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BlackSky Announces Pricing of Upsized $160 Million Convertible Senior Notes Offering
BlackSky Announces Pricing of Upsized $160 Million Convertible Senior Notes Offering

Yahoo

time2 days ago

  • Business
  • Yahoo

BlackSky Announces Pricing of Upsized $160 Million Convertible Senior Notes Offering

HERNDON, Va., July 18, 2025--(BUSINESS WIRE)--BlackSky Technology Inc. (NYSE: BKSY) ("BlackSky") today announced the pricing of $160 million principal amount of 8.25% Convertible Senior Notes due 2033 (the "notes") in a private offering (the "offering") to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). The offering size was increased from the previously announced offering size of $125 million aggregate principal amount of notes. BlackSky also granted 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 $25 million principal amount of the notes. The sale of the notes is expected to close on July 22, 2025, subject to customary closing conditions. The notes will be general unsecured obligations of BlackSky and will accrue interest payable semiannually in arrears on February 1 and August 1 of each year, beginning on February 1, 2026, at a rate of 8.25% per year. The notes will mature on August 1, 2033 unless earlier converted, redeemed or repurchased. Holders may convert all or any portion of their notes, at their option, at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, BlackSky will pay or deliver, as the case may be, cash, shares of BlackSky's Class A common stock or a combination of cash and shares of BlackSky's Class A common stock, at BlackSky's election. The conversion rate of the notes will initially be 27.1909 shares of BlackSky's Class A common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $36.78 per share of Class A common stock). The initial conversion price of the notes represents a premium of approximately 30% over the last reported sale price of BlackSky's Class A common stock on The New York Stock Exchange on July 17, 2025, and will be subject to customary anti-dilution adjustments. In addition, following certain corporate events that occur prior to the maturity date or if BlackSky delivers a notice of redemption, it will, under certain circumstances, increase the conversion rate for a holder who elects to convert its notes in connection with such a corporate event or convert its notes called (or deemed called) for redemption during the related redemption period, as the case may be. BlackSky may not redeem the notes prior to August 4, 2028. BlackSky may redeem for cash all or any portion of the notes (subject to certain limitations), at its option, on or after August 4, 2028 and prior to the 26th scheduled trading day immediately preceding the maturity date, if the last reported sale price of BlackSky's Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which BlackSky provides notice of redemption, and if certain liquidity conditions are satisfied, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. Holders of notes may require BlackSky to repurchase for cash all or any portion of their notes on August 6, 2030 at a repurchase price equal to 100% of the principal amount of notes to be repurchased, plus accrued and unpaid interest to, but excluding August 6, 2030. In addition, if BlackSky undergoes a "fundamental change" (as defined in the indenture that will govern the notes), then, subject to certain conditions and limited exceptions, holders may require BlackSky to repurchase for cash all or any portion of their notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. BlackSky estimates that the net proceeds from the offering will be approximately $153.7 million (or $177.9 million if the initial purchasers exercise their option to purchase additional notes in full), after deducting the initial purchasers' discount and commission and estimated offering expenses payable by BlackSky. 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's 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's most advanced, purpose-built commercial, real-time intelligence systems that combines the power of the BlackSky Spectra® 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 "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. The forward-looking statements in this release include express or implied statements about the closing of the offering of the notes 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, our ability to satisfy the closing conditions in the purchase agreement 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's most recent Annual Report on Form 10-K and other disclosures about BlackSky and its business included in BlackSky's disclosure materials filed from time to time with the SEC. View source version on Contacts Investor Contact Aly BonillaVP, Investor Relationsabonilla@ Media Contact Pauly CabellonSr. Director, External Communicationsbksypr@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

Dubai: UAE security authority warns against dealing with unlicensed companies
Dubai: UAE security authority warns against dealing with unlicensed companies

