A recent transaction between WGIC member Satellogic and CF Acquisition Corp. V will lead the company to its appearance on the Nasdaq.
Nettar Group, Inc. (Satellogic) and CF Acquisition Corp. V (CFAC V), a special purpose acquisition company sponsored by Cantor Fitzgerald, announced that they have entered into a definitive merger agreement that will result in Satellogic becoming a publicly traded company. The transaction is expected to be completed early in the fourth quarter of 2021, subject to regulatory approvals and other customary closing conditions. After closing, Satellogic will trade on the Nasdaq under ticker symbol SATL.
Effecting a merger, capital stock exchange or asset acquisition…
CF Acquisition Corp. V is a blank check company led by Chairman and Chief Executive Officer Howard W. Lutnick. CFAC V was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. CFAC V focuses on industries where its management team and founders have experience and insights and can bring significant value to business combinations.
Satellogic as a vertically integrated company
Satellogic designs and manufactures every core component that goes into creating and manufacturing its satellites. This vertical integration provides a significant cost advantage, enabling Satellogic to produce and launch satellites for less than one-tenth the cost of its competitors, which buy components and use third-party assemblers. It also results in shorter R&D cycles and the ability to efficiently scale while maintaining overall quality. Satellogic recently signed a multiple-launch agreement with SpaceX to deploy the full constellation of 300+ satellites, which it expects to complete by 2025. Once fully deployed, this will enable Satellogic to be the only company capable of remapping the world at resolutions as high as 30 centimeters and at the frequency required to address virtually all commercial applications.
Democratizing access to geospatial data
Emiliano Kargieman, CEO & Co-Founder of Satellogic, said: “Since our founding, Satellogic has been committed to our mission of democratizing access to geospatial data to help solve the world’s most pressing problems. Today’s transaction is a significant milestone and brings us one step closer to fulfilling that goal. The merger will allow us to continue building out our constellation of satellites and maintain our position as a global leader in sub-meter imagery. Satellogic is poised to be the only company capable of remapping the world daily at the sub-meter resolution necessary to address commercial applications affordably. We are grateful to our talented and ambitious team who have developed best-in-class technology, a strong track record of delivering satellites to orbit, and the ability to scale at near-zero marginal cost.”
Enable smarter global decision-making
Howard W. Lutnick, Chairman & CEO of CFAC V and Cantor Fitzgerald said: “Satellogic is uniquely positioned to dominate the Earth Observation industry. Its technology, data, and analytics have vast use cases across countless industries. Imagine insurance companies being able to document disaster damage in real-time detail remotely. Or an app providing direct daily satellite data to a farmer about the best time to harvest crops. Or bringing live documentation of deforestation or rising sea levels to policymakers to drive the discussion around climate change. The possibilities are limitless. We are excited to partner with Emiliano and the rest of the Satellogic team as they endeavor to build and launch 300+ satellites in the constellation and unlock the significant opportunity for commercial applications to enable smarter global decision-making.”
Transaction Overview
On July 5, 2021, Satellogic entered into a definitive merger agreement with CFAC V. The transaction reflects an implied pro forma enterprise value of $850 million for Satellogic, representing a multiple of approximately 1.1x projected revenue of approximately $800 million by 2025. The transaction is expected to result in cash on the balance sheet of up to approximately $274 million, after transaction expenses and debt repayment, through the contribution of up to $250 million of cash held in CFAC V’s trust account (assuming no redemptions by CFAC V’s public stockholders), and a concurrent PIPE offering of $100 million led by SoftBank’s SBLA Advisers Corp. and Cantor Fitzgerald, among other top-tier institutional investors. The transaction, which has been unanimously approved by the Boards of Directors of Satellogic and CFAC V, is subject to approval by CFAC V’s stockholders and other customary closing conditions. Additional information about the proposed transaction, including a copy of the merger agreement and investor presentation, will be available in a Current Report on Form 8-K to be filed by CFAC V with the U.S. Securities and Exchange Commission (the “SEC”) and at www.sec.gov.