Item 7.01 Regulation FD Disclosure.
Furnished as Exhibit 99.1 hereto is an investor presentation dated
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to liabilities under that section, and shall not be deemed to be incorporated by reference into any filings of the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K (the "Current Report") shall not be deemed an admission as to the materiality of any information in this Item 7.01, including Exhibit 99.1.
Additional Information and Where to Find It
This document relates to the proposed transactions between the Company and
BlackSky. In connection with the business combination, on
Investors and security holders may obtain free copies of the registration
statement, the proxy statement/prospectus and all other relevant documents filed
or that will be filed with the
The documents filed by the Company with the
Participants in Solicitation
The Company and BlackSky and their directors and executive officers may be
deemed to be participants in the solicitation of proxies from Company
stockholders in connection with the previously announced proposed transactions
with BlackSky. The Company's stockholders and other interested persons may
obtain, without charge, more detailed information regarding the directors and
officers of the Company in the Company's Annual Report on Form 10-K/A for the
fiscal year ended
A list of the names of such directors and executive officers and information regarding their interests in the transactions are or will be contained in the proxy statement/prospectus when available. You may obtain free copies of these documents as described in the preceding paragraph.
2
--------------------------------------------------------------------------------
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 any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Forward-Looking Statements Legend
This Current Report on Form 8-K contains certain 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. 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 could cause actual future events to differ
materially from the forward-looking statements in this document. You should
carefully consider the risks and uncertainties described in the "Risk Factors"
section of the Company's registration on Form S-1 (File No. 333-234180), the
registration statement on Form S-4 discussed above and other documents filed by
the Company from time to time with the
Non-GAAP Financial Measures and Related Information
Exhibit 99.1 to this Current Report on Form 8-K references EBITDA, Adjusted
EBITDA, Adjusted EBITDA margin, free cash flow and free cash flow conversion,
which are financial measures that are not prepared in accordance with
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Investor Presentation. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
--------------------------------------------------------------------------------
© Edgar Online, source