Khaleej Times

time3 days ago

  • Business
  • Khaleej Times

Dubai: UAE security authority warns against dealing with unlicensed companies

The Securities and Commodities Authority (SCA) has warned the investing public against dealing with unlicensed entities in their latest advisory. The SCA has warned Dubai residents of three companies who are not licensed to conduct financial activities. In an official statement on its website, the SCA named three companies on July 17 — Sigma one capital, Sigma — wealth world financial, Sigma One Cap Marketing Services. "The SCA advises the investing public to refrain from dealing with these companies, as they are not licensed to conduct financial activities or provide services regulated by the SCA. Investors are strongly encouraged to verify the licensing status of any entity before engaging in any financial transactions. The SCA bears no responsibility for any transactions or dealings conducted with unlicensed companies," it said in the statement. The advisory was issued on the basis of the regulatory role of the SCA to ensure sound transactions and protect investors in accordance with the provisions of the Federal Law No. (4) Of 2000 concerning the Emirates Securities and Commodities Authority and Market and the regulations issued thereunder, and pursuant to the Chairman of the SCA Board of Directors' Decision No. (9/R.M) of 2017 concerning the Controls for Publishing Warnings. Last week, the SCA cautioned investors against dealing with certain entities and individuals falsely claiming to be Greenstone Equity Partners Financial Products Promotion LLC — an entity licensed by the SCA — and spoofing links from the company's website and misrepresenting them as legitimate. "The SCA urges all investors to verify the licensing status of any entity before engaging in any regulated activity. It bears no responsibility for any transactions conducted with such parties," it said.

XPLR INVESTOR DEADLINE: XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP Investors with Substantial Losses Have Opportunity to Lead Class Action Lawsuit
XPLR INVESTOR DEADLINE: XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP Investors with Substantial Losses Have Opportunity to Lead Class Action Lawsuit

Malaysian Reserve

time4 days ago

  • Business
  • Malaysian Reserve

XPLR INVESTOR DEADLINE: XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP Investors with Substantial Losses Have Opportunity to Lead Class Action Lawsuit

SAN DIEGO, July 15, 2025 /PRNewswire/ — The law firm of Robbins Geller Rudman & Dowd LLP announces that purchasers or acquirers of XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP (NYSE: XIFR) securities between September 27, 2023 and January 27, 2025, both dates inclusive (the 'Class Period'), have until September 8, 2025 to seek appointment as lead plaintiff of the XPLR class action lawsuit. Captioned Alvrus v. XPLR Infrastructure, LP f/k/a NextEra Energy Partners, LP, No. 25-cv-01755 (S.D. Cal.), the XPLR Infrastructure class action lawsuit charges XPLR Infrastructure, NextEra Energy, Inc., as well as certain of XPLR Infrastructure's top former executives with violations of the Securities Exchange Act of 1934. If you suffered substantial losses and wish to serve as lead plaintiff of the XPLR Infrastructure class action lawsuit, please provide your information here: You can also contact attorneys J.C. Sanchez or Jennifer N. Caringal of Robbins Geller by calling 800/449-4900 or via e-mail at info@ CASE ALLEGATIONS: XPLR Infrastructure acquires, owns, and manages contracted clean energy projects in the United States, including a portfolio of contracted wind and solar power projects, as well as a natural gas pipeline. Throughout the Class Period, XPLR Infrastructure operated as a 'yieldco' – that is, a business that owns and operates fully-built and operational power generating projects, focused on delivering large cash distributions to investors. The XPLR Infrastructure class action lawsuit alleges that defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) XPLR Infrastructure was struggling to maintain its operations as a yieldco; (ii) defendants temporarily relieved this issue by entering into certain financing arrangements while downplaying the attendant risks; (iii) XPLR Infrastructure could not resolve those financings before their maturity date without risking significant unitholder dilution; (iv) as a result, defendants planned to halt cash distributions to investors and instead redirect those funds to, among other things, resolve those financings; and (v) consequently, XPLR Infrastructure's yieldco business model and distribution growth rate was unsustainable. The XPLR Infrastructure class action lawsuit further alleges that on January 28, 2025, XPLR Infrastructure announced that it would suspend entirely cash distributions to common unitholders and essentially abandon its yieldco model. On this news, the price of XPLR Infrastructure common units fell by nearly 35%, the complaint alleges. THE LEAD PLAINTIFF PROCESS: The Private Securities Litigation Reform Act of 1995 permits any investor who purchased or acquired XPLR Infrastructure securities during the Class Period to seek appointment as lead plaintiff in the XPLR Infrastructure class action lawsuit. A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class. A lead plaintiff acts on behalf of all other class members in directing the XPLR Infrastructure class action lawsuit. The lead plaintiff can select a law firm of its choice to litigate the XPLR Infrastructure class action lawsuit. An investor's ability to share in any potential future recovery is not dependent upon serving as lead plaintiff of the XPLR Infrastructure class action lawsuit. ABOUT ROBBINS GELLER: Robbins Geller Rudman & Dowd LLP is one of the world's leading law firms representing investors in securities fraud and shareholder litigation. Our Firm has been ranked #1 in the ISS Securities Class Action Services rankings for four out of the last five years for securing the most monetary relief for investors. In 2024, we recovered over $2.5 billion for investors in securities-related class action cases – more than the next five law firms combined, according to ISS. With 200 lawyers in 10 offices, Robbins Geller is one of the largest plaintiffs' firms in the world, and the Firm's attorneys have obtained many of the largest securities class action recoveries in history, including the largest ever – $7.2 billion – in In re Enron Corp. Sec. Litig. Please visit the following page for more information: Past results do not guarantee future outcomes. Services may be performed by attorneys in any of our offices. Contact: Robbins Geller Rudman & Dowd LLPJ.C. Sanchez, Jennifer N. Caringal655 W. Broadway, Suite 1900, San Diego, CA 92101800-449-4900info@

