky Convertible Bridge Notes”), immediately prior to the closing of the Merger