TREVOR AUNE AND THE AUNE FOUNDATION'S HOLDINGS OF VERTIQAL STUDIOS CORP.
TREVOR AUNE AND THE AUNE FOUNDATION'S HOLDINGS OF VERTIQAL STUDIOS CORP.

Cision Canada

time5 days ago

  • Business
  • Cision Canada

TREVOR AUNE AND THE AUNE FOUNDATION'S HOLDINGS OF VERTIQAL STUDIOS CORP.

TORONTO, July 15, 2025 /CNW/ - On July 12, 2025, pursuant to the application of Section 1.8 of National Instrument 62-104- Take-over Bids and Issuer Bids, The Aune Foundation (" AF") and Trevor Aune as trustee for the AF (collectively, the " Acquirors") are now deemed to have acquired and to be the beneficial owner of an additional 20,000,000 non-issued common shares (the " Common Shares") of Vertiqal Studios Corp. (TSX: VRTS) (the " Issuer") issuable upon the conversion of a convertible debenture of the Issuer with principal amount of $500,000 issued in November 2022 to the AF and subsequently amended in September 2024 to, among other amendments, modify its conversion price (the " Convertible Debenture #1"). Immediately prior to July 12, 2025, AF had direct beneficial ownership and control and direction over 75,499,400 Common Shares (composed of 35,499,400 issued and outstanding Common Shares and 40,000,000 non-issued Common Shares issuable upon the conversion of a convertible debenture of the Issuer with principal amount of $1,000,000 issued to AF in June 2024 (" Convertible Debenture #2")) representing 10.99% of the Issuer's issued and outstanding Common Shares calculated on a partially diluted adjusted basis (i.e. considering the deemed issuance of all of the Convertible Debenture #2 40,000,000 underlying Common Shares) for a total of 687,017,220 issued and outstanding Common Shares. Following July 12, 2025, the number of Common Shares over which the Acquiror now has direct or deemed beneficial ownership, control and direction is 95,499,400 Common Shares (composed of 35,499,400 issued and outstanding Common Shares and 60,000,000 non-issued Common Shares issuable upon the conversion of Convertible Debenture #1 and Convertible Debenture #2) representing 13.5% of the Issuer's issued and outstanding Common Shares calculated on a partially diluted adjusted basis (i.e. considering the deemed issuance of all of the Convertible Debenture #1 20,000,000 underlying Common Shares and the Convertible Debenture #2 40,000,000 underlying Common Shares) for a total of 707,017,220 issued and outstanding Common Shares. In accordance with applicable securities laws, the Acquirors may, from time to time and at any time, acquire additional Commons Shares, and/or other equity, debt or other securities or instruments of the Issuer (collectively, " Securities") in the open market or otherwise, and the Acquiror reserves the right to dispose of any or all of such Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of the Issuer and other relevant factors. The address of the AF is: 901-1188 Bidwell Street Vancouver, British Columbia V6G 0C6. The Issuer's head office is located at 441 King Street West Unit 200, Toronto, Ontario, M5V 1K4. The Acquirors acquired the Securities for investment purposes, and has no present intention of acquiring additional Securities. Depending upon Acquirors' evaluation of the business, prospects and financial condition of the Issuer, the market for the Issuer's Securities, general economic and tax conditions and other factors, the Acquirors may acquire more or sell some or all of the Securities owned, managed or controlled by the Acquirors. This press release is issued pursuant to early warning requirements of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues (" NI 62‑103") which also requires the Early Warning Report to be filed in accordance with applicable Canadian securities laws. It amends a prior press release filed by a joint actor of the Acquirors under NI 62-103 on July 11, 2025.

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